Directors and Senior Management

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT INFORMATION MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT. DIRECTORS AND SENIOR MANAGEMENT

DIRECTORS AND SENIOR MANAGEMENT

As of the date of this Document, our Board consists of nine Directors, including three executive Directors, three non-executive Directors and three independent non-executive Directors. The following table sets forth certain information about our Directors:

Date of Date of joining appointment Name Age Position Roles and responsibilities our Group as Director

Mr. Liao Jieyuan 47 Executive Director, Overall strategic business January 8, 2004 March 10, 2004 (廖杰遠) chairman of the planning and operational Board and CEO management Mr. Zhang Xiaochun 48 Executive Director Investment and capital February 7, 2015 December 3, (張曉春) and vice chairman market planning and 2020 of the Board management Mr. Wang Yongcai 59 Executive Director Overall financial planning June 22, 2020 December 3, (王永才) and CFO and management 2020 Dr. NG MAN TAT 41 Non-executive Participating in January 26, 2021 January 26, 2021 ALEXANDER Director formulating our (吳文達) Company’s corporate and business strategies Mr. Shi Jianming 51 Non-executive Participating in August 8, 2007 August 8, 2007 (石建明) Director formulating our Company’s corporate and business strategies Mr. Tang Liang 43 Non-executive Participating in December 3, December 3, (唐亮) Director formulating our 2020 2020 Company’s corporate and business strategies Mr. Ng Kong Ping 63 Independent non- Supervising and providing [REDACTED][REDACTED] Albert (吳港平) executive independent judgment to Director our Board Mr. Leung Pak-yin 62 Independent non- Supervising and providing [REDACTED][REDACTED] (梁栢賢) executive independent judgment to Director our Board Dr. Ji Weidong 53 Independent non- Supervising and providing [REDACTED][REDACTED] (季衞東) executive independent judgment to Director our Board

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Executive Directors

Mr. Liao Jieyuan (廖杰遠), aged 47, was appointed as a Director on March 10, 2004, the chairman of the Board on March 31, 2015 and the CEO on January 26, 2006. He was re-designated as an executive Director on February 9, 2021. Mr. Liao has been one of the key management members of our Group and has been actively involved in the business, strategy and operational management of our Group since its inception.

Mr. Liao has over 20 years of experience in the fields of technology, digital health and artificial intelligence. In 1999, Mr. Liao was one of the founding shareholders of Anhui iFLYTEK Co., Ltd. (安徽科大訊飛信息科技股份有限公司) (a company listed on the Shenzhen Stock Exchange with stock code 002230), a company focused on voice support software, industry application systems and leveraging artificial intelligence on voice recognition capabilities. In 2011, Mr. Liao founded guahao.com, which focused on using technology and Internet to address the pain points in the wider healthcare industry in the PRC. Mr. Liao has been a non-executive director of Hangzhou Advance Gearbox Group Co., Ltd. (杭州前進齒輪箱集團股份有限公司) (a company listed on the Shanghai Stock Exchange with stock code 601177) since September 2019 and Yilianzhong Information Technology Co., Ltd. (易聯眾信息技術股份有限公司) (a company listed on the Shenzhen Stock Exchange with stock code 300096) since February 2019, respectively. In October 2019, Mr. Liao was awarded the National Poverty Alleviation Innovation Award (全國脫貧攻堅創新獎) by the Poverty Alleviation and Development Task Force Group of the State Council for his pioneering contribution in the field of “Internet+healthcare” targeted poverty alleviation.

Mr. Liao obtained an executive master’s degree of business administration from Peking University (北京大學) in November 2003. He also obtained a qualification of intermediate economist from Hangzhou Municipal Human Resources Bureau in September 2009.

Mr. Zhang Xiaochun (張曉春), aged 48, was appointed as a Director on December 3, 2020 and the vice chairman of the Board on December 8, 2020. He was re-designated as an executive Director on February 9, 2021. As the co-founder of our Group, Mr. Zhang has been one of the key management members of our Group. He held multiple positions in our Group, including being responsible for the marketing department, operating department as well as investing and financing department. Since May 2016, he has been actively involved in the investment and capital market planning and management of our Group.

From June 2009 to July 2012, Mr. Zhang worked as the vice general manager of CNR New Media Culture Media (Beijing) Co., Ltd. (央廣新媒體文化傳媒(北京)有限公司). From July 2012 to February 2015, he served as the general manager of Galaxy Internet TV Co., Ltd. (銀河互聯網電視有限公司). Mr. Zhang was involved in the management of our Group since February 2015.

