Full Press Release Details
CHINA JO-JO DRUGSTORES, INC.
Hai Wai Hai Tongxin Mansion Floor 6
Gong Shu District, Hangzhou City
Telephone: +86-571-88219579
NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS
TO BE HELD ON JANUARY 25, 2022
TO THE SHAREHOLDERS OF CHINA JO-JO DRUGSTORES, INC.:
The Annual General Meeting of
the shareholders for the fiscal year ended March 31, 2021 (the "Annual Meeting") of China Jo-Jo Drugstores, Inc., a
Cayman Islands corporation (the "Company"), will be held on January 25, 2022 at 9:00 p.m. E.T. (January 26,
2022 at 10:00 a.m., Beijing time), at the Company's principal executive offices located at Hai Wai Hai Tongxin Mansion Floor 6,
Gong Shu District, Hangzhou City, Zhejiang Province, P. R. China, 310008, for the following purposes:
| 1. | To elect six directors to serve until the next Annual Meeting or until their successors are duly elected and qualified; | |
| 2. | To ratify the appointment of BDO CHINA SHU LUN PAN Certified Public Accountants LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2022; | |
| 3. | To approve the Amendment No. 2 to our Amended and Restated 2010 Equity Incentive Plan; and | |
| 4. | To transact such other business as may properly come before the Annual Meeting or any adjournment thereof. |
These items of business are
more fully described in the proxy statement accompanying this Notice.
The Board of Directors has
fixed the close of business on December 20, 2021, as the record date for the determination of shareholders entitled to notice of
and to vote at the Annual Meeting. We know that many of our shareholders will be unable to attend the Annual Meeting. We are soliciting
proxies so that each shareholder has an opportunity to vote on all matters that are scheduled to come before the shareholders at the Annual
Meeting. Whether or not you plan to attend, please take the time now to read the proxy statement and vote via the Internet or, if you
prefer, submit by mail a paper copy of your proxy or voter instructions card, so that your shares are represented at the meeting. You
may also revoke your proxy or voter instructions before or at the Annual Meeting. Regardless of the number of our shares you own, your
presence in person or by proxy is important for quorum purposes and your vote is important for proper corporate actions.
| By Order of the Board of Directors, | |
| /s/ Lei Liu | |
| Lei Liu | |
| Chairman of the Board and Chief Executive Officer |
Hangzhou City, People's Republic of China
IMPORTANT NOTICE REGARDING THE AVAILABILITY
OF PROXY MATERIALS FOR THE SHAREHOLDERS MEETING TO BE HELD ON JANUARY 25, 2022 - THE PROXY STATEMENT AND ANNUAL REPORT TO SHAREHOLDERS
ARE AVAILABLE AT www.iproxydirect.com/CJJD
WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL
MEETING, WE URGE YOU TO VOTE. YOU MAY VOTE BY TELEPHONE OR VIA THE INTERNET. IF YOU RECEIVED A PAPER COPY OF THE PROXY CARD BY MAIL, YOU
MAY ALSO MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY IN THE ENCLOSED POSTAGE-PREPAID ENVELOPE.
CHINA JO-JO DRUGSTORES, INC.
Hai Wai Hai Tongxin Mansion Floor 6
Gong Shu District, Hangzhou City
Telephone: +86-571-88219579
ANNUAL GENERAL MEETING
The enclosed proxy is solicited
on behalf of the Board of Directors (the "Board") of China Jo-Jo Drugstores, Inc., a Cayman Islands corporation (the
"Company"), for use at the Annual General Meeting of shareholders to be held on January 25, 2022 at 9:00 p.m. E.T.
(January 26, 2022 at 10:00 a.m., Beijing time) (the "Annual Meeting"), or at any adjournment or postponement of the
Annual Meeting, for the purposes set forth in this proxy statement and in the accompanying Notice of Annual Meeting of Shareholders. The
Annual Meeting will be held at the Company's principal executive offices located at Hai Wai Hai Tongxin Mansion Floor 6, Gong Shu
District, Hangzhou City, Zhejiang Province, P. R. China, 310008.
