Shandong Weigao Group Medical Polymer Company Limited

Articles of Association

Passed by voting at the general meeting on 6 December 2018

If there is any inconsistency between the English translation and the Chinese version of this document, the Chinese version shall prevail.

Table of Contents

Chapters Heading

Page

CHAPTER 1 GENERAL PROVISIONS ......................................................................................... 1

CHAPTER 2 OBJECTS AND SCOPE OF BUSINESS .................................................................. 2

CHAPTER 3 SHARES AND REGISTERED CAPITAL ................................................................ 3

CHAPTER 4 REDUCTION OF CAPITAL AND REPURCHASE OF SHARES .......................... 5

CHAPTER 5 FINANCIAL ASSISTANCE FOR ACQUISITION OF COMPANY SHARES ...... 8

CHAPTER 6 SHARE CERTIFICATES AND REGISTER OF SHAREHOLDERS ...................... 9

CHAPTER 7 SHAREHOLDERS' RIGHTS AND OBLIGATIONS ............................................ 14

CHAPTER 8 GENERAL MEETINGS .......................................................................................... 16

CHAPTER 9 SPECIAL PROCEDURES FOR VOTING BY CLASS SHAREHOLDERS ......... 24

CHAPTER 10 BOARD OF DIRECTORS .................................................................................... 26

CHAPTER 11 SECRETARY TO THE BOARD OF DIRECTORS OF THE COMPANY ......... 30

CHAPTER 12 GENERAL MANAGER OF THE COMPANY .................................................... 31

CHAPTER 13 SUPERVISORY COMMITTEE ............................................................................ 32

CHAPTER 14 QUALIFICATIONS AND OBLIGATIONS OF DIRECTORS, SUPERVISORS,

GENERAL MANAGERS AND OTHER SENIOR MANAGEMENT OF THE

COMPANY ............................................................................................................ 33

CHAPTER 15 FINANCIAL AND ACCOUNTING SYSTEM AND PROFIT DISTRIBUTION40

CHAPTER 16 APPOINTMENT OF ACCOUNTANT FIRM ...................................................... 43

CHAPTER 17 MERGER AND DIVISION OF THE COMPANY ............................................... 45

CHAPTER 18 DISSOLUTION AND LIQUIDATION OF THE COMPANY ............................. 46

CHAPTER 19 PROCEDURES FOR AMENDMENTS TO THE ARTICLES OF

ASSOCIATION ..................................................................................................... 49

CHAPTER 20 SETTLEMENT OF DISPUTES ............................................................................ 49

CHAPTER 21 MISCELLANEOUS .............................................................................................. 50

CHAPTER 1 GENERAL PROVISIONS

Article 1 "Shandong Weigao Group Medical Polymer Company Limited (the Company") has been established pursuant to Company Law of the PRC ("Company Law"), the Regulations of the State Council Concerning the Domestic Listed Foreign Shares of Joint Stock Limited

Companies (國務院關於股份有限公司境外募集股份及上市的特別規定) ("Prescribed Regulation") and the relevant laws, rules and regulations in the PRC in regulating the establishment of a joint stock company. The establishment of the joint stock company was approved by the Provincial Government of Shandong under the certificate "Lu [2000]53. and it was established on 27 December 2000 under the promotion shares on 28 December 2000. The business registration number is: 3700001806541. The promoters of the Company are Weigao Holding Company Limited, Chen Lin, Zhang Hua wei, Miao Yan Guo, Wang Yi, Zhou Shu Hua, Wang Zhi Fan and Wu Chuan Ming."

Article 2 The Chinese registered name of the Company is 山東威高集團醫用高分子製品股份 有限公司, and its English registered name is SHANDONG WEIGAO GROUP MEDICAL POLYMER CO., LTD.

Article 3 Address of the Company: 18 Xingshan Road, Weihai Torch Hi-Tech Science Park, Shandong, the PRC

Post Code: 264210

Telephone No.: 0631-562-2517

Facsimile No.: 0631-562-0555

Article 4 The legal representative of the Company is the Chairman of the Company.

Article 5 The Company is a perpetual joint stock limited company.

Article 6 The Company is an independent corporate legal person. All the Company's acts shall comply with the PRC laws, rules and regulations and safeguard the lawful interests of its shareholders. The Company shall be governed and protected by the PRC laws, rules and regulations.

