Jingxin Pharmaceutical: Announcement of Resolutions of the Fourth Meeting of the Company’s Ninth Board of Directors
Securities code: 002020 Securities abbreviation: Jingxin Pharmaceutical Announcement number: 2026017
Zhejiang Jingxin Pharmaceutical Co., Ltd.
Announcement of Resolutions of the Fourth Meeting of the Ninth Board of Directors
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and that there are no false records, misleading statements or major omissions.
The notice of the fourth meeting of the ninth board of directors of Zhejiang Jingxin Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") was issued by email on April 10, 2026, and the meeting was held on April 22, 2026 in the conference room on the first floor of the Administration Building. Nine directors should be present at the meeting, but 7 actually attended. Director Mr. Wang Nengneng entrusted director Mr. Hong Yunfei to attend on his behalf. Independent director Ms. Lei Ying entrusted independent director Ms. Xu Pan to attend on his behalf. The company's senior managers attended the meeting as non-voting delegates, which complied with the relevant provisions of the Company Law and the Articles of Association. The meeting was chaired by Chairman Mr. Lu Gang, and the following resolutions were formed after voting:
The "Company's 2025 President Work Report" was reviewed and approved with 9 votes in favor, 0 votes against and 0 abstentions.
With 9 votes in favor, 0 votes against and 0 abstentions, the "Company's 2025 Board of Directors Work Report" was reviewed and approved. The proposal still needs to be submitted to the company's 2025 shareholders' meeting for review. For specific content, please refer to the relevant contents of "Section 3, Management Discussion and Analysis" and "Section 4, Corporate Governance, Environment and Society" of the company's "2025 Annual Report" published on the cninfo website http://www.cninfo.com.cn.
The company's independent directors Lei Ying, Xu Pan, Huang Tao and Zhang Daliang (who have resigned after their term of office expired) submitted an independent director's performance report to the board of directors and will take office at the company's 2025 annual shareholders' meeting.
With 9 votes in favor, 0 votes against and 0 abstentions, the "Company's 2025 Annual Report and Summary" was reviewed and approved. The proposal still needs to be submitted to the company's 2025 annual shareholders' meeting for review. For the full text of the annual report, please see the Juchao Information Network http://www.cninfo.com.cn; for the summary of the annual report, please see the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026016).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Company's 2025 Financial Final Account Report" was reviewed and approved. The proposal still needs to be submitted to the company's 2025 annual shareholders' meeting for review.
In 2025, the company's total operating income was 4.069 billion yuan, a year-on-year decrease of 2.14%; the net profit attributable to shareholders of listed companies was 758 million yuan, a year-on-year increase of 6.46%; the net profit attributable to shareholders of listed companies after deducting non-recurring gains and losses was 712 million yuan, a year-on-year increase of 10.06%, and profitability has improved.
With 9 votes in favor, 0 votes against and 0 abstentions, the "Company's 2025 Profit Distribution Plan" was reviewed and approved. The company's 2025 profit distribution plan is: the company's total share capital of 861,029,140 shares as of December 31, 2025, after deducting 40,147,895 shares in the company's special securities account for repurchase. Based on 820,881,245 shares, a cash dividend of RMB 3.50 (tax included) will be distributed to all shareholders for every 10 shares. No bonus shares will be issued, and no capital reserve will be converted into share capital. A total of RMB 287,308,435.75 in cash dividends (tax included) was distributed, and the company’s remaining undistributed profits were carried forward to the next year. (Note: According to the provisions of the Company Law, listed companies do not have the right to participate in profit distribution and conversion of capital reserve funds into share capital by repurchasing the company's shares held in special accounts.) The proposal still needs to be submitted to the company's 2025 annual shareholders' meeting for review. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026018).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Renewal of the Audit Institution for 2026" was reviewed and approved, and it was agreed to renew the appointment of Shu Lun Pan Certified Public Accountants (Special General Partnership) as the company's 2026 annual financial report and internal control auditor. The proposal still needs to be submitted to the company’s 2025 annual shareholders’ meeting for review. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the cninfo website http://www.cninfo.com.cn (announcement number: 2026019).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Providing Guarantees to Wholly-Owned Subsidiaries" was reviewed and approved, and it was agreed to provide loan guarantees for subordinate wholly-owned subsidiaries with a total amount of no more than RMB 300 million. The proposal still needs to be submitted to the company’s 2025 annual shareholders’ meeting for review. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026020).
