HENGRUI PHARMA - Notice of Jiangsu Hengrui Pharmaceutical Co., Ltd. on convening the 2025 Annual Shareholders Meeting
Jiangsu Hengrui Pharmaceuticals Co., Ltd.
Jiangsu Hengrui Pharmaceutical Co., Ltd.
(a joint stock limited company incorporated in the People's Republic of China)
(Stock code: 1276)
Overseas regulatory announcement
This announcement is made in accordance with Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
In accordance with the relevant laws and regulations of the People's Republic of China, Jiangsu Hengrui Pharmaceutical Co., Ltd. (the "Company") published the following announcement on the website of the Shanghai Stock Exchange (www.sse.com.cn). They are listed below for reference only.
By order of the board of directors
Jiangsu Hengrui Pharmaceutical Co., Ltd.
Chairman
Mr. Sun Piaoyang
Shanghai, China
March 25, 2026
As at the date of this announcement, the members of the Board include (i) executive directors Mr. Sun Piaoyang, Mr. Dai Hongbin, Ms. Feng Ji, Mr. Zhang Lianshan, Mr. Jiang Ningjun and Mr. Sun Jieping; (ii) non-executive director Ms. Guo Congzhao; and (iii) independent non-executive directors Mr. Dong Jiahong, Mr. Zeng Qingsheng, Mr. Sun Jinyun and Mr. Zhou Jien.
Securities code: 600276 Securities abbreviation: Hengrui Pharmaceutical Announcement Number: 2026-052
Jiangsu Hengrui Pharmaceutical Co., Ltd.
Notice on Convening the 2025 Annual Shareholders Meeting
The company's board of directors and all directors guarantee that the contents of this announcement do not contain any false records, misleading statements or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its contents.
Important content reminder:
Date of shareholders’ meeting: April 16, 2026
The online voting system adopted for this shareholders’ meeting: Shanghai Stock Exchange Shareholders’ Meeting Online Voting System 1. Basic information on convening the meeting
(1) Type and session of shareholders’ meeting
2025 Annual Shareholders Meeting
(2) Convener of shareholders’ meeting: Board of Directors
(3) Voting method: The voting method used in this shareholders’ meeting is a combination of on-site voting and online voting.
way
(4) Date, time and place of on-site meeting
Date and time of the meeting: April 16, 2026 14:30
Venue: Company Conference Room (No. 1288 Haike Road, Pudong New District, Shanghai)
(5) Online voting system, start and end dates and voting time.
Online voting system: Shanghai Stock Exchange Shareholders Meeting online voting system
Online voting starts and ends on April 16, 2026
Until April 16, 2026
Using the Shanghai Stock Exchange's online voting system, the voting time through the trading system voting platform is the trading time period on the day the shareholders' meeting is held, that is, 9:15-9:25, 9:30-11:30, 13:00-15:00; the voting time through the Internet voting platform is 9:15-15:00 on the day the shareholders' meeting is held.
(6) Voting procedures for margin financing and securities lending, refinancing, agreed repurchase business accounts and Shanghai-Hong Kong Stock Connect investors
Involving accounts related to margin trading and securities lending, refinancing business, agreed repurchase business, and Shanghai-Hong Kong Stock Connect investors
Voting shall be carried out in accordance with the "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations"
"Work" and other relevant regulations shall be implemented.
