NOTICE OF ANNUAL GENERAL MEETING

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice 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 notice.Jinxin Fertility Group Limited 锦欣生殖医疗集团有限公司* (Incorporated under the laws of the Cayman Islands with limited liability) (Stock Code: 1951) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT the annual general meeting (the “Meeting”) of Jinxin Fertility Group Limited (the “Company”) will be held at Conference Room No. 3 5th Floor Chengdu Xinan Gynecology Hospital 66 Bisheng Road Jinjiang District Chengdu Sichuan China on Tuesday June 25 2024 at 9:00 a.m. for the following purposes: Ordinary Resolutions 1. To receive and adopt the audited consolidated financial statements of the Company for the year ended December 31 2023 and the reports of the directors and auditor thereon. 2. To re-elect the following retiring directors of the Company each as a separate resolution: (i) Mr. Zhong Yang as an executive director; (ii) Ms. Hu Zhe as a non-executive director; (iii) Mr. Li Jianwei as an independent non-executive director; and (iv) Mr. Ye Changqing as an independent non-executive director. 3. To authorize the board of directors of the Company (the “Board”) to fix the remuneration of the directors of the Company. 4. To declare a final dividend of HK$5.95 cents per share for the year ended December 31 2023. * For identification purpose only – 1 –5. To re-appoint Deloitte Touche Tohmatsu as auditor of the Company to hold office until the conclusion of the next annual general meeting of the Company and to authorize the Board to fix their remuneration for the year ending December 31 2024. 6. To consider and if thought fit pass with or without amendments the following resolutions as ordinary resolutions:“THAT conditional upon the passing of ordinary resolution numbered 7:(a) the amendments to the 2022 Share Award Scheme of the Company adopted on February 17 2022 currently in force (the “2022 Share Award Scheme”) proposed by the Board a copy of which is produced to this meeting marked “A” and initialed by the chairman of the meeting for identification purpose be and is hereby approved and adopted in all respects; and (b) the Directors be and are hereby authorized to grant the awards thereunder and do all such acts and execute all such documents as he or she may deem necessary or expedient in order to give full effect to the implementation of the 2022 ShareAward Scheme.” 7. To consider and if thought fit pass with or without amendments the following resolution as ordinary resolution:“THAT the Scheme Mandate Limit as defined in the circular of the Company datedMay 31 2024 (the “Circular”) (being 3.0% of the total number of shares of the Company in issue (excluding any treasury shares of the Company) as at the date of on which this resolution is passed (subject to such higher limit as may be approved by the shareholders of the Company from time to time) be and is hereby approved and adopted and that any director of the Company be and is hereby authorized to take all such steps and attend all such matters approve and execute (whether under hand or under seal) such documents and do such other things for and on behalf of the Company as he or she may consider necessary desirable or expedient to effect and implement the SchemeMandate Limit.” – 2 –8. To consider and if thought fit pass with or without amendments the following resolution as ordinary resolution:“That conditional upon the passing of ordinary resolution numbered 7 the ServiceProvider Sublimit as defined in the Circular (being 0.3% of the total number of shares of the Company in issue (excluding any treasury shares of the Company) as at the date of on which this resolution is passed (subject to such higher limit as may be approved by the shareholders of the Company from time to time) be and is hereby approved and adopted and that any director of the Company be and is hereby authorized to take all such steps and attend all such matters approve and execute (whether under hand or under seal) such documents and do such other things for and on behalf of the Company as he or she may consider necessary desirable or expedient to effect and implement theService Provider Sublimit.” 9. To consider and if thought fit pass with or without modification the following resolutions as ordinary resolutions: (A) “That:(i) subject to paragraph (iii) below the exercise by the directors of the Company during the Relevant Period (as defined hereinafter) of all the powers of the Company to allot issue and/or otherwise deal with additional shares of the Company or securities convertible into shares or options warrants or similar rights to subscribe for shares or such convertible securities of the Company and to make or grant offers agreements and/or options (including bonds warrants and debentures convertible into shares of the Company) which may require the exercise of such powers be and is hereby generally and unconditionally approved; (ii) the approval in paragraph (i) above shall be in addition to any other authorization given to the directors of the Company and shall authorize the directors of the Company during the Relevant Period (as defined hereinafter) to make or grant offers agreements and/or options which may require the exercise of such power after the end of the Relevant Period; – 3 –(iii) the aggregate number of shares allotted or agreed conditionally or unconditionally to be allotted (whether pursuant to options or otherwise) by the directors of the Company during the Relevant Period (as defined hereinafter) pursuant to paragraph (i) above otherwise than pursuant to paragraph (i) of this resolution otherwise than pursuant to: (a) any Rights Issue (as defined hereinafter); (b) the grant or exercise of any option under any share option scheme of the Company (if applicable) or any other option scheme or similar arrangements for the time being adopted for the grant or issue to the directors of