Mr. Zhang received his master’s degree in corporate management from Dongbei University of Finance and Economics (東北財經大學) in January 2001.

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Mr. Wang Yongcai (王永才), aged 59, was appointed as a Director on December 3, 2020 and the CFO on December 8, 2020. He was re-designated as an executive Director on February 9, 2021. Mr. Wang was responsible for the investment affairs since he joined us and from December 2020, he is in charge of the overall financial planning and management of our Group since he joined us.

From November 2001 to January 2011, Mr. Wang held several positions at Chint Group Co., Ltd. (正泰集團股份有限公司) and its subsidiaries, including chief financial officer, vice president and director. Mr. Wang has been serving as the chairman of Changzhou CAC Venture Capital Management Co., Ltd. (常州正賽聯創業投資管理有限公司) since June 2017, the chairman of Shanghai CAC Venture Capital Co., Ltd. (上海正賽聯創業投資有限公司) since October 2010 and the chairman of Shanghai CAC Venture Capital Management Co., Ltd. (上海正賽聯創業投資管理有限公司) since January 2011, respectively. From May 2017 to May 2020, Mr. Wang served as a non-executive director of Keboda Technology Co., Ltd. (科博達技術股份有限公司) (a company listed on the Shanghai Stock Exchange with stock code 603786). Mr. Wang also served as the senior vice president of our Group since June 2020.

Mr. Wang obtained his diploma in economic management from Zhejiang Workers’ Political College (浙江省職工政治大學) (now Zhejiang Economic Management Workers’ College (浙江省經濟管理職工大學)) in July 1989. Mr. Wang obtained a qualification of senior economist from Zhejiang Provincial Department of Human Resources in December 2008.

Non-executive Directors

Dr. NG MAN TAT ALEXANDER (吳文達), aged 41, was appointed as a Director on January 26, 2021 and re-designated as a non-executive Director on February 9, 2021. Dr. NG is responsible for participating in formulating our Group’s corporate and business strategies.

From 2004 to 2005, Dr. NG worked as the chief resident at the Middlemore Hospital in Auckland, New Zealand. From 2006 to 2015, he held multiple positions at McKinsey & Company, including Associate Partner and the co-leader of the Greater China healthcare practice. From October 2015 to July 2019, Dr. NG worked as the deputy director at the China office of the Bill & Melinda Gates Foundation. Since July 2019, Dr. NG has been serving as the vice president at Tencent Healthcare.

Dr. NG received his bachelor degree in human biology in April 2001 and bachelor’s degrees in medicine and surgery in May 2004, both from the University of Auckland. He obtained a postgraduate diploma in health informatics from the University of Otago in December 2004. Dr. NG also received a master of public health degree from the Harvard School of Public Health in June 2006.

Mr. Shi Jianming (石建明), aged 51, was appointed as a Director on August 8, 2007 and re-designated as a non-executive Director on February 9, 2021. Mr. Shi is responsible for participating in formulating our Group’s corporate and business strategies.

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Mr. Shi has over 20 years of venture capital experience with a focus in the areas of digital healthcare and IT-enabled biotechnology. From November 1999 to November 2008, he worked as the business development director at Morningside IT Management Services (Shanghai) Co. Ltd. (晨興信息科技諮詢(上海)有限公司). In June 2007, Mr. Shi co-founded 5Y Capital (formerly known as Morningside Venture Capital) and has been responsible for its investment activities (including leading investment in and managing multiple portfolios), fundraising and general management ever since.

Mr. Shi received his bachelor’s degree in power machinery engineering from the Shanghai Jiao Tong University (上海交通大學) in July 1991 and master’s degree in business administration from the China Europe International Business School (中歐國際工商學院)in April 2000.

Mr. Tang Liang (唐亮), aged 43, was appointed as a Director on December 3, 2020 and re-designated as a non-executive Director on February 9, 2021. Mr. Tang is responsible for participating in formulating our Group’s corporate and business strategies.

Mr. Tang has been serving as the chairman and general manager of China Investment Financial Holdings Fund Management Company Limited (中投中財基金管理有限公司) since April 2015, a director of New Journey Hospital Group Ltd. (新里程醫院集團有限公司) since June 2019, director of CAS Health Industry (Beijing) Company Ltd. (中科健康產業(北京)有限公司) since December 2016, the chairman of Hefei CICFH Industry Investment Management Company Limited (合肥中投中財產業投資管理有限公司) since December 2016, the chairman of Hefei China Film CICFH Investment Management Company Limited (合肥中影中投中財投資管理有限公司) since March 2017, a director of Zhongke Zhiyun Technology Company Limited (中科智雲科技有限公司) since June 2018 and a director of each of Dragonstone Management Limited and CICFH International Consulting Limited since November 2020. Mr. Tang has also been serving as an independent director of Tencent Music Entertainment Group (a company listed on the New York Stock Exchange with stock code TME) since April 2014, and currently serves as independent director, an independent non-executive director of CMGE Technology Group Limited (a company listed on the Stock Exchange with stock code 00302) since September 2019 and an executive director and Chairman of Starlight Culture Entertainment Group Limited (a company listed on the Stock Exchange with stock code 1159) since September 2020.

