/Yongan Pharmaceutical: Securities Investment, Futures and Derivatives Transaction Management System (September 2025)
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Yongan Pharmaceutical: Securities Investment, Futures and Derivatives Transaction Management System (September 2025)

Shenzhen Stock Exchange
2025/09/25

Qianjiang Yongan Pharmaceutical Co., Ltd.

Securities investment, futures and derivatives trading management system

Chapter 1 General Principles

Article 1 In order to regulate the securities investment, futures and derivatives transactions and related information disclosure activities of Qianjiang Yongan Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company"), prevent investment risks, strengthen risk control, and protect the rights and interests of investors and the company's interests, in accordance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", and "Shenzhen Stock Exchange Stock Listing Rules" ", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 7 - Transactions and Related Transactions" and other relevant laws and regulations and the "Articles of Association of Qianjiang Yongan Pharmaceutical Co., Ltd." (hereinafter referred to as the "Articles of Association"), this system is specially formulated.

Article 2 Securities investment as referred to in this system includes allotment or subscription of new shares, securities repurchase, investment in stocks and depositary receipts, investment in bonds, and other investment activities recognized by the Shenzhen Stock Exchange.

Futures trading as mentioned in this system refers to trading activities with futures contracts or standardized options contracts as the trading subject matter. Derivatives trading as mentioned in this system refers to trading activities other than futures trading, with swap contracts, forward contracts, non-standardized option contracts and their combinations as trading objects. The underlying assets of futures and derivatives can be securities, indices, interest rates, exchange rates, currencies, commodities, etc., or a combination of the above. The following situations do not apply to the scope of securities investment, futures and derivatives transactions under this system:

(1) Securities investment, futures and derivatives trading as the main business of the company or its controlled subsidiaries;

(2) Fixed-income investments or investment activities that promise to guarantee capital;

(3) Participate in the rights issue of other listed companies or exercise preemptive subscription rights;

(4) The purchase of shares of other listed companies exceeds 10% of the total share capital, and the securities investment is intended to be held for more than three years;

(5) Investments made before the company’s initial public offering of stocks and listing.

Article 3 Principles of Securities Investment, Futures and Derivatives Trading

(1) The company’s securities investments, futures and derivatives transactions should comply with national laws, regulations, normative documents and other relevant provisions;

(2) The company’s securities investment, futures and derivatives transactions should prevent investment risks, strengthen risk control, and reasonably evaluate benefits;

(3) The company's securities investment, futures and derivatives transactions must be compatible with the asset structure, be of appropriate scale, and within its capabilities, and must not affect the normal operation of its main business.

Article 4 The source of funds for the company’s securities investment, futures and derivatives transactions shall be the company’s own funds. Companies should strictly control the scale of funds for securities investment, futures and derivatives transactions, and shall not use raised funds to directly or indirectly conduct securities investment, futures and derivatives transactions.

The company engages in hedging business, which refers to the activities of managing futures and derivatives transactions that are basically consistent with the above risks in order to manage specific risks such as foreign exchange risk, price risk, interest rate risk, and credit risk. The types of futures and derivatives that a company engages in hedging business should be limited to products, raw materials, foreign exchange, etc. related to the company's production and operations, and in principle, the type, scale, and duration of futures and derivatives should be controlled to match the risk exposures that need to be managed. The futures and derivatives used for hedging and the relevant risk exposures to be managed should have an economic relationship of mutual risk hedging, so that the values ​​of the relevant futures and derivatives and the relevant risk exposures will change in opposite directions due to facing the same risk factors.

Article 5 A company shall set up securities accounts and capital accounts in its own name for securities investment, futures and derivatives transactions, and shall not use other people's accounts or provide funds to others for securities investment, futures and derivatives transactions.

Article 6 This system applies to securities investments, futures and derivatives transactions of the company and its holding subsidiaries.

Without the consent of the company, holding subsidiaries are not allowed to conduct securities investments, futures and derivatives transactions. If the company participates in securities investments, futures and derivatives transactions in companies that have a greater impact on the company's performance, it shall perform information disclosure obligations in accordance with the relevant provisions of this system.

