Common use of INDEPENDENT BOARD COMMITTEE AND INDEPENDENT FINANCIAL ADVISER Clause in Contracts

INDEPENDENT BOARD COMMITTEE AND INDEPENDENT FINANCIAL ADVISER. The Independent Board Committee has been established for the purpose of advising the Shareholders and the Convertible Bond Holders in respect of the Offers (if they are made). [Xx. Xxx Jingbin, Xx. Xxxx Xxxxx Xxxxx, Xx. Xxxx Tianye, Xx. Xxxxx Chi Xxxxx Xxxxxxxxx and Xx. Xxxx Yaomin, being all the independent non-executive Directors and the non- executive Directors other than Ms. Xx Xxxx and Mr. Fu Bing,] are the members of the Independent Board Committee. As Ms. Xx Xxxx, a non-executive Director, is the daughter of Xx. Xx, Ms. Xx Xxxx is excluded from the Independent Board Committee. As Mr. Fu Bing, a non-executive Director, is also the vice-president of JD and head of logistics strategy and innovative business department of JD Logistics Group, the logistics arm of JD, Mr. Fu Bing is excluded from the Independent Board Committee. An independent financial adviser will be appointed to advise the Shareholders and the Convertible Bond Holders in respect of the Offers (if they are made). Further announcement will be made upon the appointment of the independent financial adviser.

INDEPENDENT BOARD COMMITTEE AND INDEPENDENT FINANCIAL ADVISER. The Independent Board Committee has been established for the purpose of advising the Shareholders and the Convertible Bond Holders in respect of the Offers (if they are made). [Xx. Xxx Jingbin, Xx. Xxxx Xxxxx Xxxxx, Xx. Xxxx Tianye, Xx. Xxxxx Chi Xxxxx Xxxxxxxxx and Xx. Xxxx Yaomin, being all the independent non-executive Directors and the non- non-executive Directors other than Ms. Xx Xxxx and Mr. Fu Bing,] are the members of the Independent Board Committee. As Ms. Xx Xxxx, a non-executive Director, is the daughter of Xx. Xx, Ms. Xx Xxxx is excluded from the Independent Board Committee. As Mr. Fu Bing, a non-executive Director, is also the vice-president of JD and head of logistics strategy and innovative business department of JD Logistics Group, the logistics arm of JD, Mr. Fu Bing is excluded from the Independent Board Committee. An independent financial adviser will be appointed to advise the Shareholders and the Convertible Bond Holders in respect of the Offers (if they are made). Further announcement will be made upon the appointment of the independent financial adviser.