Mr. Tang received a bachelor’s degree in law in July 2000 and a master’s degree in law in July 2002, both from Peking University (北京大學). Mr. Tang also obtained a master’s degree in law from Yale University in June 2003 and Stanford University in June 2005, respectively.

Independent non-executive Directors

Mr. Ng Kong Ping Albert (吳港平), aged 63, is appointed as an independent non-executive Director effective as of [REDACTED].

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Mr. Ng has over 30 years of experience in accounting. Mr. Ng is the former Ernst & Young China Chairman, Greater China Managing Partner and member of Ernst & Young Global Executive. From 1981 to 2002, Mr. Ng worked at Arthur Andersen with the last position as the Greater China Managing Partner. From 2002 to 2006, he served as the Managing Partner-China Operations of PricewaterhouseCoopers. From 2006 to 2007, Mr. Ng was Managing Director-China Investment Banking at Citigroup. From April 2007 to June 2020, Mr. Ng was with Ernst & Young China.

Mr. Ng is the President of Hong Kong China Chamber of Commerce. He served on the First and Second Advisory Committee of the Accounting Standards for Enterprises of the PRC Ministry of Finance, Advisor of Hong Kong Business Accountants Association and the Advisory Board on Accounting Studies of The Chinese University of Hong Kong (“CUHK”). He also sits on the Audit Committee of CUHK (Shenzhen) and on the Council of CUHK (Shenzhen) Education Foundation. Mr. Ng is an advisor to the International Business Leaders’ Advisory Council for the Mayor of Shanghai and was awarded the Magnolia Gold Award by the Shanghai Government in 1998.

Mr. Ng received his bachelor degree in business administration and master degree in business administration from CUHK. He is a member of Hong Kong Institute of Certified Public Accountants, Chartered Accountants Australia and New Zealand, CPA Australia and the Association of Chartered Certified Accountants, UK.

Mr. Leung Pak-yin (梁栢賢), aged 62, is appointed as an independent non-executive Director effective as of [REDACTED].

Mr. Leung served as the Deputy Director of Food and Public Health in 2000 and the Deputy Director of Health in 2002 of the Government of the Hong Kong Special Administrative Region. In 2004, he became the first Controller of Centre for Health Protection in Hong Kong, responsible for disease prevention and control as well as public health emergency (including major infectious disease outbreaks and pandemics) planning and response. Mr. Leung served as the director of quality and safety of the Hong Kong Hospital Authority from March 2007 to November 2010, responsible for leading, planning and launching initiatives to enhance quality, patient safety and risk management, and the chief executive of the Hong Kong Hospital Authority from November 2010 to November 2019, responsible for the overall management of 43 public hospitals and other healthcare institutions in Hong Kong. Mr. Leung is currently a member of the Council of the City University of Hong Kong, the chairman of board of directors of CityU Veterinary Health Group Company Limited and CityU Veterinary Diagnostic Laboratory Company Limited, honorary clinical professor in the School of Public Health of the University of Hong Kong.

Mr. Leung received his bachelor’s degrees in medicine and surgery from The University of New South Wales, Australia in February 1984 and master’s degree in occupational medicine from The National University of Singapore in July 1990. In December 1993, Mr. Leung was elected fellow of the Hong Kong Academy of Medicine in the specialty of community medicine.

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Dr. Ji Weidong (季衞東), aged 53, is appointed as an independent non-executive Director effective as of [REDACTED].

Dr. Ji has over 18 years of experience in financial industry. He is the co-founder and managing partner of All-Stars Investment Limited, an investment company established in 2014 focusing on investing in the “all-star” companies in China’s Internet and consumer brand markets. From 2005 to 2013, Dr. Ji was the managing director at Morgan Stanley Asia Limited. Dr. Ji served as an independent director of Cheetah Mobile Inc (a company listed on the New York Stock Exchange with stock code CMCM) from May 2014 to May 2020, and has been an independent director of JOYY Inc. (a company listed on NASDAQ with stock code YY) since May 2013.

