APPENDIX V STATUTORY AND GENERAL INFORMATION A. FURTHER INFORMATION ABOUT OUR COMPANY, SUBSIDIARIES AND CONSOLIDATED AFFILIATED ENTITIES 1. Incorporation Our Company was incorporated in the Cayman Islands on 15 November 2017 as an exempted company with limited liability. Our registered office address is at Cayman Corporate Centre, 27 Hospital Road, George Town, Grand Cayman KY1-9008, Cayman Islands. Accordingly, our Company’s corporate structure and Memorandum and Articles are subject to the relevant laws of the Cayman Islands. A summary of our Memorandum and Articles of Association is set out in the section headed “Summary of the Constitution of the Company and Cayman Companies Law” in Appendix IV. Our registered place of business in Hong Kong is at 40/F, Sunlight Tower, 248 Queen’s Road East, Wanchai, Hong Kong. We were registered as a non-Hong Kong company under Part 16 of the Companies Ordinance on 11 July 2018 with the Registrar of Companies in Hong Kong. Mr. Wong Yu Kit has been appointed as the authorised representative of our Company for the acceptance of service of process in Hong Kong. The address for service of process is 40/F, Sunlight Tower, 248 Queen’s Road East, Wanchai, Hong Kong. As of the date of this document, our Company’s head office is located at No. 66, Beihai East Road, Shangqiu, Henan Province, the PRC. 2. Changes in the share capital of our Company The following changes in the share capital of our Company took place during the two years immediately preceding the date of this document: (a) on 15 November 2017, our Company issued and allotted 1 share of par value HK$0.00001 to Vistra (Cayman) Limited (the incorporator of our Company) that was transferred to Chunlai Investment on the same day; and (b) on 12 February 2018, our Company issued and allotted 899,999,999 shares of par value HK$0.00001 to Chunlai Investment. Save as disclosed above, there has been no alteration in the share capital of our Company during the two years immediately preceding the date of this document. 3. Changes in the share capital of our subsidiaries and consolidated affiliated entities A summary of the corporate information and the particulars of our subsidiaries are set out in note 29 to the Accountants’ Report as set out in Appendix IA. On 12 October 2017, pursuant to the capital injection of RMB1,140,000 by the PRC Holdco, the registered capital of the Sole Sponsor was increased from RMB112,600,000 to RMB113,740,000 that was held as to 69.3% by Mr. Hou, as to 19.8% by Chairman Hou, as to 9.9% by Ms. Jiang and as to 1% by the PRC Holdco. Save as set out above, there has been no alteration in the share capital of any of our subsidiaries and consolidated affiliated entities within the two years immediately preceding the date of this document. Save for the subsidiaries and consolidated affiliated entities mentioned in the Accountants’ Report set out in Appendix IA, our Company has no other subsidiaries or consolidated affiliated entities. V-1 APPENDIX V STATUTORY AND GENERAL INFORMATION 4. Resolutions of the Sole Shareholder Written resolutions of the sole Shareholder, Chunlai Investment, were passed on 24 August 2018, pursuant to which, among others: (a) conditional on (1) the Listing Committee granting listing of, and permission to deal in, the Shares in issue and to be issued as stated in this document and such listing and permission not subsequently having been revoked prior to the commencement of dealing in the Shares on the Stock Exchange; (2) the Offer Price having been determined; (3) the obligations of the Underwriters under the Underwriting Agreements becoming unconditional and not being terminated in accordance with the terms of the Underwriting Agreements or otherwise, in each case on or before such dates as may be specified in the Underwriting Agreements; and (4) the Underwriting Agreements having been duly executed by the Underwriters and the Company, that: (i) the Global Offering was approved, and the proposed allotment and issue of the Offer Shares under the Global Offering were approved, and the Board was authorised to determine the Offer Price for, and to allot and issue the Offer Shares; (ii) conditional on the Global Offering becoming unconditional, a general mandate was given to our Directors to exercise all powers of our Company to allot, issue and deal with Shares or securities convertible into Shares and to make or grant offers, 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 and issued or dealt with subject to the requirement that the aggregate nominal value of the Shares so allotted and issued or agreed conditionally or unconditionally to be allotted and issued, otherwise than by way of the Global