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Appendix V Statutory and General Information

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Appendix V Statutory and General Information APPENDIX V STATUTORY AND GENERAL INFORMATION A. FURTHER INFORMATION ABOUT OUR GROUP 1. Incorporation of Our Company We were incorporated in the Cayman Islands under the Cayman Companies Act as an exempted company with limited liability on May 13, 2020. We have established a principal place of business in 3401A, Windsor House, 311 Gloucester Road, Causeway Bay, Hong Kong and was registered as a non-Hong Kong company under Part 16 of the Companies Ordinance on July 22, 2020 under Part 16 of the Companies Ordinance. Mr. ZHAO Hong and Ms. PAN Rongrong have been appointed as our authorized representatives for the acceptance of service of process and notices on behalf in Hong Kong. As we were incorporated in the Cayman Islands, our operations are subject to the Cayman Companies Act and to our constitution comprising our Memorandum and the Articles of Association. A summary of certain provisions of our constitution and relevant aspects of the Cayman Companies Act is set out in Appendix IV to this prospectus. 2. Changes in Our Share Capital As of the date of incorporation of our Company, our authorized share capital was USD50,000 divided into 1,000,000,000 Shares of a par value of USD0.00005 each. The following sets out the changes in our Company’s share capital from the incorporation of the Company to the date of the issue of this prospectus. (a) On May 13, 2020, our Company issued one Share with a par value of USD0.00005 to Mapcal Limited, which was subsequently transferred to GL GLEE Investment Limited on the same day; (b) On June 24, 2020, our Company issued and allotted an aggregate of 543,135,510 Shares to the following persons: Number of Number of Name Shares Allotted Shares Held Consideration paid GL Trade Investment L.P. ............................................. 104,968,370 104,968,370 USD5,248.4185 GL Glee Investment Limited ........................................... 90,135,690 90,135,689 USD4,506.7845 Ocean Falcon Limited ................................................ 84,523,130 84,523,130 USD4,226.1565 Avengers Limited .................................................... 106,536,790 106,536,790 USD5,326.8395 Ascendent Silver (Cayman) Limited ..................................... 103,497,710 103,497,710 USD5,174.8855 Boying Investments Limited ........................................... 53,473,820 53,473,820 USD2,673.6910 (c) On August 7, 2020, our Company issued and allotted 11,979,690 Shares and 84,600 Shares to Convergence International Holdings Ltd. (“Convergence”) and Corto Co., Ltd. (“Corto”) at the consideration of approximately USD3,630,800 and USD26,636, respectively; (d) On February 10, 2021, our Company issued and allotted 6,689,963 Shares to Maples Trustee Services (Cayman) Limited with a par value of USD0.00005. On February 11, 2021, such number of Shares were directed to SCLN ESOP Management Limited for the purpose of holding Shares under the Post-IPO RSU Plan. —V-1— APPENDIX V STATUTORY AND GENERAL INFORMATION Save as disclosed above and as mentioned in the paragraph headed “— 4. Resolutions of our Shareholders” below, there has been no alteration in our share capital within the two years immediately preceding the date of this prospectus. 3. Changes in the Share Capital of Our Subsidiaries Our subsidiaries are set out in the Accountant’s Report in Appendix I to this prospectus. The following subsidiaries have been incorporated within two years immediately preceding the date of this prospectus: Place of Date of Name of Subsidiary Incorporation Incorporation Suzhou SciClone Pharmaceuticals Research and Development Co., Ltd. (蘇州蘇生醫藥研發有限公司) PRC April 2, 2020 SciClone Supply Chain Management (Shanghai) Co., Ltd. (賽生供應鏈管理(上海)有限公司) PRC July 8, 2020 SciClone Pharmaceuticals Pty Ltd Australia April 29, 2019 There has been no alteration in the share capital of our subsidiaries within two years immediately preceding the date of this prospectus. 4. Resolutions of Our Shareholders Pursuant to a shareholders’ resolution of our Company dated January 22, 2021, (a) the Memorandum and Articles of Association were approved and adopted conditional upon Listing; (b) conditional upon all the conditions set out in “The Structure the Global Offering — Conditions of the Global Offering” in this prospectus being fulfilled: (i) the Global Offering, the Over-allotment Option and the Listing were approved and the Board (or any committee thereof established by the Board pursuant to the Articles) was authorized to make or effect such modifications as it thinks fit; (ii) the Board (or any committee thereof established by the Board pursuant to the Articles) was authorized to allot, issue and approve the transfer of such number of Shares in connection with the Global Offering; and (iii) the Board (or any committee thereof established by the Board pursuant to the Articles) was authorized to agree to the Offer Price per Offer Share with the Joint Representatives; —V-2— APPENDIX