With 7 votes in favor, 0 votes against and 0 abstentions, the "Proposal on the Estimation of Daily Related Transactions in 2026" was reviewed and approved, and it was agreed that the total amount of daily related transactions between the company and related parties in 2026, such as purchasing and selling goods, leasing houses and receiving labor services, should not exceed 166 million yuan. Related directors Mr. Lu Gang and Ms. Lu Jiaqi have abstained from voting during the review. This matter has been reviewed and approved by the first special meeting of independent directors in 2026. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026021).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on the Use of Idle Own Funds for Entrusted Financial Management" was reviewed and approved, agreeing that the company and its holding subsidiaries will use no more than RMB 1,000,000,000 of idle own funds for entrusted financial management, with a period of use not exceeding one year. Within the above quota, the funds can be used on a rolling basis. 具体内容详见公司在《证券时报》、《中国证券报》和巨潮资讯网 http://www.cninfo.com.cn 上刊登的公告（公告编号：2026022）。
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Carrying out Foreign Exchange Hedging Business" was reviewed and approved, agreeing that the company and its holding subsidiaries can carry out foreign exchange hedging business with self-owned funds not exceeding 300 million yuan or equivalent foreign currency, with a period of use not exceeding one year. Within the above quota, funds can be used on a rolling basis. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the cninfo website http://www.cninfo.com.cn (announcement number: 2026023).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Special Report on the Deposit, Management and Use of Raised Funds in 2025" was reviewed and approved. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026024).
With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Closing the Raised Investment Project and Using the Surplus Raised Funds to Permanently Replenish Working Capital" was reviewed and approved. This motion still needs to be submitted to the company's 2025 annual shareholders' meeting for review. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the Juchao Information Network http://www.cninfo.com.cn (announcement number: 2026025).
The "Company's 2025 Internal Control Self-Evaluation Report" was reviewed and approved with 9 votes in favor, 0 votes against and 0 abstentions. For details, please refer to the company's announcement on the cninfo website http://www.cninfo.com.cn.
The "Company's 2025 Environmental, Social and Governance (ESG) Report" was reviewed and approved with 9 votes in favor, 0 votes against and 0 abstentions. For details, please refer to the company’s announcement on the cninfo website http://www.cninfo.com.cn.
With 6 votes in favor, 0 votes against and 0 abstentions, the "Special Report of the Board of Directors on the Self-examination of the Independence of Independent Directors" was reviewed and approved. Independent directors Lei Ying, Xu Pan and Huang Tao have abstained from voting. For details, please refer to the company’s announcement on the Juchao Information Network http://www.cninfo.com.cn.
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Establishing a New Corporate Governance System" was reviewed and approved item by item.
In accordance with the latest provisions of laws, regulations and normative documents such as the "Code of Corporate Governance for Listed Companies" and in combination with the company's own actual situation, the company has newly formulated the "Remuneration and Performance Appraisal Management System for Directors and Senior Management Personnel", the "Conflict of Interest Management System (Draft)", and the "Internal Control and Risk Management System" to improve the company's own rules and regulations. 其中，《董事、高级管理人员薪酬与绩效考核管理制度》尚需提交 2025 年度股东会审议。 The "Conflict of Interest Management System (Draft)" will take effect and be implemented on the date when the overseas listed shares (H shares) issued by the company are listed on the Hong Kong Stock Exchange. For details, please refer to the company’s announcements published on the Securities Times, China Securities Journal and the Cninfo website http://www.cninfo.com.cn.
The "Proposal on the Remuneration Confirmation of Directors and Senior Management in 2025 and the Remuneration Plan for 2026" was reviewed. Since all directors are related parties to this proposal and have abstained from voting, this proposal will be directly submitted to the 2025 shareholders' meeting for review. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the cninfo website http://www.cninfo.com.cn (announcement number: 2026026).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Company's First Quarterly Report for 2026" was reviewed and approved. For the full text of the report, please refer to the company’s announcement published on the Securities Times, China Securities Journal and http://www.cninfo.com.cn (announcement number: 2026027).
With 9 votes in favor, 0 votes against and 0 abstentions, the "Proposal on Convening the Company's 2025 Annual Shareholders' Meeting" was reviewed and approved. The company is scheduled to hold the 2025 Annual Shareholders' Meeting on May 15, 2026. For details, please refer to the company’s announcement published on the Securities Times, China Securities Journal and the cninfo website http://www.cninfo.com.cn (announcement number: 2026028). Announcement is hereby made.
Board of Directors of Zhejiang Jingxin Pharmaceutical Co., Ltd.
April 24, 2026