Article 7 The Articles of Association of the Company became effective after being approved by shareholders in General Meeting by way of special resolution and (where necessary) by relevant competent authority in accordance with relevant laws and regulations of the PRC.

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Article 8 From the date of these Articles of Association becoming effective, these Articles of Association (including future amendments to the articles of association) constitute a legally binding public document regulating the Company's organization and activities, and the rights and obligations between the Company and each shareholder and among the shareholders.

Article 9 The Articles of Association are binding upon the Company and its shareholders, directors, supervisors, general managers and other senior management of the Company; all of whom are entitled to raise issues regarding the affairs of the Company in accordance with the Articles of Association.

A shareholder can raise any action against the Company pursuant to the Articles of Association and vice versa, by shareholders against each other, by a shareholder against the directors, supervisors, general managers and other senior management of the Company.

The actions referred to in the preceding paragraph include court proceedings and arbitration proceedings.

Article 10 The Company may invest in other limited liability companies and joint stock limited companies, and the Company's liabilities with respect to such companies are limited to the amount invested.

The Company may, pursuant to its operational and managements requirements, make investments in other enterprises pursuant to Article 15 of the Company Law.

Article 11 The entire capital of the Company is divided into equal shares. The liabilities assumed by the shareholders of the Company shall be limited to the extent of the shares held by them. The Company shall be liable to its creditors to the extent of all of its assets.

Article 12 Employees of the Company may form a trade union in accordance with the law, participate in union activities and protect workers' legal rights and interests. The Company shall provide necessary conditions for the activities of the trade union of the Company.

CHAPTER 2 OBJECTS AND SCOPE OF BUSINESS

Article 13 The objects of business of the Company are: people-oriented, focusing on technology and responsible for its own management decisions, and profits and losses.

Article 14 Scope of operations: production and sale of medical polymer materials and products, plastic products (exclusive of agricultural film), sanitary raw and auxiliary materials, extracorporeal circulation and blood processing equipment, syringe and puncture devices, equipment and devices in the operation room, first-aid room and treatment room, clinical examination and analysis instruments, electronic devices, physiotherapy and rehabilitation equipment, medical cryotherapy, low temperature and refrigeration equipment and devices; production and sale of large-volume injection (including blood preservative solution), in vitro diagnostic reagents, medical test and basic equipment, implant materials and artificial organs, interventional equipment, medical suture materials and adhesives, dental materials, production and sale of moulds, import and export of goods, import and export of technologies (excluding the distribution business of imported goods); medical supplies, pharmaceuticals, food, agricultural products, cosmetics, health products, such as irradiation sterilization, disinfection and treatment; irradiation technology consulting services; operation of special medical vehicle (blood collection, ambulance, physical examination) (Business projects that are subject to approval in accordance with law may only carried out after the approval of the relevant departments, validity is subject to the permit granted.) .

Article 15 The Company shall amend these Articles of Association according to laws and may amend its scope of operations upon the approval of the relevant competent authorities and change of registration at the Weihai Administration for Industry and Commerce.

CHAPTER 3 SHARES AND REGISTERED CAPITAL

Article 16 The Company shall have ordinary shares at any time; pursuant to its requirements and upon the approval granted by the examining and approving authorities of the Company authorized by the State Council, the Company may create other classes of shares.

Article 17 All the shares issued by the Company are par shares and each share has a par value of RMB0.1.

Article 18 Upon the approval of CHINA SECURITIES REGULATORY COMMISSION, the Company may issue shares to investors domestically and to investors outside the PRC.

The aforementioned investors outside the PRC refer to investors in foreign countries, Hong Kong, Macau and Taiwan regions who are subscribing shares of the Company. Domestic investors refer to investors in the People's Republic of China, excluding the aforementioned regions, who are subscribing shares of the Company.

Article 19 Shares issued to domestic investors by the Company for subscription in Renminbi are known as domestic invested shares.

Shares issued to overseas investors by the Company for subscription in foreign currency, and shares held by foreign investors, or shares that are being transferred from domestic invested shareholders of the Company are known as foreign invested shares; those foreign invested shares, that are listed overseas are known as overseas listed foreign invested shares and those that are not listed overseas are known as non-listed foreign invested shares. Those shares approved by the regulatory authorities, authorized by the State Council and the overseas securities regulatory authorities and listed and traded on the overseas stock exchanges are known as overseas listed shares.

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Shandong Weigao Group Medical Polymer Co. Ltd. published this content on 06 December 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 06 December 2018 13:06:04 UTC