Meilleure Health International Industry : GENERAL MANDATES TO REPURCHASE SHARES AND TO ISSUE NEW SHARES; RE-ELECTION OF DIRECTORS; CLOSURE OF REGISTER OF MEMBERS; AND NOTICE OF ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Meilleure Health International Industry Group Limited, you should at once hand this circular and the accompanying form of proxy to the purchaser or the transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

MEILLEURE HEALTH INTERNATIONAL INDUSTRY GROUP LIMITED

美 瑞 健 康 國 際 產 業 集 團 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 2327)

GENERAL MANDATES TO REPURCHASE SHARES

AND TO ISSUE NEW SHARES;

RE-ELECTION OF DIRECTORS;

CLOSURE OF REGISTER OF MEMBERS;

AND

NOTICE OF ANNUAL GENERAL MEETING

A notice convening the AGM to be held at Room 901-905, 9/F., China Insurance Group Building, 141 Des Voeux Road Central, Central, Hong Kong on Thursday, 24 June 2021 at 11:00 a.m. is set out on pages 14 to 17 of this circular. A form of proxy for use by the Shareholders at the AGM is enclosed. Whether or not you intend to attend and vote at the AGM in person, please complete the form of proxy in accordance with the instructions set out therein and return it to the Company's Hong Kong branch share registrar, Tricor Standard Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible but in any event not later than 48 hours before the time appointed for holding the AGM or any adjourned meeting (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM or any adjourned meeting (as the case may be) should you so wish.

PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING

Please see page 1 of this circular for measures being taken to prevent and control the spread of the Coronavirus Disease 2019 ("COVID-19") at the AGM, including but not limited to:

• Compulsory body temperature check
• Compulsory wearing of surgical face mask
• The number of attendees will be limited to ensure appropriate social distancing and will be admitted into the AGM venue on a first-come-first-served basis
• No provision of refreshments or beverages
• No distribution of gifts or coupons for subsequent consumption

Any person who does not comply with the precautionary measures or is subject to any Hong Kong Government prescribed quarantine will be denied entry into or be required to leave the AGM venue.

In light of the continuing risks posed by COVID-19 and as part of the Company's control measures to safeguard the health and safety of Shareholders, the Company strongly recommends Shareholders to exercise their right to vote at the AGM by appointing the chairman of the AGM as their proxy, and to return their proxy forms by the time specified, instead of attending the AGM in person.

22 April 2021

		CONTENTS
			Page
Precautionary Measures for the Annual General Meeting. . . . . . . . . . . . . . . . . . . . . .	1
Definitions . . . . .	. . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	2
Letter from the Board
Introduction	. . . . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	4
Repurchase Mandate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
General Mandate .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Re-election of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	5
Annual General Meeting. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Voting at the Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Closure of Register of Members. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Recommendation .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	6
Appendix I	-	Explanatory Statement of the Repurchase Mandate . . . . . . .	7
Appendix II	-	Details of the Re-electedDirectors . . . . . . . . . . . . . . . . . . . . .	10
Notice of Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	14

- i -

PRECAUTIONARY MEASURES FOR THE ANNUAL GENERAL MEETING

To prevent and control the spread of the COVID-19, the Company will implement the following at the AGM as part of the control measures to safeguard the health and safety of our attending Shareholders, staff and stakeholders of the Company:

1. Compulsory body temperature checks will be conducted for every attendee at the entrance of the AGM venue. Any person who has a body temperature of over 37.3 degrees Celsius or exhibiting flu-like symptoms will be denied entry into or be required to leave the AGM venue.
2. Every attendee must wear a surgical face mask throughout the AGM and inside the AGM venue. Please note that no masks will be provided at the AGM venue and attendees should bring and wear their own surgical face masks.
3. Following the Hong Kong Government's regulation, the number of attendees inside the AGM venue, who will be physically attending the AGM, will be limited. Shareholders and/or their proxies will be admitted into the AGM venue on a first-come-first-served basis.
4. No refreshments or beverages will be served.
5. No distribution of gifts or coupons for subsequent consumption.

Any person who does not comply with the precautionary measures or is subject to any Hong Kong Government prescribed quarantine will be denied entry into or be required to leave the AGM venue at the absolute discretion of the Company.

