Kelun Pharmaceutical: Announcement of Resolutions of the 10th Meeting of the 8th Board of Directors
Securities code: 002422 Securities abbreviation: Kelun Pharmaceutical Announcement number: 2025-086 Sichuan Kelun Pharmaceutical Co., Ltd.
Announcement of Resolutions of the 10th Meeting of the 8th Board of Directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
The notice of the 10th meeting of the eighth board of directors of Sichuan Kelun Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company" or "Kelun Pharmaceutical") was sent to all directors and senior managers by phone and email on December 19, 2025. The 10th meeting of the eighth board of directors was held by communication on December 23, 2025. 9 directors were supposed to attend the meeting, but 9 directors actually attended. The company's senior managers also attended the meeting. The meeting was held in compliance with the provisions of the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law") and other laws, administrative regulations, departmental rules, normative documents and the Articles of Association, and the resolutions made were legal and valid.
This meeting was chaired by Mr. Liu Gexin, the chairman of the company. The directors present reviewed and voted on the following proposals and formed the following resolutions:
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Estimating Daily Related Transactions between the Company and Shisidian Group in 2026" was reviewed and approved
For details, please refer to the company's "Announcement on the Estimated Daily Related Transactions between the Company and Shisidian Group in 2026" published on December 25, 2025 in the Securities Times, Shanghai Securities News, Securities Daily, China Securities Journal and the company's designated information disclosure website cninfo.com (www.cninfo.com.cn).
The proposal was reviewed and approved at a special meeting of independent directors before being submitted to the board of directors for review and obtained the consent of all independent directors of the company.
- With related directors Liu Gexin and Liu Sichuan abstaining from voting, the "Proposal on Estimating the Company's Partial Daily Related Transactions in 2026" was reviewed and approved with 7 votes in favor, 0 votes against, and 0 abstentions.
For details, please refer to the company’s “Announcement on Estimating Some Daily Related Transactions of the Company in 2026” published on December 25, 2025 in Securities Times, Shanghai Securities News, Securities Daily, China Securities Journal and the company’s designated information disclosure website, cninfo.com (www.cninfo.com.cn).
The proposal was reviewed and approved at a special meeting of independent directors before being submitted to the board of directors for review and obtained the consent of all independent directors of the company.
- The "Proposal on Amending the Financial Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In order to adapt to the needs of the development of the market economy, standardize the company's accounting confirmation, measurement and reporting behavior, ensure the quality of accounting information, make the company's accounting work follow rules and laws, and handle accounting matters fairly to improve the company's economic benefits and safeguard shareholders' rights and interests, the company has made corresponding modifications to the "Financial Management System" in accordance with the "Accounting Law of the People's Republic of China", "General Principles of Corporate Finance", "Basic Accounting Standards", "Business Accounting Standards - Basic Standards" and other relevant laws, regulations and normative documents, combined with the "Articles of Association" and the actual situation of the company.
For details, please refer to the company's "Financial Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on December 25, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Developing the Remuneration Management System for Directors and Senior Management Personnel” was reviewed and approved
In order to further improve the company's governance structure, establish a reasonable and effective corporate incentive and restraint mechanism, and improve operating and management efficiency, the "Remuneration Management System for Directors and Senior Managers" is formulated in accordance with the "Company Law", "Listed Company Governance Code", "Guidelines on the Articles of Association of Listed Companies", "Shenzhen Stock Exchange Stock Listing Rules" and other relevant laws, administrative regulations, departmental rules, normative documents and the "Articles of Association" and in combination with the actual situation of the company.
For details, please refer to the company’s “Remuneration Management System for Directors and Senior Management” published on the company’s designated information disclosure website, cninfo.com (www.cninfo.com.cn) on December 25, 2025.
This proposal still needs to be submitted to the company's shareholders' meeting for review.
Documents available for inspection:
The resolution of the tenth meeting of the eighth session of the board of directors of the company signed and confirmed by the company's directors.
Documents proving that the special committee of the board of directors has reviewed and approved by more than half of the independent directors.
Announcement is hereby made.
Board of Directors of Sichuan Kelun Pharmaceutical Co., Ltd.
December 25, 2025