These proxy materials are
made available to you by the Board on the Internet on or about December 27, 2021, at www.iproxydirect.com/CJJD, which is
on the proxy card mailed to shareholders of record and beneficial holders. Printed versions of these proxy materials will be delivered
to you by mail, free of charge, in connection with the Board's solicitation of proxies for use at the Annual Meeting on or about
December 28, 2021. Our shareholders are invited to attend the Annual Meeting and are requested to vote on the proposals described in this
proxy statement. These proxy materials include: our proxy statement for (and notice of) the Annual Meeting; and our predecessor's
annual report on Form 10-K for the year ended March 31, 2021 (the "Annual Report"), which includes our predecessor's
annual audited financial statements for the year ended March 31, 2021. These proxy materials also include a proxy card or a voting information
card for the Annual Meeting, for submitting your vote in writing to us or your broker, as the case may be.
Who is entitled to vote at the Annual Meeting?
Only shareholders of record
at the close of business on December 20, 2021 (the "Record Date") are entitled to receive notice of and to vote
at the Annual Meeting. If you were a shareholder of record on the Record Date, you will be entitled to vote all of the shares that you
held on the Record Date at the Annual Meeting, or any postponement or adjournment of the Annual Meeting.
Who can attend the Annual Meeting?
Any person who was a shareholder
of the Company on the Record Date may attend the meeting. If you own shares in street name, you should ask your broker or bank for a legal
proxy to bring with you to the Annual Meeting. If you do not receive the legal proxy in time, bring your most recent brokerage statement
so that we can verify your ownership of our stock and admit you to the Annual Meeting. You will not, however, be able to vote your shares
at the Annual Meeting without a legal proxy.
What am I voting on?
The Board, on behalf of the
Company, is seeking your affirmative vote for the following four items:
| 2. | The ratification of BDO CHINA SHU LUN PAN Certified Public Accountants LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2022; and | |
| 3. | To approve the Amendment No. 2 to our Amended and Restated 2010 Equity Incentive Plan. | |
| 4. | To transact such other business as may properly come before the Annual Meeting or any adjournment thereof. |
Will any other matters be voted on?
We do not know of any other
matters that will be brought before the shareholders for a vote at the Annual Meeting. If any other matter is properly brought before
the meeting, your signed proxy card would authorize Mr. Lei Liu to vote on such matters in his discretion.
Shareholders of Record
If your shares are registered
directly in your name with the Company's transfer agent, American Stock Transfer & Trust Company, LLC, then you are a shareholder
If you are a shareholder of record, there are five
If your shares are held, not
in your name, but rather in an account at a brokerage firm, bank, dealer or other similar organization, then you are the beneficial owner
of shares held in "street name" and these proxy materials are being forwarded to you by that organization. The organization
holding your account is considered to be the shareholder of record for purposes of voting at the Annual Meeting. As a beneficial owner,
you have the right to direct your broker or other agent regarding how to vote the shares in your account. You are also invited to attend
the Annual Meeting. However, since you are not the shareholder of record, you may not vote your shares in person at the Annual Meeting
unless you request and obtain a valid proxy from your broker or agent.
Regardless of how your shares
are registered, if you complete and properly sign the proxy card and return it to the address indicated, it will be voted as you direct.
How many votes do I have?
On each matter to be voted
upon, you will have one vote for each ordinary share of the Company that you owned on the Record Date.
How many votes can be cast by all shareholders?
The Company had 41,751,790
outstanding ordinary shares on the Record Date, and each of these shares is entitled to one vote.
How many votes must be present to hold the meeting?
The holders of not less than
one-third of the Company's ordinary shares outstanding on the Record Date must be present at the Annual Meeting in person or by
proxy in order to fulfill the quorum requirement necessary to hold the Annual Meeting. As of the Record Date, there were 41,751,790 ordinary
shares outstanding. This means at least 13,917,264 ordinary shares must be present in person or by proxy.
If you vote, your shares will
be part of the quorum. Abstentions and broker non-votes will also be counted in determining the quorum. A broker non-vote occurs when
a bank or broker holding shares in street name submits a proxy that states that the broker does not vote for some or all of the proposals
because the broker has not received instructions from the beneficial owners on how to vote on the proposals and does not have discretionary
authority to vote in the absence of instructions.