The Company wishes to advise all Shareholders that physical attendance in person at the AGM is not necessary for the purpose of exercising voting rights. For the health and safety of Shareholders, the Company strongly recommends Shareholders to exercise their voting rights by appointing the chairman of the AGM as their proxy to vote on the relevant resolution(s) instead of attending the AGM in person, by completing and returning the form of proxy attached to this circular by the time specified.

Due to the constantly evolving COVID-19 pandemic situation in Hong Kong, the Company may be required to change the AGM arrangements at short notice. The Shareholders should check the Company's website (www.meilleure.com.cn) or Hong Kong Exchanges and Clearing Limited's website (www.hkexnews.hk) for any future announcements and updates on the AGM arrangements.

- 1 -

DEFINITIONS

In this circular, the following expressions shall have the following meanings unless the context indicates otherwise:

"AGM"	the annual general meeting of the Company to be held at
	Room 901-905, 9/F., China Insurance Group Building,
	141 Des Voeux Road Central, Central, Hong Kong on
	Thursday, 24 June 2021 at 11:00 a.m. for the purposes of
	considering the businesses set out in the AGM Notice and,
	if thought fit, passing the resolutions set out therein, or
	any adjourned meeting (as the case may be)
"AGM Notice"	the notice for convening the AGM as set out on pages 14
	to 17 in this circular
"Board"	the board of Directors
"Bye-laws"	the bye-laws of the Company
"Company"	Meilleure Health International Industry Group Limited, an
	exempted company incorporated in Bermuda with limited
	liability and the Shares of which are listed on the main
	board of the Stock Exchange
"Director(s)"	the director(s) of the Company
"General Mandate"	the general mandate to allot, issue and deal with new
	Shares not exceeding 20% of the nominal amount of the
	share capital of the Company in issue as at the date of
	passing of the ordinary resolution in relation thereof
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollar, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Latest Practicable Date"	15 April 2021, being the latest practicable date prior to
	the printing of this circular for ascertaining certain
	information contained herein
"Listing Rules"	The Rules Governing the Listing of Securities on the
	Stock Exchange as amended, supplemented or otherwise
	modified from time to time

- 2 -

	DEFINITIONS
"PRC"	the People's Republic of China, and for the purpose of
	this circular, excluding Hong Kong, the Macau Special
	Administrative Region and Taiwan region
"Register of Members"	the principal or branch register of members of the
	Company maintained in Bermuda or Hong Kong
	respectively
"Repurchase Mandate"	the authority to repurchase fully paid up Shares of up to
	10% of the nominal amount of the share capital of the
	Company in issue as at the date of passing of the ordinary
	resolution in relation thereof
"SFC"	the Securities and Futures Commission in Hong Kong
"SFO"	the Securities and Futures Ordinance (Chapter 571 of the
	Laws of Hong Kong) as amended, supplemented or
	otherwise modified from time to time
"Share(s)"	the ordinary share(s) of HK$0.01 each in the share capital
	of the Company
"Shareholder(s)"	the holder(s) of the Share(s)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	The Codes on Takeovers and Mergers and Share
	Buy-backs of Hong Kong approved by the SFC as
	amended, supplemented or otherwise modified from time
	to time
"%"	per cent

- 3 -

LETTER FROM THE BOARD

MEILLEURE HEALTH INTERNATIONAL INDUSTRY GROUP LIMITED

美 瑞 健 康 國 際 產 業 集 團 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 2327)
Executive Directors:	Registered office:
Mr. Zhou Xuzhou (Co-Chairman)	Clarendon House
Dr. Zeng Wentao (Co-Chairman)	2 Church Street
Ms. Zhou Wen Chuan	Hamilton HM 11
(Vice Chairman and Chief Executive Officer)	Bermuda
Non-Executive Director:	Head office and principal place of
Dr. Mao Zhenhua	business in Hong Kong:
	Unit 2906
Independent Non-Executive Directors:	Tower 1, Lippo Centre
Professor Chau Chi Wai, Wilton	89 Queensway
Mr. Gao Guanjiang	Admiralty
Mr. Wu Peng	Hong Kong
	22 April 2021
To the Shareholders
Dear Sir/Madam,

GENERAL MANDATES TO REPURCHASE SHARES

AND TO ISSUE NEW SHARES;

RE-ELECTION OF DIRECTORS;

CLOSURE OF REGISTER OF MEMBERS;

AND

NOTICE OF ANNUAL GENERAL MEETING

INTRODUCTION

The purpose of this circular is to provide you with information relating to the resolutions to be proposed at the AGM regarding (i) the granting of the Repurchase Mandate to the Directors; (ii) the granting of the General Mandate to the Directors; and (iii) the re-election of Directors.