Dr. Ji obtained his doctor of science degree from Harvard University in November 1996 and master’s degree in business administration from the Wharton School of the University of Pennsylvania in May 2003.

SENIOR MANAGEMENT

Our senior management is responsible for the day-to-day management of our business. The table below sets out certain information about the senior management of our Company:

Date of joining Name Age Position Roles and responsibilities our Group

Mr. Liao Jieyuan 47 Executive Director, Overall strategic business January 8, 2004 (廖杰遠) chairman of the planning and operational Board and CEO management Dr. Matthew Yang 53 President and CTO Technology development and March 1, 2020 Wang (王陽) planning Mr. Zhang Xiaochun 48 Executive Director Investment and capital market February 7, 2015 (張曉春) and vice chairman planning and management of the Board Mr. Wang Yongcai 59 Executive Director Overall financial planning and June 22, 2020 (王永才) and CFO management Mr. Jing Weiguo 43 Senior vice president Operating management September 30, (井維國) and COO 2019 Mr. Peng Binbin 38 Senior vice president Risk management and July 30, 2006 (彭彬彬) and chief risk compliance officer Mr. Kong Xiangpu 45 Chief human Human resource management August 1, 2015 (孔祥譜) resources officer

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Mr. Liao Jieyuan (廖杰遠), aged 47, was appointed as a Director on March 10, 2004, the chairman of the Board on March 31, 2015 and the CEO on January 26, 2006. He was re-designated as an executive Director on February 9, 2021. For further details of his biography, please see the sub-section headed “Executive Directors” in this section.

Dr. Matthew Yang Wang (王陽), aged 53, was appointed as the president of our Group and the CTO on December 8, 2020.

From 1998 to 2016, Dr. Wang served as a global vice president at IBM. From March 2016 to February 2020, Dr. Wang served as the president of Cybernaut Investment Group (賽伯樂投資集團). Dr. Wang has been appointed as the vice chairman of the China Venture Capital & Private Equity Association. Dr. Wang has been serving as the chief technology officer of We Doctor Cloud since March 2020.

Dr. Wang received his bachelor’s degree in information and communication from Xidian University (西安電子科技大學) in July 1988. He also obtained a master’s degree in information and electronics from Zhejiang University (浙江大學) in May 1991. Dr. Wang obtained his doctoral degree in computer science from Vanderbilt University in May 1998.

Mr. Wang Yongcai (王永才), aged 59, was appointed as a Director on December 3, 2020 and the CFO on December 8, 2020. He was re-designated as an executive Director on February 9, 2021. For further details of his biography, please see the sub-section headed “Executive Directors” in this section.

Mr. Jing Weiguo (井維國), aged 43, was appointed as a senior vice president of our Group in February 2020 and the COO on December 8, 2020.

From December 2004 to December 2016, Mr. Jing served as the chairman of China Resources Tai’an Pharmaceutical Co., Ltd. (華潤泰安醫藥有限公司) (formerly known as Shandong Rongda Pharmaceutical Co., Ltd. (山東容大醫藥有限公司)). Mr. Jing has been serving as the chairman of Shandong Guoxin Health Technology Co., Ltd. (山東國信健康科技有限公司) since September 2016.

Mr. Jing obtained his diploma in management science from Shandong Technology University (山東科技大學) in July 2005.

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Mr. Peng Binbin (彭彬彬), aged 38, was appointed as a senior vice president of our Group in January 2016 and the chief risk officer of our Group on August 14, 2020.

Mr. Peng served as a senior vice president at Guahao Hangzhou from August 2014 to January 2016 and has been a senior vice president at our Group since January 2016.

Mr. Peng obtained his diploma in computer from Zhejiang Wanli University (浙江萬里學院) in June 2003. He obtained a master’s degree in business administration from Zhejiang University (浙江大學) in June 2019.

Mr. Kong Xiangpu (孔祥譜), aged 45, was appointed as the chief human resources officer of our Group in September 2020.

From May 2003 to May 2005, Mr. Kong served as the technology director of Hangzhou Comlink Information Technology Co., Ltd. (杭州康林克信息技術有限公司). From June 2005 to May 2011, he was the deputy general manager of Hangzhou Yinglun Information Technology Co., Ltd. (杭州英倫信息技術有限公司). From May 2011 to July 2015, Mr. Kong served as the president of Zhejiang Dongguan Software Technology Co., Ltd. (浙江東冠軟件技術有限公司). Mr. Kong has been a non-executive director of Yilianzhong Information Technology Co., Ltd. (易聯眾信息技術股份有限公司) (a company listed on the Shenzhen Stock Exchange with stock code 300096) since February 2019.