the Company officers and/or employees of the Company and/or any of its subsidiaries and/or other eligible participants specified thereunder of options to subscribe for Shares or rights to acquire Shares; (c) the vesting of restricted shares and restricted share units granted or to be granted pursuant to the share award schemes of the Company; (d) any scrip dividend or similar arrangement providing for the allotment and issue of Shares in lieu of the whole or part of a dividend on Shares in accordance with the articles of association of the Company; or (e) any issue of Shares upon the exercise of rights of subscription or conversion under the terms of any existing convertible notes issued by the Company or any existing securities of the Company which carry rights to subscribe for or are convertible into Shares shall not exceed the aggregate of: (I) 20% of the total number of issued shares of the Company (excluding treasury shares of the Company) as at the date of passing this resolution; and (II) (if the Board is so authorized by resolution numbered 9(C)) the aggregate number of shares of the Company repurchased by the Company subsequent to the passing of resolution numbered 9(B) (up to a maximum equivalent to 10% of the total number of issued shares of the Company (excluding treasury shares of the Company) as at the date of passing resolution numbered 9(B)) and the approval shall be limited accordingly; and – 4 –(iv) for the purpose of this resolution: (a) “Relevant Period” means the period from the passing of this resolution until whichever is the earliest of: (I) the conclusion of the next annual general meeting of the Company; (II) the expiry of the period within which the next annual general meeting of the Company is required by any applicable laws or the articles of association of the Company to be held; or (III) the passing of an ordinary resolution by the shareholders of the Company in general meeting revoking or varying the authority given to the directors of the Company by this resolution; (b) “Rights Issue” means an offer of shares of the Company or an issue of warrants options or other securities giving rights to subscribe for shares of the Company open for a period fixed by the directors of the Company to holders of shares of the Company on the register of members on a fixed record date in proportion to their then holdings of such shares of the Company (subject to such exclusions or other arrangements as the directors of the Company 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 or the expense or delay which may be involved in determining the exercise or extent of any restrictions or obligations under the laws of or the requirements of any jurisdiction applicable to the Company any recognised regulatory body or any stock exchange applicable to the Company); and (c) Any reference to an allotment issue grant offer or disposal of shares of the Company shall include the sale or transfer of treasury shares of the Company (including to satisfy any obligation upon the conversion or exercise of any convertible securities warrants options or similar rights to subscribe for shares in the Company) to the extent permitted by and subject to the provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and applicablelaws and regulations.”– 5 –(B) “That:(i) subject to paragraph (ii) of this resolution the exercise by the directors of the Company during the Relevant Period (as defined hereinafter) of all the powers of the Company to repurchase shares of the Company on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) or on any other stock exchange on which the shares of the Company may be listed and which is recognised for this purpose by the Securities and Futures Commission and the Stock Exchange under the Code on Share Buy-backs and subject to and in accordance with all applicable laws and the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules”) be and is hereby generally and unconditionally approved; (ii) the aggregate number of the shares to be repurchased pursuant to the approval in paragraph (i) of this resolution shall not exceed 10% of the total number of issued shares of the Company (excluding any treasury shares of the Company) as at the date of passing of this resolution and the said approval shall be limited accordingly; (iii) subject to the passing of each of the paragraphs (i) and (ii) of this resolution any prior approvals of the kind referred to in paragraphs (i) and (ii) of this resolution which had been granted to the directors of the Company and which are still in effect be and are hereby revoked; and (iv) for the purpose of this resolution: “Relevant Period” means the period from the passing of this resolution until whichever is the earliest of: (a) the conclusion of the next annual general meeting of the Company; (b) the expiry of the period within which the next annual general meeting of the Company is required by any applicable laws or the articles of association of the Company to be held; or (c) the passing of an ordinary resolution by the shareholders of the Company in general meeting revoking or varying the authority given tothe directors of the Company by this resolution.”