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LETTER FROM THE BOARD

REPURCHASE MANDATE

At the AGM, an ordinary resolution will be proposed to grant the Repurchase Mandate to the Directors. The authority to be given under the Repurchase Mandate is restricted to the repurchase of Shares on the Stock Exchange in accordance with the Listing Rules.

In accordance with the Listing Rules, an explanatory statement of the Repurchase Mandate is set out in Appendix I of this circular in order to provide you with requisite information reasonably necessary to enable you to make an informed decision on whether to vote for or against the ordinary resolution to be proposed at the AGM for granting the Repurchase Mandate to the Directors.

The full text of the resolution in respect of the Repurchase Mandate is set out in resolution no. 4 in the AGM Notice. As at the Latest Practicable Date, there are 4,271,752,636 Shares in issue and assuming that no new shares are allotted or issued prior to the AGM, the total number of Shares that may be repurchased under the Repurchase Mandate will be 427,175,263 Shares, calculated based on 10% of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of the ordinary resolution in relation thereto.

GENERAL MANDATE

At the AGM, an ordinary resolution will also be proposed to grant the General Mandate to the Directors. The general mandate granted to the Directors at the last annual general meeting of the Company held on 24 June 2020 will lapse at the conclusion of the AGM. The General Mandate will give the Directors the flexibility and discretion to issue new Shares. In addition, an ordinary resolution will be proposed to extend the General Mandate by adding to it the number of such Shares repurchased under the Repurchase Mandate.

The full texts of the resolutions in respect of the General Mandate and the extension of the General Mandate are set out in resolutions nos. 5 and 6 in the AGM Notice, respectively.

As at the Latest Practicable Date, there are 4,271,752,636 Shares in issue and assuming that no new shares are allotted or issued prior to the AGM, the total number of Shares that may be issued under the General Mandate will be 854,350,527 Shares, calculated based on 20% of the aggregate nominal value of the share capital of the Company in issue as at the date of passing of the ordinary resolution in relation thereto.

RE-ELECTION OF DIRECTORS

Pursuant to the Bye-laws, Mr. Zhou Xuzhou, Ms. Zhou Wen Chuan and Mr. Wu Peng will retire and, being eligible, will offer themselves for re-election at the AGM. Information on the retiring Directors is set out in Appendix II to this circular.

- 5 -

LETTER FROM THE BOARD

ANNUAL GENERAL MEETING

A notice convening the AGM is set out on pages 14 to 17 of this circular and a form of proxy for use by Shareholders at the AGM is enclosed with this circular. Whether or not you intend to attend and vote at the AGM in person, you are requested to complete the form of proxy in accordance with the instructions set out therein and return it to the Company's branch share registrar in Hong Kong, Tricor Standard Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong as soon as possible but in any event, not less than 48 hours before the time appointed for holding the AGM or any adjourned meeting (as the case may be). Completion and return of the form of proxy will not preclude you from attending and voting in person at the AGM or any adjourned meeting (as the case may be) should you so wish.

VOTING AT THE ANNUAL GENERAL MEETING

Pursuant to the Rule 13.39 of the Listing Rules, all votes of Shareholders at a general meeting must be taken by poll. The chairman of the meeting will therefore demand a poll for every resolution put to the vote at the AGM pursuant to bye-law 66 of the Bye-laws.

CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company for the AGM will be closed from Friday, 18 June 2021 to Thursday, 24 June 2021, both days inclusive, during which period no transfer of shares will be registered. In order to qualify for attendance at the AGM to be held on Thursday, 24 June 2021, all transfers accompanied by the relevant share certificates must be lodged with the Company's branch share registrar and transfer office in Hong Kong, Tricor Standard Limited, Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong, for registration not later than 4:30 p.m. on Thursday, 17 June 2021.

RECOMMENDATION

The Directors are of the opinion that the resolutions to be proposed at the AGM as referred in this circular are in the best interests of the Company and the Shareholders and recommend the Shareholders to vote in favour of the resolutions to be proposed at the AGM.