Offering, rights issue or pursuant to the exercise of any subscription rights attaching to any warrants which may be allotted and issued by the Company from time to time or allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the Articles of Association on a specific authority granted by the Shareholder in a general meeting, shall not exceed the sum of (i) 20% of the aggregate nominal value of the Shares in issue immediately following the completion of the Global Offering (excluding any Shares that may fall to be issued pursuant to the exercise of the Over-allotment Option, the options granted under the Pre-IPO Share Option Scheme and grants under the Share Award Scheme); and (ii) the aggregate nominal amount of the share capital of the Company purchased by the Company pursuant to the authority granted to the Directors as referred to in (a)(iv) below; (iii) conditional on the Global Offering becoming unconditional, a general mandate (the “Repurchase Mandate”) was given to our Directors to exercise all powers of our Company to repurchase its own Shares on the Stock Exchange or on any other stock exchange on which the securities of our Company may be listed and which is recognised by the SFC and the Stock Exchange for this purpose, in accordance with all applicable laws and requirements of the Listing Rules such number of Shares as will represent up to 10% of the aggregate nominal value of the Shares in issue immediately following the completion of the Global Offering, excluding any Shares that may be issued pursuant to the exercise of the Over-allotment Option, the options granted under the Pre-IPO Share Option Scheme and grants under the Share Award Scheme; and (iv) subject to the passing of resolutions referred to (a)(i) and (a)(ii) above, the general mandate referred to in (a)(ii) above was extended by the addition to the aggregate nominal value of the Shares that may be allotted and issued or agreed to be allotted and issued by our Directors pursuant to such general mandate of an amount representing the aggregate nominal value of the Shares purchased by our Company pursuant to the Repurchase Mandate. V-2 APPENDIX V STATUTORY AND GENERAL INFORMATION Each of the general mandates referred to in paragraphs a(ii), a(iii) and a(iv) above will remain in effect until whichever is the earliest of: • the conclusion of the next annual general meeting of our Company; • the expiration of the period within which the next annual general meeting of our Company is required to be held by any applicable law or the Articles; or • the time when such mandate is revoked or varied by an ordinary resolution of the Shareholder in a general meeting; (b) the rules of the Share Award Scheme were approved and adopted with effect from the Listing Date and the Directors were authorised to make changes to the Share Award Scheme as may be required by the Stock Exchange and/or which they deem necessary and/or desirable and to allot, issue and deal with up to 84,000,000 additional Shares pursuant to the Share Award Scheme within ten years of the Listing Date and to take all such actions as they consider necessary and/or desirable to implement or give effect to the Share Award Scheme and to vote on any matter in connection to the Share Award Scheme notwithstanding that they or any of them may be interested in the same; and (c) our Company conditionally approved and adopted the Memorandum and Articles of Association with effect from the Listing. 5. Repurchase of our own securities The following paragraphs include, among others, certain information required by the Stock Exchange to be included in this document concerning the repurchase of our own securities. (a) Provision of the Listing Rules The Listing Rules permit companies with a primary listing on the Stock Exchange to repurchase their own securities on the Stock Exchange subject to certain restrictions, the most important of which are summarised below: (i) Shareholder’s approval All proposed repurchases of securities (which must be fully paid up in the case of shares) by a company with a primary listing on the Stock Exchange must be approved in advance by an ordinary resolution of the shareholders in a general meeting, either by way of general mandate or by specific approval of a particular transaction. Pursuant to a resolution passed by the sole Shareholder, Chunlai Investment, on 24 August 2018, the Repurchase Mandate was given to our Directors authorising them to exercise all powers of our Company to repurchase Shares on the Stock Exchange, or on any other stock exchange on which the securities of our Company may be listed and which is recognised by the SFC and the Stock Exchange for this purpose,