Mr. Kong obtained his bachelor’s degree in applied electronic technology from Zhejiang Gongshang University (浙江工商大學) in July 1996. He obtained a master’s degree in software engineering from Zhejiang University (浙江大學) in March 2004.

Interests of our Directors and Senior Management

Save as disclosed above, none of our Directors holds any other directorships in public companies, the securities of which are listed on any securities market in Hong Kong or overseas during the three years immediately preceding the date of this Document. See the section headed “Statutory and General Information” in this Document for further information about the Directors, including the particulars of their service contracts and remuneration, and details of the interests of our Directors in the Shares (within the meaning of Part XV of the SFO).

Save as disclosed in this Document, to the best knowledge, information and belief of our Directors after having made all reasonable enquiries, as of the Latest Practicable Date, there were no other matters in respect of each of our Directors which are required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules, and there were no other material matters relating to our Directors that need to be brought to the attention of our Shareholders. None of our Directors and senior management is related to other Directors or senior management of our Company.

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JOINT COMPANY SECRETARIES

Ms. Ge Manhua (葛蔓華), aged 41, was appointed as our joint company secretary on [REDACTED]. Ms. Ge joined our Group in October 2018 and has been serving as a vice president responsible for legal and intellectual property management matters of our Group. She has been handling administrative matters in relation to the Board from 2020. Prior to that, she served as the legal director at MicroPort Equipment (Group) Co. Ltd. (微創醫療器械(集團)有限公司) from March 2012 to May 2016. Ms. Ge also served as the general manager of the legal department at Hywin Financial Holding Group Co. Ltd. (海銀金融控股集團有限公司) from May 2016 to October 2018.

Ms. Ge received her bachelor’s degrees in laws and management from the Southwest University of Political Science & Law (西南政法大學) in July 2003.

Mr. Wong Keith Shing Cheung (王承鏱), aged 34, was appointed as our joint company secretary on [REDACTED]. Mr. Wong has been a senior manager of SWCS Corporate Services Group (Hong Kong) Limited since March 2020, mainly responsible for managing the company secretarial and compliance work for companies listed on the Stock Exchange. Prior to joining SWCS Corporate Services Group (Hong Kong) Limited, Mr. Wong worked at KPMG, an international accounting firm, the investment department of Huajun Holdings Limited (now known as China Huajun Group Limited (中國華君集團有限公司), a company listed on the Stock Exchange with stock code 0377) and the Listing Division of the Stock Exchange.

Mr. Wong obtained his Bachelor’s degree in finance, accounting and management from University of Nottingham in July 2009. He is a member of the Hong Kong Institute of Certified Public Accountants.

KEY TERMS OF EMPLOYMENT CONTRACTS

We normally enter into (i) an employment contract and (ii) a confidentiality and non-compete agreement with our senior management members and other key personnel. Below sets forth the key terms of these contracts we enter into with our senior management members and other key personnel.

Term

We normally enter into an employment contract with our senior management members and other key personnel with an initial term of three years.

Confidentiality

The employee shall protect the confidential information of our Company and shall not engage in any acts that infringe our Company’s confidential information, including improper use or disclosure. In particular, the employee undertakes (i) that he or she will not, whether during his or her employment with our Company or afterwards and except for the needs to

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Confidential information refers to materials or information that the employee has learned or accessed to and that (i) belongs to our Company and its affiliates, (ii) our Company or its affiliates have the right to use or are obligated to keep confidential, and (iii) is clearly marked as “confidential”. In particular, confidential information includes: (a) operational data, services, products, confidential reports, pricing formulas, talent assessment and organizational plans, financial data, financial budgets, production costs, purchase prices, business plans, sales plans, technical ideas, technical data, customer lists, business channels, intellectual property rights and related plans, methods, programs, designs, measures, processes, drawings, systems, software, source code, object code, procedures, manuals, instructions, contracts, memorandums, etc. of our Company and its affiliates; (b) information related to the business system, organizational structure, business forecasts, opportunities and strategies, mergers and acquisitions, advertising and promotion, personnel, and legal affairs of our Company and its affiliates; (c) any other confidential or proprietary information; and (d) and other non-public information that is generally not known by people other than our Company, has not been properly disclosed in the public domain, and is valuable to our Company, other information that can be used for production, sales or business, and obtained from a third party due to work relations.

Intellectual Property Rights

Any inventions, designs, works, software, technical achievements, documents, information materials, etc. and related industrial property rights and intellectual property rights (including patent rights, trademark rights, copyrights, know-how and application rights, etc.) that are directly or indirectly completed (including completed in cooperation with others) by the employee using our Company’s resources during his or her employment are service inventions or service technology achievements, and all rights relating to such work products shall belong to our Company.

