Livzon Group: Announcement of Resolutions of the 29th Meeting of the 11th Board of Directors
Securities code: 000513, 01513 Securities abbreviation: Livzon Group, Livzon Pharmaceutical Announcement number: 2025-074
Livzon Pharmaceutical Group Co., Ltd.
Announcement of Resolutions of the 29th Meeting of the 11th Board of Directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete and contains no false records, misleading statements or major omissions.
1. Convening of board of directors meetings
The 29th meeting of the 11th Board of Directors of Livzon Pharmaceutical Group Co., Ltd. (hereinafter referred to as the "Company") was held by correspondence voting on December 5, 2025. The meeting notice was sent by email on November 30, 2025. 11 directors should attend this meeting, and 11 directors actually participated. The convening of this meeting complied with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the Articles of Association.
2. Review status of board of directors meeting
After careful deliberation by the directors present at the meeting, the following resolutions were made:
Considered and approved the "Proposal on Adjusting the Forecast of Continuing Connected Transactions between the Company and Livzon MAB in 2025"
After careful deliberation by the non-related directors present at the meeting, it was unanimously agreed to adjust the estimated amount of continuing connected transactions with its holding subsidiary Zhuhai Livzon Mab Biotechnology Co., Ltd. (hereinafter referred to as "Lizhu Mab") in 2025, including the provision of water and electricity and other energy, the provision of labor services, and the leasing of assets, based on the actual development of the company's business. The adjusted amount is RMB 166 million, and the new amount is RMB 37.6 million. Among them, the estimated amount of providing energy services such as water and electricity is adjusted from the original RMB 11.8 million to RMB 16 million; the estimated amount of providing other labor services is adjusted from the original RMB 11.6 million to RMB 45 million; the estimated amount of purchasing goods and leasing assets remains unchanged. Regarding the aforementioned new connected transactions, the company and Livzon MAB signed a supplementary agreement to the continuing connected transaction framework agreement.
According to the provisions of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, this proposal involves connected transactions. Because Joincare Pharmaceutical Group Co., Ltd. (hereinafter referred to as "Joint Care") indirectly holds the equity ratio of Livzonumab is 22.58%. Mr. Zhu Baoguo is the chairman of Joincare, Mr. Lin Nanqi and Mr. Qiu Qingfeng are directors of Joincare, and Mr. Tang Yanggang is the director of Zhuhai Livzon Biomedical Technology Co., Ltd., the direct controlling shareholder of Livzon MAb. When reviewing this proposal, the related directors Mr. Zhu Baoguo, Mr. Tang Yanggang, Mr. Lin Nanqi and Mr. Qiu Qingfeng abstained from voting.
This proposal has been reviewed and approved at a special meeting of the company's independent directors, and has been approved by all independent directors of the company. For details, please refer to the relevant announcements disclosed by the company on the Hong Kong Stock Exchange's Easy Disclosure website (www.hkexnews.hk) and Cninfo.com (www.cninfo.com.cn) on the same day.
Voting results: 7 votes in favor, 0 votes against, and 0 abstentions.
3. Documents for reference
(1) Resolution of the 29th meeting of the 11th board of directors of the company;
(2) Special meeting resolutions of the company's independent directors on matters considered at the 29th meeting of the company's 11th board of directors.
Announcement is hereby made.
Board of Directors of Livzon Pharmaceutical Group Co., Ltd.
December 6, 2025