– 6 –(C) “That:(i) conditional upon the resolutions numbered 9(A) and 9(B) set out in this notice being passed the general mandate granted to the directors of the Company to exercise the powers of the Company to allot issue and/or otherwise deal with new shares of the Company and to make or grant offers agreements and options which might require the exercise of such powers pursuant to the resolution numbered 9(A) set out in this notice be and is hereby extended by the addition to the number of the issued shares of the Company which may be allotted or agreed conditional or unconditionally to be allotted by the directors of the Company pursuant to such general mandate of an amount representing the number of the issued shares of the Company repurchased and subsequently cancelled by the Company under the authority granted pursuant to resolution numbered 9(B) set out in this notice provided that such extended amount shall represent up to 10% of the number of issued shares of the Company (excluding any treasury shares of the Company) as at the date of passing of the said resolutions; and (ii) for the purpose of this Resolution any reference to an allotment issue grant offer or disposal of shares of the Company shall include the sale or transfer of treasury shares of the Company (including to satisfy any obligation upon the conversion or exercise of any convertible securities warrants options or similar rights to subscribe for shares in the Company) to the extent permitted by and subject to the provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and applicable lawsand regulations.” Special Resolution 10. To consider and if thought fit pass the following resolution as a special resolution: (A) “That:(i) the existing fourth amended and restated articles of association of the Company be and is hereby amended in the manner as set out in the circular of the Company dated May 31 2024 (the “Circular”); – 7 –(ii) the fifth amended and restated articles of association of the Company (the “New Articles of Association”) in the form produced to the Meeting and marked “B” and initialed by the chairman of the Meeting for the purpose of identification which consolidates all the proposed amendments mentioned in the Circular be and is hereby approved and adopted as the new articles of association of the Company in substitution for and to the exclusion of the existing fourth amended and restated articles of association of the Company in its entirety with immediate effect after the close of the Meeting; and (iii) any one director or the company secretary of the Company be and is hereby authorized to do all things necessary to implement the adoption of the NewArticles of Association.” By order of the Board Jinxin Fertility Group Limited Zhong Yong Chairman Hong Kong May 31 2024 Registered Office: Headquarters and principal place of Third Floor Century Yard business in the PRC: Cricket Square No. 301 North Jingsha Road P.O. Box 902 Jinjiang District Chengdu Grand Cayman Sichuan China KY1?1103 Cayman Islands Principal place of business in Hong Kong: Unit No. 1907B Level 19 International Commerce Centre 1 Austin Road West Kowloon Hong Kong Notes: (i) All resolutions at the Meeting will be taken by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands) pursuant to the Listing Rules.The results of the poll will be published on the websites of The Stock Exchange of Hong Kong Limited and the Company in accordance with the Listing Rules.– 8 –(ii) A shareholder entitled to attend and vote at the Meeting is entitled to appoint one or more proxies to attend speak and vote in his/her stead. The proxy does not need to be a shareholder of the Company.(iii) Where there are joint registered holders of any shares any one of such persons may vote at the Meeting (or at any adjournment of it) either personally or by proxy in respect of such shares as if he/she were solely entitled thereto but the vote of the senior holder who tenders a vote whether in person or by proxy will be accepted to the exclusion of the vote(s) of the other joint holders and for this purpose seniority shall be determined by the order in which the names stand in the register of members of the Company in respect of the relevant joint holding.(iv) In order to be valid the completed form of proxy must be deposited at the Hong Kong share registrar of the Company Computershare Hong Kong Investor Services Limited at 17M Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong together with the power of attorney or other authority (if any) under which it is signed or a certified copy of that power of attorney or authority (such certification to be made by either a notary public or a solicitor qualified to practice in Hong Kong) at least 48 hours before the time appointed for holding the Meeting or any adjournment thereof (as the case may be). The completion and return of the form of proxy shall not preclude shareholders of the Company from attending and voting in person at the above meeting (or any adjourned meeting thereof) if they so wish.(v) The register of members of the Company will be closed from Thursday June 20 2024 to Tuesday June 25 2024 both days inclusive in order to determine the eligibility of shareholders to attend the above meeting during which period no share transfers will be registered. To be eligible to attend the Meeting all properly completed transfer forms accompanied by the relevant share certificates must be lodged for registration with the Hong Kong share registrar of the Company Computershare Hong Kong Investor Services Limited at Shops 1712?1716 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong not later than 4:30 p.m. on Wednesday June 19 2024. (vi) The register of members of the Company will be closed from Tuesday July 2 2024 to Thursday July 4 2024 both days inclusive in order to determine the entitlement of shareholders to receive the final dividend of the Company during which period no share transfers will be registered. To qualify for the final dividend all properly completed transfer forms accompanied by the relevant share certificates must be lodged for registration with the Hong Kong share registrar of the Company Computershare Hong Kong Investor Services Limited at Shops 1712?1716 17th Floor Hopewell Centre 183 Queen’s Road East Wanchai Hong Kong not later than 4:30 p.m. on Friday June 28 2024. As at the date of this notice the Board of Directors of the Company comprises Mr. Zhong Yong Dr. John G.Wilcox Mr. Dong Yang Ms. Lyu Rong and Dr. Geng Lihong as executive Directors; Mr. Fang Min Ms. Hu Zhe and Ms. Yan Xiaoqing as non-executive Directors; and Dr. Chong Yat Keung Mr. Li Jianwei Mr. Wang Xiaobo and Mr. Ye Changqing as independent non-executive Directors.–9–