Full Press Release Details
Natural Life Limited
OF EXTRAODINARY GENERAL MEETING
is hereby given that the extraordinary general meeting
(the Meeting) of Bon Natural Life Limited, a Cayman Islands exempted company with limited liability (the Company) will
be held at Room 601, Block C, Gazelle Valley, No.69, Jinye Road, High-Tech Zone, Xi'an, Shaanxi, China on 15 April 2025 at 10:00
A.M. (local time) for the purpose of, considering and, if thought fit, passing with or without amendments, the following resolutions
1 - SHARE CONSOLIDATION
as an ordinary resolution that, with effect from the effective date to be determined by the board of directors of the Company
by a Resolution of Directors:
that, the authorised share capital of the Company after the Share Consolidation shall become US$300,000 divided into (a) 10,800,000 class
A ordinary shares of a par value of US$0.025 each and (b) 30,000,000 class B ordinary shares of a par value of US$0.001 each (the Share
2 - increase in authorised share capital
as an ordinary resolution that with effect immediately after the Share Consolidation takes effect, (i) additional 989,200,000
class A ordinary shares of a par value of US$0.025 each, which rank pari passu in all respect with each other and the Consolidated
Class A Ordinary Shares, (ii) additional 20,000,000 class B ordinary shares of a par value of US$0.001 each, which rank pari passu
in all respect with each other and the Consolidated Class B Ordinary Shares and (iii) a new class of shares comprising of 50,000,000
preference shares of a par value of US$0.001 each, be created (the Increase in Authorised Share Capital), such that the authorised
share capital of the Company after the Increase in Authorised Share Capital shall be increased to US$25,100,000 divided into (i) 1,000,000,000
class A ordinary shares of a par value of US$0.025 each, (ii) 50,000,000 class B ordinary shares of a par value of US$0.001 each and
(iii) 50,000,000 preference shares of a par value of US$0.001 each."
3 - Adoption of Restated M&A
as a special resolution that the Company adopts the fourth amended and restated memorandum and articles of association of the
Company (the Restated M&A), the draft of which is attached hereto as Appendix 1, in its entirety and in substitution
for, and to the exclusion of, the Existing Memorandum and Articles with effect from the date the Share Consolidatoin and the Increase
in Authorised Share Capital take effect."
at the date of this notice of meeting, there are 91,891,914 class A ordinary shares of US$0.001 par value each and 2,041,839 class B
ordinary shares of US$0.001 par value each in issue, representing approximately 31% and 69% of the voting power of the Company, respectively.
Due to the disparate voting powers associated with the Company's two classes of ordinary shares, upon completion of the proposed
Share Consolidation, there will be 3,675,677 class A ordinary shares of US$0.025 par value each and 2,041,839 class B ordinary shares
of US$0.001 par value each in issue, representing approximately 2% and 98% of the voting power of the Company, respectively.
a result, holder(s) of Company's class B ordinary shares of US$0.001 par value each will be able to control the 99% of the voting
power of the Company whilst holders of the Company's class A ordinary shares of US$0.025 par value each will have an aggregate
voting power of the Company reduced to 1% after the Share Consolidation.
shareholders of the Company at the close of business on 26 March 2025 (the Record Date) are entitled to receive notice of, attend
and vote on the matters to be acted on at the Meeting and any adjourned or postponed meeting thereof.
| Bon Natural Life Limited | ||
| Name: | Yongwei Hu | |
| Director |
member entitled to attend and vote at the meeting may appoint a proxy.
blank proxy form is attached. Please consider carefully the conditions attaching to appointment of a proxy.
proxy form in hard copy must be delivered to Room 601, Block C, Gazelle Valley, No.69, Jinye Road, High-Tech Zone, Xi'an, Shaanxi,
China, attention to: Cindy Liu.
proxy form in electronic copy must be delivered to bonnatural@appchem.cn.
see the conditions attaching to the appointment of a proxy for the time of such delivery.
happens if you do not follow these instructions?
you complete a proxy form, can you still attend and vote at the meeting?
of proxy form to Company
Natural Life Limited
| I/We 1 | ||
| of | ||
| being a member/members of the Company and the holder/holders of ____________________________________________ (number and class of shares) appoint as my/our proxy 2 | ||
| of |
the extraordinary general meeting of the Company to be held at Room 601, Block C, Gazelle Valley, No.69, Jinye Road,High-Tech Zone, Xi'an,
Shaanxi, China on 15 April 2025] at 10:00 A.M. (local time) and at any adjournment of that meeting.
indicate with a tick mark in the spaces opposite to the resolution how you wish the proxy to vote on your behalf. In the absence of any
such indication, the proxy may vote for or against the resolutions or may abstain at his/her discretion.
| Resolution | For | Against | Abstain | ||||
| 1 | Resolved as an ordinary resolution that, with effect from the effective date to be determined by the board of directors of the Company by a Resolution of Directors: |
1Full name(s) and address(es) to be inserted in block letters.
2Insert name and address of the desired proxy in the spaces provided. If you wish to appoint the chairperson, write "The chairperson"
without inserting an address.
| 2 | Resolved as an ordinary resolution that with effect immediately after the Share Consolidation takes effect, (i) additional 989,200,000 class A ordinary shares of a par value of US$0.025 each, which rank pari passu in all respect with each other and the Consolidated Class A Ordinary Shares, (ii) additional 20,000,000 class B ordinary shares of a par value of US$0.001 each, which rank pari passu in all respect with each other and the Consolidated Class B Ordinary Shares and (iii) a new class of shares comprising of 50,000,000 preference shares of a par value of US$0.001 each, be created (the Increase in Authorised Share Capital ), such that the authorised share capital of the Company after the Increase in Authorised Share Capital shall be increased to US$25,100,000 divided into (i) 1,000,000,000 class A ordinary shares of a par value of US$0.025 each, (ii) 50,000,000 class B ordinary shares of a par value of US$0.001 each and (iii) 50,000,000 preference shares of a par value of US$0.001 each. | ||||||
| 3 | Resolved as a special resolution that the Company adopts the fourth amended and restated memorandum and articles of association of the Company (the Restated M&A ), the draft of which is attached hereto as Appendix 1 , in its entirety and in substitution for, and to the exclusion of, the Existing Memorandum and Articles with effect from the date the Share Consolidation and the Increase in Authorised Share Capital take effect. |
Name of Authorised Officer/Attorney: ________________________3
3To be completed if the shareholder is a corporation - please insert name of authorised officer/attorney signing on behalf
of the corporate shareholder.