Yours faithfully,

For and on behalf of

Meilleure Health International Industry Group Limited

Zhou Wen Chuan

Executive Director and Chief Executive Officer

- 6 -

APPENDIX I

EXPLANATORY STATEMENT OF THE REPURCHASE MANDATE

This Appendix serves as an explanatory statement required by Rule 10.06(1)(b) of the Listing Rules to provide you with all the information reasonably necessary to enable you to make an informed decision on whether to vote for or against the ordinary resolution to be proposed at the AGM for granting the Repurchase Mandate to the Directors.

SHAREHOLDERS' APPROVAL

All proposed repurchases of Shares on the Stock Exchange by a company with its primary listing on the Stock Exchange must be approved in advance by an ordinary resolution, either by way of a general mandate or by specific approval.

REASONS FOR SHARE REPURCHASE

The Directors believe that it is in the best interests of the Company and Shareholders for the Directors to continue to have general authority from the Shareholders to enable the Company to repurchase Shares on the Stock Exchange. Such repurchases may, depending on market conditions and funding arrangements at the time, lead to an enhancement of the net asset value per Share and/or earnings per Share. Shareholders are assured that such repurchases of Shares will only be made when the Directors believe that they are appropriate and will benefit the Company and Shareholders as a whole.

SHARE CAPITAL

As at the Latest Practicable Date, the Company had 4,271,752,636 Shares in issue.

Subject to the passing of the proposed ordinary resolution approving to grant the Repurchase Mandate to the Directors and on the assumptions that no new Shares are allotted or issued, no existing Shares are repurchased by the Company prior to the AGM, the exercise of the Repurchase Mandate in full would enable the Company to repurchase a maximum of 427,175,263 Shares, representing 10% of the Shares in issue as at the Latest Practicable Date.

FUNDING OF REPURCHASE

Repurchases must be funded out of funds legally available for such purpose in accordance with the Company's memorandum of association and Bye-laws and the laws of Bermuda. Bermuda laws provide that the amount of capital repaid related to a share repurchase may only be paid out of either the capital paid up on the relevant shares, or the funds that would otherwise be available for distribution or dividend or the proceeds of a fresh issue of shares made for the purpose.

The exercise of the Repurchase Mandate in full might have a material adverse impact on the working capital and/or gearing level of the Company as compared with the position disclosed in the Company's annual report for the year ended 31 December 2020. However, the Directors do not intend to exercise the Repurchase Mandate to such extent as would, in the circumstances,

- 7 -

APPENDIX I

EXPLANATORY STATEMENT OF THE REPURCHASE MANDATE

have a material adverse impact on the working capital or gearing level of the Company unless the Directors consider that such purchases are in the best interests of the Company.

DISCLOSURE OF INTERESTS

None of the Directors or, to the best of their knowledge having made all reasonable enquiries, any of their respective close associates (as defined in the Listing Rules) has any present intention, in the event that the Repurchase Mandate is approved by Shareholders, to sell any Share to the Company.

No core connected person (as defined in the Listing Rules) has notified the Company that he/ she has a present intention to sell any Share to the Company nor has undertaken not to sell any of the Shares held by him/her to the Company, in the event that the Repurchase Mandate is approved by Shareholders.

UNDERTAKING OF THE DIRECTORS

The Directors have undertaken to the Stock Exchange that they will exercise the Repurchase Mandate in accordance with the Listing Rules, the regulations set out in the Company's memorandum of association and Bye-laws and the applicable laws of Bermuda.

EFFECT OF THE TAKEOVERS CODE

If on the exercise of the power to repurchase shares pursuant to the Repurchase Mandate, a Shareholder's proportionate interest in the voting rights of the Company increases, such increase will be treated as an acquisition of voting rights for the purpose of Rule 32 of the Takeovers Code. As a result, a Shareholder or a group of Shareholders acting in concert could obtain or consolidate control of the Company and become obliged to make a mandatory offer in accordance with Rules 26 and 32 of the Takeovers Code.

As at the Latest Practicable Date, Mr. Zhou Xuzhou ("Controlling Shareholders") is interested in, beneficially and through controlled corporation, an aggregate of 2,245,270,761 Shares, representing approximately 52.56% of the issued share capital of the Company. Although the Directors have no present intention to repurchase any Shares pursuant to the Repurchase Mandate, if the Directors were to exercise the Repurchase Mandate in full, such Shares would represent approximately 58.40% of the then issued share capital of the Company. The Directors are not aware of any consequences which would arise under the Takeovers Code as a result of any repurchase of Shares pursuant to the Repurchase Mandate.

