Watson Pharmaceuticals: Announcement of Resolutions of the Sixth Meeting of the Fourth Board of Directors
Securities code: 002907 Securities abbreviation: Watson Pharmaceuticals Announcement number: 2026-025
Chongqing Huasen Pharmaceutical Co., Ltd.
Announcement of Resolutions of the Sixth Meeting of the Fourth 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
(1) The notice of the sixth meeting of the fourth board of directors of Chongqing Huasen Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company" or "Huasen Pharmaceutical") (hereinafter referred to as the "meeting") was issued in writing and by telephone to all directors on April 13, 2026.
(2) This meeting will be held at 10:00 am on April 23, 2026 in the company’s conference room on the third floor (No. 89, Middle Section of Huangshan Avenue, Liangjiang New District, Chongqing) by means of on-site combined with communication voting.
(3) Nine directors should be present at this meeting, and 9 directors actually attended and voted. Among them: Directors You Hongtao, You Xuedan, Yuanyi You, Shen Hao, Xu Kaiyu, Du Shouying, Qin Shaorong and Liang Yongmei attended the on-site meeting to vote; Director Liang Yan attended the meeting through communication voting. All senior managers of the company attended the meeting.
(4) Mr. You Hongtao, chairman of the company, presided over the meeting.
(5) The notification, convening and holding of this meeting complied with the relevant provisions of the "Company Law of the People's Republic of China" and other laws, administrative regulations, departmental rules, normative documents and the "Articles of Association of Chongqing Huasen Pharmaceutical Co., Ltd."
2. Review status of board of directors meeting
(1) Voting results for reviewing and approving the “Proposal on the Full Text and Summary of the Company’s 2025 Annual Report”: 9 votes in favor, 0 votes against, and 0 abstentions
Voting result: passed
The members of the board of directors carefully reviewed the full text and summary of the company's "2025 Annual Report" and unanimously agreed that: the full text and summary of the company's "2025 Annual Report" comply with laws, administrative regulations, the relevant provisions of the China Securities Regulatory Commission and the Shenzhen Stock Exchange. The content is true, accurate and complete, and do not contain any false records, misleading statements or major omissions. They agree with the relevant contents of the full text and summary of the "2025 Annual Report".
This proposal has been reviewed and approved at the fifth meeting of the Audit Committee of the fourth session of the Board of Directors.
For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(2) Consideration and approval of the “Proposal on the Company’s 2025 Board of Directors Work Report”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The board of directors believes that the "2025 Board of Directors Work Report" objectively reflects the work of the board of directors in 2025, and agrees to submit the "2025 Board of Directors Work Report" to the 2025 annual shareholders' meeting for review. The current independent directors, Ms. Du Shouying and Ms. Qin Shaorong, respectively submitted the "2025 Independent Directors' Work Report" to the board of directors and will take office at the company's 2025 annual shareholders' meeting.
This proposal still needs to be submitted to the 2025 annual shareholders' meeting for review. For details, please refer to the relevant announcement disclosed by the company on the cninfo website (www.cninfo.com.cn) on the same day.
(3) Consideration and approval of the “Proposal on the Company’s 2025 General Manager Work Report”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The directors attending the meeting carefully listened to the "2025 General Manager Work Report" made by the company's general manager, and believed that the report truly and objectively reflected the company's work and achievements in 2025 in implementing the resolutions of the shareholders' meeting and the board of directors, managing production and operations, and executing the company's various systems. Board members unanimously approved the report.
(4) Consideration and approval of the "Evaluation Opinions on the Independence of the Company's Independent Directors"
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
After deliberation, the board members unanimously believed that the current independent directors, Ms. Du Shouying, Ms. Qin Shaorong, and Ms. Liang Yongmei, met the requirements for independence as independent directors. Board members unanimously agreed with the assessment.
For details of the "Evaluation Opinions on the Independence of the Company's Independent Directors", please see the Juchao Information Network (www.cninfo.com.cn).
(5) Consideration and approval of the “Audit Committee’s Report on the Accounting Firm’s Performance Evaluation and Supervision Responsibilities in 2025”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The board of directors unanimously believes that the company's audit committee strictly abides by the relevant regulations of the China Securities Regulatory Commission, the Shenzhen Stock Exchange, the "Articles of Association", the "Working Rules of the Audit Committee of the Board of Directors" and other relevant regulations, gives full play to the role of the audit committee, reviewed the relevant qualifications and professional capabilities of the accounting firm, conducted full discussions and communication with the accounting firm during the annual report audit, urged the accounting firm to issue audit reports in a timely, accurate, objective and fair manner, and effectively performed the audit committee's supervisory responsibilities over the accounting firm. It agreed with the "Audit Committee on Accounting Firms 2025" Annual Performance Evaluation and Supervisory Responsibilities Fulfillment Report”.
This proposal has been reviewed and approved at the fourth meeting of the Audit Committee of the fourth session of the Board of Directors.
The Audit Committee of the Board of Directors reviewed and issued the "Audit Committee's Report on the Accounting Firm's Duty Performance Evaluation and Supervision Responsibilities in 2025". For details, please refer to the relevant content disclosed by the company on the cninfo website (www.cninfo.com.cn) on the same day.