(7) Involving public solicitation of shareholder voting rights
Not applicable
- Matters to be considered at the meeting
The resolutions to be reviewed and the types of voting shareholders at this shareholders’ meeting
Voting shareholder type serial number proposal name
A share shareholders H share shareholders
Non-cumulative voting motion
1 The company’s 2025 board of directors work report √ √ 2 The company’s 2025 annual report √ √The company’s 2025 profit distribution plan and submission to the shareholders’ meeting for authorization
3 √ √ The board of directors’ proposal to formulate the mid-term dividend plan for 2026
4 Proposal on the Re-appointment of the Accounting Firm √ √About the 2025 remuneration implementation for the company’s directors and senior managers
5 √ √ case proposal
6 Proposal on Purchasing Liability Insurance for Directors and Senior Management √ √ Regarding the General Meeting of Shareholders to authorize the Board of Directors to issue additional shares of the company
7 √ √
motion to authorize
8.00 Proposal on formulating and amending part of the company’s governance system √ √ 8.01 Proposal on amending the “Rules of Procedure for the Shareholders’ Meeting” √ √ 8.02 Proposal on amending the “Rules of Procedure for the Board of Directors” √ √
Regarding the formulation of the "Remuneration Management System for Directors and Senior Management Personnel"
8.03 √ √ motion
9 Proposal on the remuneration plan for directors and senior managers √ √ 10.00 Proposal on the election of non-independent directors of the 10th Board of Directors √ √ 10.01 Sun Piaoyang √ √ 10.02 Dai Hongbin √ √ 10.03 Feng Ji √ √ 10.04 Zhang Lianshan √ √ 10.05 Jiang Ningjun √ √ 10.06 Guo Congzhao √ √
cumulative voting motion
11.00 Proposal on the election of independent directors of the tenth board of directors (4) independent directors should be elected 11.01 Lou Liguang √ √ 11.02 Zeng Qingsheng √ √ 11.03 Sun Jinyun √ √ 11.04 Zhou Jien √ √Note: This shareholders’ meeting will also hear the 2025 independent director’s performance report.
- The time and media in which each proposal has been disclosed
The above proposal has been reviewed and approved at the 23rd meeting of the company's ninth board of directors on March 2, 2026, and the 24th meeting of the ninth board of directors on March 25, 2026. Relevant announcements were disclosed on the Shanghai Stock Exchange website (www.sse.com.cn) and the "China Securities Journal" and "Shanghai Securities News" on March 3, 2026, and March 26, 2026.
Proposal 11 The qualifications and independence of independent director candidates are still subject to approval by the Shanghai Stock Exchange.
If there is no objection to the proposal after review, the shareholders' meeting can vote.
Special resolutions: 7
Proposals for separate counting of votes for small and medium investors: 3, 4, 5, 6, 7, 9, 10, 11
Proposals involving related shareholders’ avoidance of voting: 5, 6, 9
Names of related shareholders who should avoid voting: Shareholders who have an interest in the above-mentioned proposals should avoid voting.
Proposals involving preference shareholders’ participation in voting: Not applicable
Things to note when voting at the shareholders’ meeting
(1) The shareholders of the Company who exercise their voting rights through the Shanghai Stock Exchange Shareholders Meeting online voting system can either log in to the trading system voting platform (through the trading terminal of the securities company designated for trading) to vote, or log in to the Internet voting platform (website: vote.sseinfo.com) to vote. When logging into the Internet voting platform to vote for the first time, investors need to complete shareholder identity authentication. For specific operations please
See the Internet voting platform website description.
(2) The number of electoral votes cast by shareholders exceeds the number of electoral votes they possess, or the number of votes cast by shareholders in the margin election exceeds the number of electoral votes they have.
If the number of candidates exceeds the number of candidates, their votes for the motion will be deemed to be invalid votes.
(3) The same voting right is voted repeatedly through on-site, online voting platform of the Exchange or other methods,
The results of the first vote shall prevail.
(4) For a shareholder holding multiple shareholder accounts, the number of exercisable voting rights is the total number of common shares of the same category and preference shares of the same variety held by all shareholder accounts under his or her name.
Shareholders holding multiple shareholder accounts who participate in online voting at the shareholders' meeting through the Exchange's online voting system can participate through any of their shareholder accounts. After the voting, it shall be deemed that all ordinary shares of the same category and preferred shares of the same variety under all shareholder accounts have voted with the same opinion.