Pursuant to Rule 8.08 of the Listing Rules, the Company should maintain at least 25% of the issued share capital of the Company be held by the public. Based on the current shareholding of the Controlling Shareholders, if the Directors were to exercise the Repurchase Mandate in full, it would not result in the amount of Shares held by the public being reduced to less than 25%.

- 8 -

APPENDIX I

EXPLANATORY STATEMENT OF THE REPURCHASE MANDATE

SHARE REPURCHASES BY THE COMPANY

The Company did not repurchase any of its Shares (whether on the Stock Exchange or otherwise) in the six months preceding the Latest Practicable Date.

SHARE PRICES

The highest and lowest prices at which the Shares have been traded on the Stock Exchange during each of the previous twelve months preceding the Latest Practicable Date were as follows:

	Price per Share
	Highest	Lowest
	HK$	HK$
2020
April	0.330	0.285
May	0.335	0.290
June	0.370	0.295
July	0.360	0.315
August	0.340	0.300
September	0.335	0.300
October	0.400	0.310
November	0.560	0.420
December	0.495	0.440
2021
January	0.620	0.475
February	0.770	0.510
March	0.590	0.440
April (Up to the Latest Practicable Date)	0.465	0.430

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APPENDIX II

DETAILS OF THE RE-ELECTED DIRECTORS

Mr. Zhou Xuzhou ("Mr. Zhou"), aged 65, was appointed as an executive Director on 30 August 2013, was appointed as the chairman of the Company on 23 September 2013 and was re-designated to the co-chairman of the Company on 20 June 2019. He is the chairman of the nomination committee of the Company and a member of the strategic committee of the Company.

Mr. Zhou obtained a master degree from the Wuhan University in 1985. He is the founder and chairman of the board of directors and the chief executive officer of U-Home Group Limited* (宇業集團有限公司). U-Home Group Limited is a company incorporated under the laws of the PRC and, together with over twenty of its subsidiaries, is principally engaged in real estate development, financial investment, property management and hotel management in various cities in the PRC.

Mr. Zhou, through subsidiaries wholly owned by him, has started his real estate business since 1992. Mr. Zhou is primarily responsible for leading the strategic planning and business development of the Group and overseeing all key aspects of the operations of the Group, including financial management and project development business. He has over 26 years of experience in the property industry. Mr. Zhou is the father of Ms. Zhou Wen Chuan.

Save as disclosed, Mr. Zhou has no relationship with any other directors, senior management or substantial or controlling shareholders of the Company.

Other than holding the directorship in the Company, Mr. Zhou is also the director and shareholder of U-Home Group International Limited, U-Home Group Investment Limited and Zhongjia U-Home Investment Limited. These companies incorporated in the British Virgin Islands, which hold as to 49.63% of the Shares of the Company; and the director of Meilleure Hemp International Holdings Limited, Meilleure Hemp Holding Limited, Meilleure Group Development Company Limited, Meilleure Property Management and Consultancy Company Limited, Meilleure Health Investment Limited, U-Home International Enterprises Limited, Nanjing Tuoyu Property Management Co., Ltd.* (南京拓宇置業管理有限公司), Wuhu Meilleure Health Management Co., Ltd.* (蕪湖美瑞健康管理有限公司), Nanjing Mei Jia Rui Business Information Consulting Co., Ltd.* (南京美加瑞商務信息諮詢有限公司), Wuhu Jinmeng Health Management Co., Ltd.* (蕪湖金萌健康管理有限公司), U-Home Oceania Pty Limited, Jiwa International Limited, and Base Affirm International Limited, subsidiaries of the Company.

Save as disclosed herein, Mr. Zhou does not hold any other positions within the Group, and save for the Company, Mr. Zhou has not hold any directorship in any listed public company in the last three year.

Mr. Zhou has entered into a service contract with the Company for a term of three years commencing from 30 August 2019 to 29 August 2022. He will be entitled to an annual remuneration of HK$800,000 as determined by the Board, subject to annual review with reference to his duties and responsibilities as well as the prevailing market conditions.

- 10 -

APPENDIX II

DETAILS OF THE RE-ELECTED DIRECTORS

As at the Latest Practicable Date, Mr. Zhou had interest in 2,245,270,761 Shares, representing 52.56% interest in the total issued Shares within the meaning of Part XV of the SFO. 964,172,530 Shares were held by U-Home Group International Limited, 499,653,000 Shares were held by U-Home Group Investment Limited, 656,432,761 shares were held by Zhongjia U-Home Investment Limited, the entire issued share capital of which was held by him personally.