(6) Consideration and approval of the “Proposal on the Company’s Profit Distribution Plan for 2025”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The company's profit distribution plan for 2025 is as follows: The company plans to distribute a cash of RMB 0.40 (tax included) to all shareholders for every 10 shares based on the total share capital on the equity registration date when the distribution plan is implemented in the future, without converting it into share capital and giving out bonus shares. The remaining undistributed profits are carried forward and distributed in subsequent years.
After deliberation, the company’s board of directors believes that the company’s 2025 On the premise of ensuring the company's normal operation and long-term development, the annual profit distribution plan takes into account the immediate and long-term interests of shareholders, fully considers the interests and reasonable demands of investors, matches the company's operating performance and future development, is in line with the company's development plan, and complies with the "Regulatory Guidelines for Listed Companies No. 3 - Cash Dividends by Listed Companies", the Articles of Association and other relevant provisions. The relevant plans are in line with the company's determined profit distribution policy, profit distribution plan, long-term shareholder return plan and related commitments. The board of directors unanimously approved the "Proposal on the Company's 2025 Profit Distribution Plan" and agreed to submit it to the 2025 annual shareholders' meeting for review.
This proposal has been reviewed and approved at the fifth meeting of the Audit Committee of the fourth session of the Board of Directors.
This proposal still needs to be submitted to the 2025 Annual Shareholders Meeting for review. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(7) Voting results for reviewing and approving the “Proposal on the Company’s 2025 Internal Control Self-Evaluation Report”: 9 votes in favor, 0 votes against, and 0 abstentions
Voting result: passed
After deliberation, the board of directors unanimously believes that the company will operate in strict accordance with the relevant provisions of the Securities Law of the People's Republic of China, the Company Law of the People's Republic of China, the Articles of Association and other relevant laws, regulations and normative documents in 2025, and that the internal control system is relatively complete, and agrees with the relevant contents of the "2025 Internal Control Self-Evaluation Report".
This proposal has been reviewed and approved at the fourth meeting of the Audit Committee of the fourth session of the Board of Directors.
For details, please refer to the relevant content disclosed by the company on the cninfo website (www.cninfo.com.cn) on the same day.
(8) Consideration and adoption of the "Proposal on the Use of Own Funds for Cash Management"
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The board of directors believes that the company's use of idle self-owned funds for cash management will help improve the efficiency and profitability of the company's own funds without affecting normal operations and capital security. The investment will not affect the company's normal production and operations and is in the interests of the company and all shareholders. There will be no harm to the interests of the company's shareholders, especially small and medium-sized shareholders, and the relevant procedures comply with relevant laws and regulations. The board of directors agrees that the company will use a quota of no more than RMB 500 million of idle self-owned funds for cash management. This quota can be used on a rolling basis within 12 months starting from April 23, 2026. The transaction amount at any point in this period (including the relevant amount of reinvestment of investment income) should not exceed RMB 500 million.
For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(9) Voting results for reviewing the "Proposal on the Remuneration Plan for Directors and Senior Management of the Company for 2026": 0 votes in favor, 0 votes against, 0 abstentions, 9 votes to avoid
The associated directors refrained from voting due to their own interests, and this proposal was directly submitted to the 2025 Annual Shareholders Meeting for review.
This proposal has been reviewed and approved by the 2025 Annual Meeting of the Remuneration and Assessment Committee of the Fourth Board of Directors.
This proposal still needs to be submitted to the 2025 Annual Shareholders Meeting for review. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(10) Consideration and approval of the "Proposal on Applying for Comprehensive Credit Lines from Banks"
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
After deliberation, members of the board of directors unanimously agreed that in order to better protect the company's daily production operations and business development, the board of directors unanimously agreed that the company should apply to the bank for a comprehensive credit limit of no more than 300 million yuan. The final credit limit is subject to the actual approval limit of the bank. The credit period is from April 23, 2026 to the expiry date of the relevant bank's credit approval. The board of directors authorizes the chairman or his authorized representative to independently select specific cooperative banks within this quota and sign relevant agreements.
For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(11) Voting results for reviewing and approving the “Proposal on Authorizing the Board of Directors to Handle Matters Related to Small-amount Rapid Financing”: 9 votes in favor, 0 votes against, and 0 abstentions
Voting result: passed
In accordance with relevant regulations such as the "Registration and Management Measures for the Securities Issuance of Listed Companies", the "Shenzhen Stock Exchange Listed Companies' Securities Issuance and Listing Review Rules", "Shenzhen Stock Exchange Listed Companies' Securities Issuance and Underwriting Business Implementation Rules" and other relevant regulations, the board of directors requested the shareholders' meeting to authorize the board of directors to decide to issue stocks with a total financing amount of no more than RMB 300 million and no more than 20% of the net assets at the end of the most recent year to specific objects. The authorization period is from the date of review and approval by the 2025 annual shareholders' meeting to the date of the 2026 annual shareholders' meeting.
