Life Healthcare : (1) POLL RESULTS OF EXTRAORDINARY GENERAL MEETING (2) SHARE CONSOLIDATION AND (3) ADJUSTMENT TO THE SHARE OPTIONS

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

1. POLL RESULTS OF EXTRAORDINARY GENERAL MEETING
2. 1. SHARE CONSOLIDATION

AND

(3) ADJUSTMENT TO THE SHARE OPTIONS

The Board is pleased to announce that all the resolutions, including the ordinary resolution approving the Share Consolidation, were duly passed by the Shareholders by way of poll at the EGM held on 21 September 2020.

All the conditions to the Share Consolidation have been fulfilled and the Share Consolidation will become effective on Wednesday, 23 September 2020.

As a result of the Share Consolidation, adjustment will be made to the exercise price of the outstanding Share Options granted under the Share Option Scheme. Such adjustment shall take effect immediately after the Share Consolidation becoming effective.

Reference is made to the circular of the Company dated 3 September 2020 (the "Circular") and the announcement of the Company dated 26 August 2020 (the "Announcement") regarding, among others, the Share Consolidation. Capitalised terms used in this announcement shall have the same meanings as those defined in the Circular and the Announcement unless otherwise specified herein.

POLL RESULTS OF THE EGM

The Board is pleased to announce that all the resolutions, including the ordinary resolution approving the Share Consolidation, as set out in the notice of the EGM dated 3 September 2020 (the "Resolution") were duly passed by the Shareholders by way of poll as ordinary resolutions at the EGM held on 21 September 2020.

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The total number of issued shares of the Company entitling the holders to attend and vote at the EGM was 6,425,125,300 Shares, which was the total number of Shares entitling Shareholders to attend and vote for or against the proposed resolutions at the EGM. No Shareholder was required under the Listing Rules to abstain from voting and no Shareholder was entitled to attend and vote only against the resolutions at the EGM. None of the Shareholders was required to abstain from voting in favour of the resolutions at the EGM.

The Company's branch share registrar and transfer office in Hong Kong, Tricor Tengis Limited, acted as scrutineer for the poll at the EGM. The poll results in respect of all the resolutions at the EGM are as follows:

				Number of Votes (%) (Note 2)
	Ordinary Resolutions (Note 1)	For	Against	Total
1.	To approve the Share Consolidation	952,567,950	0	952,567,950
				(100%)	(0%)	(100%)
2.	To re-elect	Ms. Fu Xiaoji	as a	952,567,950	0	952,567,950
	non-executive director of the Company	(100%)	(0%)	(100%)
	and to authorise the board of directors
	of the Company to fix the remuneration
	of Ms. Fu Xiaoji
3.	To re-elect Ms. Zheng Xin as an	952,567,950	0	952,567,950
	independent	non-executive	director	(100%)	(0%)	(100%)
	of the Company and to authorize the
	board of directors of the Company to
	fix the remuneration of Ms. Zheng Xin

Notes:

1. The full text of the resolutions is set out in the notice of the EGM dated 3 September 2020.
2. The number of votes and percentage are based on the total number of Shares held by the Shareholders who voted at the EGM in person or by proxy or corporate representative.

As more than 50% of the votes were cast in favour of each of the resolutions, all the resolutions were duly passed as ordinary resolutions of the Company.

SHARE CONSOLIDATION

The Board is also pleased to announce that the Share Consolidation will become effective on Wednesday, 23 September 2020. Please refer to the Circular and the Announcement for details, including the trading arrangement, matching services for odd lots in connection with the Share Consolidation and the exchange of share certificates in respect of the Share Consolidation. Shareholders should note that upon the Share Consolidation becoming effective, new share certificates of the Consolidated Shares in the color of purple will be issued to the Shareholders.

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ADJUSTMENT TO THE SHARE OPTIONS

As at the date of this announcement, the Company has outstanding share options (the "Share Options") entitling the holders thereof to subscribe for a total of 430,200,000 Existing Shares under the Share Option Scheme. Immediately upon the Share Consolidation becoming effective on 23 September 2020, the following adjustment will be made to the exercise price of the Share Options and thus the number of Consolidated Shares to be issued upon the exercise of the outstanding Share Options in accordance with the terms and conditions of the Share Option Scheme, Rule 17.03(13) of the Listing Rules and the Supplementary Guidance on Adjustments to the Exercise Price and Number of Share Options under the Listing Rule Requirements issued by the Stock Exchange on 5 September

2005 (the "Supplementary Guidance"):

	Immediately before the	Immediately after the
	Share Consolidation	Share Consolidation
	becoming effective	becoming effective
	Number of		Number of
	Existing		Consolidated
	Shares to be		Shares to be
	issued upon		issued upon
	full exercise		full exercise
	of the	Exercise	of the	Exercise
	outstanding	price per	outstanding	price per
	Share	Existing	Share	Consolidated
Date of grant	Options	Share	Options	Share
25 October 2017	430,200,000	HK$0.1804	86,040,000	HK$0.902

The adjustment to the Share Options shall take effect immediately after the Share Consolidation becoming effective. Save for the above adjustment, all other terms and conditions of the outstanding Share Options remain unchanged.

ZHONGHUI ANDA CPA Limited, the auditor of the Company, has reviewed and certified in writing that the adjustment to the exercise price of the outstanding Share Options are in compliance with the requirements as set out in the Supplementary Guidance, the terms and conditions of the Share Option Scheme and the Listing Rules.

By order of the Board

Life Healthcare Group Limited

Xu Xueping

Executive Director

Hong Kong, 21 September 2020

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As at the date of this announcement, the Board comprises:

Executive Directors:	Independent Non-executive Directors:
Mr. Xu Xueping (Chairman)	Mr. Liu Xinghua
Mr. Man Wai Lun	Mr. Cheng Chun Man
Mr. Yang Zhiying	Ms. Zheng Xin
Non-executive Directors:
Ms. Shan Hua
Ms. Fu Xiaoji

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