Ms. Zhou Wen Chuan ("Ms. Zhou"), aged 37, was appointed as an executive Director on 30 August 2013 and was appointed as the chief executive officer of the Company on 23 September 2013.

Ms. Zhou obtained a master degree in Business Administration from the Chinese University of Hong Kong in 2011, and a master degree in Science and a dual bachelor degree in Science in Food Nutrition and Health from the University of British Columbia in 2008 and 2007 respectively. Ms. Zhou is the daughter of Mr. Zhou Xuzhou.

Save as disclosed, Ms. Zhou has no relationship with any other directors, senior management or substantial or controlling shareholders of the Company.

Other than holding the directorship in the Company, Ms. Zhou is also the director of Meillere Hemp International Holdings Limited, Meilleure Group Development Company Limited, Meilleure Enterprise Development Company Limited, Meilleure Property Management and Consultancy Company Limited, U-Home International Enterprises Limited, Meilleure Group Health Service Company Limited, Meilleure Healthcare Company Limited, U-Home Oceania Pty Limited, Australia Hemp Health Pty Ltd, Meilleure Hemp Health Europe SA, Green Gold Health SA, Meilleure Hemp Holding Limited, Meipro Biological Technology Company Limited, Mizuryu Bio-technology Co., Ltd., Jiwa International Limited, Base Affirm International Limited and Shenzhen Bairui Clinic* (深圳柏瑞診所), subsidiaries of the Company. Ms. Zhou is the director of Shenzhen Wingor Biotechnology Co., Ltd.* (深圳市茵冠生物科技有限公司) and Shenzhen Meiray Vap Technology Co., Ltd.* (深圳市美深瑞科技有限公司), joint ventures of the Company. She is also the director of Yunnan Hansu Biotechnology Co., Ltd.* (雲南漢素生物科技有限公司) and Beijing Mei Ai Kang Technology Co., Ltd.* (北京美艾康科技有限公司), associates of the Company.

Save as disclosed above and as far as the Directors are aware, Ms. Zhou does not hold any other position in the Company nor did she hold any directorship in any listed public company in the last three years.

Ms. Zhou has entered into a service contract with the Company for a term of three years commencing from 30 August 2019 to 29 August 2022. She will be entitled to an annual remuneration of HK$1,200,000 as determined by the Board, subject to annual review with reference to her duties and responsibilities as well as the prevailing market conditions.

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APPENDIX II

DETAILS OF THE RE-ELECTED DIRECTORS

As at the Latest Practicable Date, Ms. Zhou had interest in 31,938,000 Shares and 18,000,000 share options of the Company. Ms. Zhou is deemed to be interested in 49,938,000 Shares, representing 1.17% in the total issued Shares within the meaning of Part XV of the SFO.

Mr. Wu Peng ("Mr. Wu"), aged 38, was appointed as an independent non-executive Director on 27 May 2019. He is a member of the nomination committee of the Company.

Mr. Wu graduated from Tsinghua University (清華大學) with a bachelor degree in information system in July 2004 and a doctoral degree (with the supply chain management as key research area) in January 2010. From September 2005 to January 2010, Mr. Wu worked as a research assistant in the Humanities Key Research Base of the Ministry of Education (教育部人 文社科重點研究基地) of the PRC and the Research Center for Contemporary Management Tsinghua University (清華大學現代管理研究中心), where he participated in the study of pharmaceutical products supply chain management strategies. In this position, Mr. Wu conducted investigations and researches on the production and operation process of a number of large-sized pharmaceutical companies in the PRC, and gained a good understanding of their supply chain management. From March 2010 to November 2012, Mr. Wu was a lecturer at the College of Business Administration of South China University of Technology (華南理工大學工商管理學院) and was mainly involved in teaching and the research of green supply chain management. During this period, from November 2010 to April 2012, Mr. Wu was also a postdoctoral at The Martin Centre for Architectural and Urban Studies of University of Cambridge, where he was engaged in low-carbon supply chain and low-carbon urban planning and design research work. Since December 2012, Mr. Wu has been teaching green supply chain management and engaging in the research work in this area in the Business School of Sichuan University, first as an associate professor from December 2012 to September 2017 and subsequently as a professor since September 2017. During a five-year period from 2012 to 2017, Mr. Wu was involved in an industrial chain optimisation consulting project, through which he further gained experience in the supply chain management research area. Mr. Wu has been a Counselor of the Society of Management Science and Engineering of China (中國管理科學與工程學會理事) since October 2018.