If a shareholder holding multiple shareholder accounts votes repeatedly through multiple shareholder accounts, all
The voting opinions of the same class of ordinary shares and the same variety of preferred stocks under the shareholder account shall be expressed in the form of each class.
The results of the first vote for stocks of various types shall prevail.
(5) Shareholders must vote on all proposals before they can be submitted.
(6) The voting method for electing independent directors using the cumulative voting system, see Appendix 2 for details.
- Participants at the meeting
(1) Shareholders of the company who are registered in the Shanghai Branch of China Securities Depository and Clearing Co., Ltd. at the market close on the afternoon of the equity registration day have the right to attend the shareholders’ meeting (see the table below for details), and may entrust a proxy in writing to attend the meeting and participate in voting. The agent does not have to be a shareholder of the company.
Share Class Stock Code Stock Abbreviation Equity Registration Date
A shares 600276 Hengrui Pharmaceutical 2026/4/8
(2) Directors and senior managers of the company.
(3) Lawyers hired by the company.
(4) Other personnel
- Meeting registration method
Participating shareholders (including shareholder agents) need to provide the following documents when registering or reporting:
Legal person shareholders: If the legal representative of a legal person shareholder attends the meeting, he or she should hold a business license, personal ID card, and a valid certificate proving that he or she has the qualifications to be a legal representative; if an agent is appointed to attend the meeting, the agent should hold a business license, personal ID card, and a written power of attorney issued by the legal representative of the legal person shareholder unit in accordance with the law (see Appendix 1 for details).
Individual shareholders: If individual shareholders attend the meeting in person, they should hold their own ID cards or other valid documents that can identify themselves; if they entrust an agent to attend the meeting, the agent should also hold the agent's valid ID card and the shareholder's power of attorney (see Appendix 1 for details).
Margin financing and securities lending investors who attend the meeting should hold the business license of the securities company related to margin trading and securities lending, the securities account certificate and the power of attorney issued to the investor; if the investor is an individual, he should also hold his or her ID card or other valid documents that can show his or her identity; if the investor is a unit, he or she should also hold the business license of the unit, the ID card of the participant, and the power of attorney issued by the legal representative of the unit (see attachment 1 for details).
(2) Registration time: April 9, 2026, morning: 9:30-11:30, afternoon: 13:00-16:00
(3) Registration location: Jiangsu Hengrui Pharmaceutical Co., Ltd.
(4) Shareholders can register by email or letter (copies of relevant certificates are required). The email or letter will be subject to receipt by the company within the registration time. Please indicate the contact number on the email or letter.
phone.
- Other matters
(1) Shareholders or agents attending the meeting shall bear their own food, accommodation and transportation expenses.
(2) Contact information
Contact: Capital Markets and Securities Affairs Department
Contact number: 021-61053323
Email: [email protected]
Contact address: No. 1288 Haike Road, Pudong New District, Shanghai
Announcement is hereby made.
Board of Directors of Jiangsu Hengrui Pharmaceutical Co., Ltd.
March 25, 2026
Attachment 1: Power of attorney
Attachment 2: Description of voting methods for electing directors and independent directors using the cumulative voting system
Attachment 1: Power of attorney
Power of attorney
Jiangsu Hengrui Pharmaceutical Co., Ltd.:
I hereby authorize Mr. (Ms.) to represent this unit (or myself) to attend on April 16, 2026.
The company's 2025 Annual Shareholders' Meeting will be held on the same day, and the voting rights will be exercised on behalf of the company.