Non-competition and Non-solicitation

The employee undertakes that, during his or her employment and 12 months (or longer if negotiated otherwise) after his or her departure from our Company, he or she will not: (i) operate, or work on a part-time basis in or cooperate with a third party to operate a business that is similar to or competes with the business of our Company; (ii) act as a senior manager, director, employee, independent contractor, representative, consultant, consulting service provider, partner, shareholder with a 5% equity interest or any other beneficiary of a company or organization that competes with our Company; (iii) provide any third party with relevant information, materials or technical consultation to help the third party conduct any business that is the same as, similar to or competes with the business of our Company; (iv) infringe business opportunities provided by others to our Company or use our Company’s resources to

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CORPORATE GOVERNANCE

We have established the following committees in our Board: an Audit Committee, a Remuneration Committee, a Nomination Committee and a Corporate Governance Committee. The committees operate in accordance with the terms of reference established by our Board.

Audit Committee

Our Company has established the Audit Committee with written terms of reference in compliance with Rule 3.21 of the Listing Rules and the Corporate Governance Code. The Audit Committee consists of one non-executive Director and two independent non-executive Directors, namely Mr. Ng Kong Ping Albert, Mr. Tang Liang and Mr. Leung Pak-yin. Mr. Ng Kong Ping Albert, being the chairman of the Audit Committee, holds the appropriate professional qualifications as required under Rules 3.10(2) and 3.21 of the Listing Rules. The primary duties of the Audit Committee are to assist our Board by providing an independent view of the effectiveness of the financial reporting process, internal control and risk management systems of our Group, overseeing the audit process and performing other duties and responsibilities assigned by our Board.

Remuneration Committee

Our Company has established the Remuneration Committee with written terms of reference in compliance with Rule 3.25 of the Listing Rules and the Corporate Governance Code. The Remuneration Committee consists of one executive Director and two independent non-executive Directors, namely Dr. Ji Weidong, Mr. Zhang Xiaochun and Mr. Ng Kong Ping Albert. Dr. Ji Weidong is the chairman of the Remuneration Committee. The primary duties of the Remuneration Committee include, without limitation, making recommendations to our Board on policy and structure for the remuneration of all Directors and senior management and on the establishment of a formal and transparent procedure for developing the policy on such remuneration, determining the specific remuneration packages of all Directors and senior management and reviewing and approving performance-based remuneration by reference to corporate goals and objectives resolved by our Board from time to time.

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Nomination Committee

Our Company has established the Nomination Committee with written terms of reference in compliance with the Corporate Governance Code. The Nomination Committee consists of one executive Director and two independent non-executive Directors, namely Dr. Ji Weidong, Mr. Liao Jieyuan and Mr. Leung Pak-yin. Dr. Ji Weidong is the chairman of the Nomination Committee. The primary duties of the Nomination Committee include, without limitation, reviewing the structure, size and composition of the Board of Directors, assessing the independence of our independent non-executive Directors, and making recommendations to our Board on matters relating to the appointment of Directors.

Corporate Governance Committee

Our Company has established the Corporate Governance Committee with written terms of reference in compliance with Chapter 8A of the Listing Rules and the Corporate Governance Code. The Corporate Governance Committee consists of three independent non-executive Directors, namely Mr. Leung Pak-yin, Mr. Ng Kong Ping Albert and Dr. Ji Weidong. Mr. Leung Pak-yin is the chairman of the Corporate Governance Committee. For details of their experience in corporate governance related matters, please refer to their biographies in the sub-section headed “Independent non-executive Directors” in this section. The primary duties of the Corporate Governance Committee are to ensure that our Company is operated and managed for the benefit of all Shareholders and to ensure our Company’s compliance with the Listing Rules and safeguards relating to the WVR structure of our Company.