Mr. Wu has no relationship with any Director, senior management, substantial or controlling shareholder of the Company, and he is not a director of any other members of the Group.

Mr. Wu has served as an independent director of LightInTheBox Holding Co., Ltd., an online retail company whose shares are listed on the New York Stock Exchange, since January 2019. Save as disclosed above, Mr. Wu did not hold any directorships of any other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the last three years.

Mr. Wu has entered into a service contract with the Company for a term of three years commencing on 27 May 2019 and ending on 26 May 2022. Mr. Wu is entitled to an annual remuneration of HK$120,000 as determined by the Board, subject to annual review with reference to his duties and responsibilities as well as the prevailing market conditions.

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APPENDIX II

DETAILS OF THE RE-ELECTED DIRECTORS

As at the Latest Practicable Date, Mr. Wu did not have, directly or indirectly, and was not deemed to have any interests in any shares, underlying shares or debentures (as defined under Part XV of the SFO) of the Company which are required to be disclosed pursuant to Part XV of the SFO.

There is nothing which needs to be disclosed pursuant to Rule 13.51(2) of the Listing Rules nor is there anything which needs to be brought to the attention of the Shareholders in connection with the above retiring Directors.

• For identification purpose only

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NOTICE OF ANNUAL GENERAL MEETING

MEILLEURE HEALTH INTERNATIONAL INDUSTRY GROUP LIMITED

美 瑞 健 康 國 際 產 業 集 團 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 2327)

NOTICE IS HEREBY GIVEN that the annual general meeting of Meilleure Health International Industry Group Limited (the "Company") will be held at Room 901-905, 9/F., China Insurance Group Building, 141 Des Voeux Road Central, Central, Hong Kong on Thursday, 24 June 2021 at 11:00 a.m. (the "AGM") for the following purposes:

AS ORDINARY BUSINESS

1. To receive and consider the audited financial statements and the reports of the directors and auditors of the Company and its subsidiaries for the year ended 31 December 2020.
2. To re-elect retiring directors of the Company and to authorise the board of directors of the Company to fix their remuneration.
3. To re-appoint ZHONGHUI ANDA CPA Limited as the auditor of the Company and to authorise the board of directors of the Company to fix their remuneration.

AS SPECIAL BUSINESS

To consider and, if thought fit, to pass with or without amendments, each of the following resolutions as ordinary resolutions of the Company:

ORDINARY RESOLUTIONS

4. "THAT:

1. subject to paragraph (b) of this resolution, the exercise by the Directors of the Company during the Relevant Period (as defined in paragraph (c) of this resolution) of all the powers of the Company to repurchase shares of HK$0.01 each in the capital of the Company on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") or on any other stock exchange on which the securities of the Company may be listed and recognized by the Securities and Futures Commission and the Stock Exchange for this purpose, subject to and in accordance with all applicable laws and the requirement of the Rules Governing the Listing Securities on the Stock Exchange or of any other stock exchange as amended from time to time, be and is hereby generally and unconditionally approved;

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NOTICE OF ANNUAL GENERAL MEETING

1. the aggregate nominal amount of the shares to be repurchased during the Relevant Period pursuant to the approval in paragraph (a) of this resolution shall not exceed 10% of the nominal amount of the share capital of the Company in issue on the date of passing of this resolution; and
2. for the purposes of this resolution, "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:
3. 1. the conclusion of the next annual general meeting of the Company;
   2. the expiration of the period within which the next annual general meeting of the Company is required by the bye-laws of the Company or any applicable law to be held; or
   3. the revocation or variation of the authority given under this resolution by ordinary resolution of the shareholders of the Company in general meeting."