Number of common shares held by the client:
Number of preferred shares held by the client:
Client shareholder account number:
Serial No. Non-cumulative voting motion Name Agree, Oppose, Abstain 1 The Company’s 2025 Board of Directors Work Report
2 The company’s 2025 annual report
The company's profit distribution plan for 2025 and the proposal to submit to the shareholders' meeting 3 to authorize the board of directors to formulate an interim dividend plan for 2026
4 Proposal on Re-appointment of Accounting Firm
Proposal on the implementation of the remuneration of the company’s directors and senior managers in 2025
Proposal on Purchasing Liability Insurance for Directors and Senior Management
Proposal on requesting the shareholders' meeting to grant the board of directors a general mandate to issue additional shares of the company
Discussion on formulating and revising some corporate governance systems 8.00
case
8.01 Proposal on amending the "Rules of Procedure for the Shareholders' Meeting" 8.02 Proposal on amending the "Rules of Procedure for the Board of Directors" Proposal on formulating the "Remuneration Management for Directors and Senior Management 8.03"
Proposal on the Management System
Proposal on the remuneration plan for directors and senior managers
10.00 on the election of non-independent directors of the 10th Board of Directors
motion
10.01 Sun Piaoyang
10.02 Dai Hongbin
10.03 Feng Ji
10.04 Zhang Lianshan
10.05 Jiang Ningjun
10.06 Guo Congzhao
Serial Number Cumulative Voting Proposal Name Number of Votes 11.00 Proposal on the Election of Independent Directors of the 10th Board of Directors / 11.01 Lou Liguang
11.02 Zeng Qingsheng
11.03 Sun Jinyun
11.04 Zhou Ji'en
Signature (stamped) of the principal: Signature of the trustee:
Trustee’s ID number: Trustee’s ID number:
Commission date: year month day
Remarks:
The client should choose one of the "agree", "objection" or "abstain" intentions in the power of attorney and check "√".
If the principal does not give specific instructions in this power of attorney, the trustee has the right to make instructions according to his own wishes.
Decide.
Appendix 2: Explanation of voting methods for electing directors and independent directors using the cumulative voting system
The election of candidates for directors of the shareholders’ meeting and the election of independent director candidates are numbered as separate proposal groups. Investors should vote for each candidate under each proposal group.
The number of declared shares represents the number of electoral votes. For each proposal group, each share held by a shareholder shall have a total number of votes equal to the number of directors to be elected under that proposal group. If a shareholder holds 100 shares of a listed company, 10 directors should be elected at the shareholders' meeting, and there are 12 director candidates, then the shareholder has 1,000 votes for the board of directors election proposal group.
Shareholders shall vote within the limit of the number of electoral votes for each proposal group. Shareholders can vote according to their own wishes. They can either concentrate their votes on a certain candidate or vote on different candidates in any combination. After the voting ends, the votes for each motion will be cumulatively calculated.
Example:
A listed company convened a shareholders' meeting to re-elect the board of directors using a cumulative voting system. There were 5 directors to be elected, and there were 6 director candidates; 2 independent directors were to be elected, and there were 3 independent director candidates. Matters subject to voting are as follows:
cumulative voting motion
4.00 Number of votes cast on the resolution to elect directors
4.01 Example: Chen××
4.02 Example: Zhao ××
4.03 Example: Jiang ××
… …
4.06 Example: Song ××
5.00 Number of votes cast on the proposal to elect independent directors
5.01 Example: Zhang ××
5.02 Example: Wang××
5.03 Example: Yang ××
An investor holds 100 shares of the company at the close of the equity registration date. Using the cumulative voting system, he or she has 500 voting rights on motion 4.00 "Proposal on the election of directors" and 200 votes on motion 5.00 "Proposal on the election of independent directors".
The investor can vote as he or she wishes on Proposal 4.00, subject to a limit of 500 votes. He (she) is both
The 500 votes can be concentrated on one candidate, or distributed to any candidate in any combination.
As shown in the table:
Number of votes cast
Serial number motion name
Method 1, Method 2, Method 3... 4.00 Proposal on the election of directors - - - - 4.01 Example: Chen ×× 500 100 100
4.02 Example: Zhao×× 0 100 50
4.03 Example: Jiang ×× 0 100 200
… … … … … …
4.06 Example: Song ×× 0 100 50