This proposal still needs to be submitted to the 2025 Annual Shareholders Meeting for review. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(12) Voting results for reviewing and approving the “Proposal on Authorizing the Board of Directors to Formulate the Interim Dividend Plan for 2026”: 9 votes in favor, 0 votes against, and 0 abstentions
Voting result: passed
In accordance with the "Company Law of the People's Republic of China", "Listed Company Supervision Guidelines No. 3 - Cash Dividends of Listed Companies", "Shenzhen Stock Exchange Listed Companies Self-Regulatory Guidelines No. 1 - Standardized Operations of Main Board Listed Companies" and other relevant laws and regulations, normative documents and the "Articles of Association", in order to further increase the frequency of dividends and enhance the level of investor returns, and in light of the company's actual situation, the company's board of directors requested the shareholders' meeting to authorize the board of directors to formulate and implement the company's 2026 within the scope of authorization. The mid-year dividend plan, the specific arrangements are as follows: 1. Prerequisites for mid-term dividends
(1) The company’s current profit and accumulated undistributed profits are positive;
(2) The company’s cash flow can meet the needs of normal operations and sustainable development.
- Time for mid-term dividends
Later in 2026.
- Upper limit of interim dividend amount
Based on the total share capital at that time, the total amount of cash dividends distributed shall not exceed the net profit attributable to shareholders of the listed company during the corresponding period.
- Authorization of interim dividends
In order to simplify the interim dividend procedure, the board of directors intends to submit the authorization to the shareholders' meeting for approval, and formulate and implement the 2026 interim dividend plan based on the situation at that time, provided that the above prerequisites and the upper limit of the amount are met. The authorization period shall be from the date of review and approval by the 2025 annual shareholders' meeting to the date of the 2026 annual shareholders' meeting.
This proposal still needs to be submitted to the 2025 Annual Shareholders Meeting for review. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(13) Consideration and approval of the “Proposal on the Company’s Re-appointment of the Accounting Firm for 2026”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The Audit Committee of the company's board of directors reviewed and evaluated the completion of the 2025 audit work and the quality of practice by Dahua Accounting Firm (Special General Partnership) (hereinafter referred to as "Dahua Accounting Firm"), and recommended that it be re-appointed as the company's 2026 financial audit and internal control audit agency.
The board of directors unanimously believes that Dahua Accounting Firm has securities qualifications and experience in providing audit services for listed companies, and can meet the company's annual report audit and internal control audit requirements. In order to maintain the continuity and stability of the company's audit work, it is agreed to continue to appoint Dahua Accounting Firm as the company's financial audit and internal control audit agency for 2026 for a period of one year. After review and approval at the company's 2025 annual shareholders' meeting, the company's chairman and his authorized representative are authorized to sign the audit agreement. The audit fee is 900,000 yuan (excluding tax). The board of directors agreed to submit the proposal to the 2025 annual shareholders' meeting for consideration.
This proposal has been reviewed and approved at the fifth meeting of the Audit Committee of the fourth session of the Board of Directors.
This proposal still needs to be submitted to the 2025 Annual Shareholders Meeting for review. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(14) Consider and approve the “Proposal on Developing the Remuneration Management System for Directors and Senior Management”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
The board of directors believes that the formulation of the "Remuneration Management System for Directors and Senior Managers" will help improve the salary management of the company's directors and senior managers, establish a scientific and effective incentive and restraint mechanism, and effectively mobilize the enthusiasm of directors and senior managers to ensure the realization of the company's development strategic goals. The board of directors agrees that the company will formulate the "Remuneration Management System for Directors and Senior Management Personnel" in accordance with the provisions of the Company Law, Securities Law, Code of Governance of Listed Companies, Articles of Association and other relevant laws and regulations, and in light of the actual situation of the company. This proposal has been reviewed and approved by the 2025 Annual Meeting of the Remuneration and Assessment Committee of the Fourth Board of Directors.
The "Remuneration Management System for Directors and Senior Management Personnel" formulated by the company can be found on the Juchao Information Network (www.cninfo.com.cn) for details.
(15) Deliberating and adopting the "Proposal on the Progress of the Action Plan for Double Improvement of Quality and Return"
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
(16) Consideration and approval of the “Proposal on Convening the 2025 Annual Shareholders’ Meeting”
Voting results: 9 votes in favor, 0 votes against, 0 abstentions
Voting result: passed
After deliberation, board members unanimously agreed to convene the 2025 annual shareholders' meeting on May 15, 2026. For details, please refer to the relevant announcements disclosed by the company in China Securities Journal, Shanghai Securities News, Securities Daily, Securities Times and Juchao Information Network (www.cninfo.com.cn) on the same day.
3. Documents for reference
(1) Resolution of the sixth meeting of the fourth board of directors;
(2) Resolution of the fourth meeting of the Audit Committee of the fourth board of directors;
(3) Resolution of the fifth meeting of the Audit Committee of the fourth board of directors;
(4) Resolution of the 2025 Annual Meeting of the Remuneration and Assessment Committee of the Fourth Board of Directors.
Announcement hereby
Board of Directors of Chongqing Huasen Pharmaceutical Co., Ltd.
April 23, 2026