In accordance with Rule 8A.30 of the Listing Rules and the Corporate Governance Code, the work of our Corporate Governance Committee as set out in its terms of reference includes:

(a) to develop and review our Company’s policies and practices on corporate governance and make recommendations to our Board;

(b) to review and monitor the training and continuous professional development of our Directors and senior management;

(d) to develop, review and monitor the code of conduct and compliance manual (if any) applicable to employees and Directors;

(e) to review our Company’s compliance with the Corporate Governance Code and disclosure in the corporate governance report;

(f) to review and monitor whether our Company is operated and managed for the benefit of all Shareholders;

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(g) to confirm, on an annual basis, that the WVR Beneficiary has been a member of the Board throughout the year and that no matters under Rule 8A.17 of the Listing Rules have occurred during the relevant financial year;

(h) to confirm, on an annual basis, whether or not the WVR Beneficiary has complied with Rules 8A.14, 8A.15, 8A.18 and 8A.24 of the Listing Rules throughout the year;

(i) to review and monitor the management of conflicts of interests and make a recommendation to our Board on any matter where there is a potential conflict of interest between our Company, subsidiary or Operating Entities and/or Shareholders on one hand and the WVR Beneficiary on the other hand;

(j) to review and monitor all risks related to our Company’s WVR structure, including connected transactions between our Company, subsidiary and/or Operating Entities on one hand and the WVR Beneficiary on the other hand and make a recommendation to our Board on any such transaction;

(k) to make a recommendation to our Board as to the appointment or removal of the Compliance Adviser;

(l) to seek to ensure effective and on-going communication between our Company and its Shareholders, particularly with regards to the requirements of Rule 8A.35 of the Listing Rules; and

(m) to report on the work of the Corporate Governance Committee on at least a half-yearly and annual basis covering all areas of its terms of reference, including disclosing, on a comply or explain basis, its recommendations to our Board in respect of the matters in items (i) to (k) above.

Pursuant to Rule 8A.32 of the Listing Rules, the corporate governance report prepared by our Company for inclusion in our interim and annual reports after the [REDACTED] will include a summary of the work of the Corporate Governance Committee for the relevant period.

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Role of Our Independent Non-executive Directors

Pursuant to Rule 8A.26 of the Listing Rules, the role of the independent non-executive directors of a listed company with WVR structure must include, but is not limited to, the functions described in code provisions A.6.2, A.6.7 and A.6.8 of the Corporate Governance Code. The functions of our independent non-executive Directors include:

(a) participating in Board meetings to bring an independent judgment to bear on issues of strategy, policy, performance, accountability, resources, key appointments and standards of conduct;

(b) taking the lead where potential conflicts of interests arise;

(d) scrutinizing our Company’s performance in achieving agreed corporate goals and objectives, and monitoring performance reporting;

(e) giving our Board and any committees on which they serve the benefit of their skills, expertise and varied backgrounds and qualifications through regular attendance and active participation;

(f) making a positive contribution to the development of our Company’s strategy and policies through independent, constructive and informed comments; and

(g) attending general meetings and developing a balanced understanding of the views of our Shareholders.

Corporate Governance Code

We aim to achieve high standards of corporate governance which are crucial to our development and to safeguard the interests of our Shareholders. In order to accomplish this, save as disclosed below, we expect to comply with the Corporate Governance Code after the [REDACTED]. Pursuant to code provision A.2.1 of the Corporate Governance Code, companies listed on the Stock Exchange are expected to comply with, but may choose to deviate from the requirement that the responsibilities between the chairman and the chief executive officer should be segregated and should not be performed by the same individual. We do not have a separate chairman of our Board and CEO and Mr. Liao currently performs these two roles. Our Board believes that vesting the roles of both chairman and CEO in the same person has the benefit of ensuring consistent leadership within our Group and enabling more effective and efficient overall strategic planning for our Group. Our Board considers that the balance of power and authority for the present arrangement will not be impaired and this structure will enable our Company to make and implement decisions promptly and effectively.

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Our Board will continue to review and consider splitting the roles of chairman of our Board and the CEO of our Company at a time when it is appropriate by taking into account the circumstances of our Group as a whole.

Board Diversity Policy

We are committed to promoting diversity in our Company to the extent practicable by taking into consideration a number of factors in respect of our corporate governance structure.

We [have] adopted a board diversity policy which sets out the objective and approach to achieve and maintain diversity of our Board in order to enhance the effectiveness of our Board. Pursuant to the board diversity policy, we seek to achieve board diversity through the consideration of a number of factors, including but not limited to professional experience, skills, knowledge, gender, age, nationality, cultural and education background, ethnicity and length of service. Our Directors have a balanced mix of knowledge and skills, including knowledge and experience in the areas of digital health, artificial intelligence, management, accounting, healthcare, consulting, law, public health and investment. They obtained degrees in various areas including business administration, corporate management, economic management, human biology, medicine and surgery, health informatics, public health, power machinery engineering, law, accounting, occupational medicine and science. Our board diversity policy is well implemented as evidenced by the fact that the age of the Directors range from 41 years old to 63 years old with different nationalities and experience from different industries and sectors. We are also committed to adopting a similar approach to promote diversity within the management (including but not limited to the senior management) of our Company to enhance the effectiveness of corporate governance of our Company as a whole.