5. "THAT:

1. subject to paragraphs (b) and (c) of this resolution, the granting of an unconditional general mandate to the directors of the Company during the Relevant Period (as defined in paragraph (d) of this resolution) to allot, issue and deal with additional shares in the capital of the Company and to make or grant offers, agreements, options (including warrants, bonds, debentures, notes and other securities which carry rights to subscribe for or are convertible into shares of the Company) which might require the exercise of such power be and is hereby generally and unconditionally approved;
2. the unconditional general mandate under paragraph (a) of this resolution shall not extend the Relevant Period save the directors of the Company may during the Relevant Period make or grant offers, agreements and options (including warrants, bonds, debentures, notes and other securities which carry rights to subscribe for or are convertible into shares of the Company) during the Relevant Period which would or might require the exercise of such power after the end of the Relevant Period;
3. the aggregate nominal amount of share capital allotted or agreed conditionally or unconditionally to be allotted by the directors of the Company pursuant to the general mandate in paragraph (a) of this resolution, otherwise than pursuant to (i) a Rights Issue (as defined in paragraph (d) of this resolution) or (ii) any scrip dividend or similar arrangement providing for the allotment of shares in lieu of the whole or part of a dividend on shares of the Company in accordance with the bye-laws of the Company or (iii) any share option scheme of the Company or
4. 1. the exercise of any rights of subscription or conversion under any existing warrants, bonds, debentures, notes and other securities issued by the Company which carry rights to subscribe for or are convertible into shares of the Company, shall not exceed 20% of the nominal amount of the share capital of the Company in issue on the date of passing of this resolution; and

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NOTICE OF ANNUAL GENERAL MEETING

1. for the purposes of this resolution, "Relevant Period" means the period from the passing of this resolution until whichever is the earliest of:
2. 1. the conclusion of the next annual general meeting of the Company;
   2. the expiration of the period within which the next annual general meeting of the Company is required by the bye-laws of the Company or any applicable law to be held; or
   3. the revocation or variation of the authority given under this resolution by ordinary resolution of the shareholders of the Company in general meeting; and

"Rights Issue" means an offer of shares in the Company, open for a period fixed by the directors to the holders of shares, whose names appear on the register of members of the Company on a fixed record date in proportion to their then holdings of such shares as at that date (subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional entitlements or having regard to any restrictions or obligations under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory applicable to the Company)."

6. "THAT conditional upon the passing of resolutions nos. 4 and 5 as set out in the notice convening the meeting of which this resolution forms part, the general mandate referred to in resolution no. 5 as set out in the notice convening the meeting of which this resolution forms part be and is hereby extended by the addition to the aggregate nominal amount of share capital which may be allotted and issued or agreed conditionally or unconditionally to be allotted and issued by the directors of the Company pursuant to such general mandate of an amount representing the aggregate nominal amount of shares in the capital of the Company purchased by the Company since the granting of the said general mandate pursuant to the exercise by the directors of the Company of the powers of the Company to purchase such shares provided that such amount shall not exceed 10% of the nominal amount of the share capital of the Company in issue on the date of passing of this resolution."

By Order of the Board

Meilleure Health International Industry Group Limited

Zhou Wen Chuan

Executive Director and Chief Executive Officer

Hong Kong, 22 April 2021

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NOTICE OF ANNUAL GENERAL MEETING

Notes:

1. Precautionary measures for the AGM

Please refer to page 1 of this circular of the Company for the measures being taken to prevent and control the spread of the Coronavirus Disease 2019 ("COVID-19") at the AGM, including but not limited to:

1. Compulsory body temperature check
2. Compulsory wearing of surgical face mask
3. The number of attendees will be limited to ensure appropriate social distancing and will be admitted into the AGM venue on a first-come-first-served basis
4. No provision of refreshments or beverages
5. No distribution of gifts or coupons for subsequent consumption

Any person who does not comply with the precautionary measures or is subject to any Hong Kong Government prescribed quarantine will be denied entry into or be required to leave the AGM venue.

In light of the continuing risks posed by COVID-19 and as part of the Company's control measures to safeguard the health and safety of shareholders of the Company ("Shareholders"), the Company strongly recommends Shareholders to exercise their right to vote at the AGM by appointing the chairman of the AGM as their proxy, and to return their proxy forms by the time specified in note 3 below, instead of attending the AGM in person.

1. A member entitled to attend and vote at the meeting is entitled to appoint another person as his proxy to attend and vote on his behalf. A member who is the holder of two or more shares may appoint more than one proxy to attend on the same occasion. A proxy need not be a member of the Company. If more than one proxy is appointed, the appointment shall specify the number and class of shares in respect of which each such proxy is so appointed.
2. To be valid, the instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority, must be deposited at the Company's branch share registrars in Hong Kong, Tricor Standard Limited at Level 54, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for holding the meeting or any adjourned meeting (as the case may be).

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