V STATUTORY AND GENERAL INFORMATION (c) a general unconditional mandate was given to our Directors to exercise all the powers of our Company to allot, issue and deal with Shares or securities convertible into Shares and to make or grant offers or agreements or options (including any warrants, bonds, notes and debentures conferring any rights to subscribe for or otherwise receive Shares) which might require Shares to be allotted, issued or dealt with, otherwise than pursuant to the Global Offering, a right issue or pursuant to the exercise of any subscription rights attaching to any warrants which may be allotted and issued by our Company from time to time on a specific authority granted by our Shareholders in general meeting, pursuant to any scrip dividend scheme or similar arrangement providing for the allotment of Shares in lieu of the whole or part of a dividend on Shares in accordance with the Articles or, pursuant to the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the Articles, in the amount not exceeding 20% of the aggregate nominal value of our Shares in issue immediately following completion of the Global Offering, such mandate to remain in effect until the conclusion of the next annual general meeting of our Company, or the expiration of the period within which the next annual general meeting of our Company is required to be held by the Articles or any applicable laws, or until revoked or varied by an ordinary resolution of Shareholders in general meeting, whichever is the earliest; (d) a general unconditional mandate was given to the Directors authorizing them to exercise all the powers of our Company to repurchase its own Shares on the Hong Kong Stock Exchange or on any other approved stock exchange on which the securities of our Company may be listed and which is recognized by the SFC and the Hong Kong Stock Exchange for this purpose, such number of Shares will represent up to 10% of the aggregate nominal value of our Shares in issue immediately following the completion of the Global Offering, such mandate to remain in effect until the conclusion of the next annual general meeting of our Company, or the expiration of the period within which the next annual general meeting of our Company is required to be held by the Articles or any applicable laws, or until revoked or varied by an ordinary resolution of Shareholders in general meeting, whichever occurs first; (e) the general mandate mentioned in paragraph (c) above be extended by the addition to the aggregate nominal value of the share capital of our Company which may be allotted, or agreed conditionally or unconditionally to be allotted and issued by our Directors pursuant to such general mandate of an amount representing the aggregate nominal value of the share capital of our Company repurchased by our Company pursuant to the mandate to purchase shares referred to in paragraph (d) above; and (f) the Post-IPO Option Plan and Post-IPO RSU Plan was approved and adopted and our Directors were authorized to grant rights to the eligible participants pursuant to the rules of the Post-IPO Option Plan and Post-IPO RSU Plan, respectively. 5. Corporate Reorganization The companies comprising our Group underwent the Corporate Reorganization in preparation for the listing of our Shares on the Hong Kong Stock Exchange. See “History, Reorganization and Corporate Structure.” —V-3— APPENDIX V STATUTORY AND GENERAL INFORMATION 6. Particulars of our Subsidiaries Particulars of our subsidiaries are set out in Note 1 of Section II to the Accountant’s Report in Appendix I to this prospectus. 7. Repurchase of our own securities (a) Provisions of the Listing Rules The Listing Rules permit companies with a primary listing on the Hong Kong Stock Exchange to buy back their securities on the Hong Kong Stock Exchange subject to certain restrictions, the more important of which are summarized below: (i) Shareholders’ approval All proposed purchases of Shares (which must be fully paid up) by a company with a primary listing on the Hong Kong Stock Exchange must be approved in advance by an ordinary resolution of the shareholders in general meeting, either by way of general mandate or by specific approval of a particular transaction. Pursuant to a resolution passed by our Shareholders on January 22, 2021, a general unconditional mandate (the “Buy-back Mandate”) was given to the Directors authorizing any purchase by us of Shares on the Hong Kong Stock Exchange or on any other approved stock exchange on which the securities may be listed and which is recognized by the SFC and the Hong Kong Stock Exchange for this purpose, of not more than 10% of the aggregate nominal value of our Shares in issue immediately following the completion of the Global Offering, such mandate to expire at the conclusion of our next annual general meeting, the date by which our next annual general meeting is required by our Articles of Association or any other applicable laws to be held or when revoked or varied by an ordinary resolution of Shareholders in general meeting, whichever first occurs.
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