Our Nomination Committee is delegated by our Board to be responsible for compliance with relevant codes governing board diversity under the Corporate Governance Code. Subsequent to the [REDACTED], our Nomination Committee will review the board diversity policy from time to time to ensure its continued effectiveness and we will disclose in our corporate governance report on the implementation of the board diversity policy on an annual basis.

Management presence

According to Rule 8.12 of the Listing Rules, we must have a sufficient management presence in Hong Kong. This normally means that at least two of our executive Directors must be ordinarily resident in Hong Kong.

Since the principal business operations of our Company are conducted outside Hong Kong, members of our senior management are, and are expected to continue to be, based outside Hong Kong. Furthermore, as our executive Directors have a vital role in our Company’s operations, it is crucial for them to remain in close proximity to our Company’s central management located outside Hong Kong. Our Company does not and, for the foreseeable future, will not have a sufficient management presence in Hong Kong. We have applied for, and

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COMPLIANCE ADVISER

We have appointed Guotai Junan Capital Limited as our Compliance Adviser pursuant to Rule 8A.33 of the Listing Rules. The Compliance Adviser will provide us with guidance and advice as to compliance with the requirements under the Listing Rules and applicable Hong Kong laws. Pursuant to Rules 3A.23 and 8A.34 of the Listing Rules, the Compliance Adviser will advise our Company, among others, in the following circumstances:

(a) before the publication of any regulatory announcement, circular or financial report;

(b) where a transaction, which might be a notifiable or connected transaction, is contemplated, including share issues and share repurchases;

(c) where we propose to use the [REDACTED] from the [REDACTED] in a manner different from that detailed in this Document or where the business activities, development or results of our Company deviate from any forecast, estimate or other information in this Document;

(d) where the Stock Exchange makes an inquiry to our Company regarding unusual movements in the price or trading volume of our [REDACTED] securities or any other matters in accordance with Rule 13.10 of the Listing Rules;

(e) the WVR structure;

(f) transactions in which the WVR Beneficiary has an interest; and

(g) where there is a potential conflict of interest between our Company, subsidiary, Operating Entities and/or Shareholders (considered as a group) on one hand and the WVR Beneficiary on the other hand.

The term of appointment of the Compliance Adviser shall commence on the [REDACTED]. Pursuant to Rule 8A.33 of the Listing Rules, our Company is required to engage a compliance adviser on a permanent basis.

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REMUNERATION OF DIRECTORS AND SENIOR MANAGEMENT

The aggregate amount of remuneration (including wages, salaries, bonuses, pension costs and other employee benefits, excluding share-based compensation expenses) for our Directors for the three years ended December 31, 2018, 2019 and 2020 was approximately RMB2.3 million, RMB2.6 million and RMB7.8 million, respectively.

The aggregate amount of remuneration (including wages, salaries, bonuses, pension costs and other employee benefits, excluding share-based compensation expenses) for the five highest paid individuals (excluding Directors) for the three years ended December 31, 2018, 2019 and 2020 was approximately RMB6.0 million, RMB5.4 million and RMB3.3 million, respectively.

Save as disclosed above, no other payments have been paid or are payable by our Company to our Directors or senior management during the Track Record Period.

No remuneration was paid to our Directors or the five highest paid individuals as an inducement to join, or upon joining, our Company. No compensation was paid to, or receivable by, our Directors or past directors during the Track Record Period for the loss of office as director of any member of our Company or of any other office in connection with the management of the affairs of any member of our Group. None of our Directors waived any emoluments during the same period.

SHARE INCENTIVE PLAN

In order to assist us in attracting, retaining and motivating, among others, our Directors, employees and consultants who will contribute to the success of our Company, we have adopted the Share Incentive Plan and the Genea Performance Rights Plan, pursuant to which we may grant awards to eligible participants. The principal terms of the Share Incentive Plan and the Genea Performance Rights Plan are summarized in the section headed “Statutory and General Information – D. Share Incentive Plans of our Group” in this Document.

COMPETITION

Each of our Directors confirms that as of the Latest Practicable Date, he did not have any interest in a business which competes or is likely to compete, directly or indirectly, with our business, and which requires disclosure under Rule 8.10 of the Listing Rules.

From time to time our non-executive Directors may serve on the boards of both private and public companies within the broader healthcare industry. However, as these non-executive Directors are not members of our executive management team, we do not believe that their interests in such companies as directors would render us incapable of carrying on our business independently from the other companies in which these non-executive Directors may hold directorships from time to time.

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