Chapter 2 Decision-making authority for securities investment, futures and derivatives trading

Article 7 Specific approval authority for securities investment

(1) If the company's total securities investment accounts for more than 10% of the company's latest audited net assets and the absolute amount exceeds 10 million yuan, it must be reviewed and approved by the board of directors before investment and information disclosure obligations must be fulfilled in a timely manner.

(2) If the company's total securities investment accounts for more than 50% of the company's latest audited net assets and the absolute amount exceeds 50 million yuan, or if it should be submitted to the shareholders' meeting for review according to the company's articles of association, the company should not only disclose it in a timely manner before investing, but also submit it to the shareholders' meeting for review.

(3) If a company is unable to fulfill review procedures and disclosure obligations for each securities investment due to transaction frequency, timeliness requirements, etc., it can make reasonable estimates of the scope, quota, and duration of securities investments in the next twelve months, and apply the relevant provisions on review procedures and information disclosure obligations based on the amount of the quota.

The use period of the relevant quota should not exceed 12 months, and the transaction amount at any point during the period (including the relevant amount reinvested in the income from the aforementioned investment) should not exceed the securities investment quota.

(4) If a company makes securities investment with a related party, the securities investment amount shall also be used as the calculation standard, and the relevant provisions of the "Shenzhen Stock Exchange Stock Listing Rules" for related transactions shall apply.

Article 8 Specific Approval Authority for Futures and Derivatives Transactions

(1) When a company engages in futures and derivatives trading, it shall provide a feasibility analysis report, submit it to the board of directors for review and promptly perform its information disclosure obligations.

(2) If futures and derivatives transactions fall into any of the following circumstances, they shall be submitted to the shareholders’ meeting for review after being reviewed and approved by the board of directors:

(1) The upper limit of the transaction margin and royalties expected to be used (including the value of the collateral provided for the transaction, the credit limit of the financial institution expected to be occupied, the margin reserved for emergency measures, etc., the same below) accounts for more than 50% of the company's latest audited net profit, and the absolute amount exceeds RMB 5 million;

(2) The highest contract value held on any trading day is expected to account for more than 50% of the company's latest audited net assets, and the absolute amount exceeds RMB 50 million;

(3) The company engages in futures and derivatives transactions not for the purpose of hedging.

If a company is unable to perform review procedures and disclosure obligations for each futures and derivatives transaction due to transaction frequency and timeliness requirements, it may reasonably estimate and review the scope, amount, and duration of futures and derivatives transactions in the next twelve months. The usage period of the relevant quota should not exceed 12 months, and the transaction amount at any point during the period (including the relevant amount of re-trading with the proceeds of the aforementioned transactions) should not exceed the reviewed quota.

Chapter 3 Responsible Departments and Responsible Persons for Securities Investment, Futures and Derivatives Trading

Article 9 The chairman of the company is the first person responsible for the management of securities investment, futures and derivatives transactions, and signs agreements and contracts related to securities investment, futures and derivatives transactions within the scope of authorization of the board of directors or shareholders' meeting. The chairman of the company shall designate a person or the company's relevant investment department to be responsible for the operation and management of securities investment, futures and derivatives trading projects based on the types of securities investment, futures and derivatives transactions. After the securities investment, futures and derivatives trading projects are approved and implemented, the relevant responsible persons of the company should report the investment profits and losses to the chairman of the board within 10 days after the end of each month.

Article 10 The audit committee of the company's board of directors shall review the necessity, feasibility and risk control of futures and derivatives transactions, and may hire a professional agency to issue a feasibility analysis report when necessary. The audit committee of the board of directors should strengthen the evaluation and supervision of risk control policies and procedures related to futures and derivatives transactions, promptly identify relevant internal control deficiencies and take remedial measures.

Article 11 The company's financial department is responsible for the raising, allocation and use management of funds required for securities investment, futures and derivatives transactions; responsible for accounting for relevant projects, and inspecting and supervising their legality and authenticity to prevent the loss of company assets; responsible for the management of margins for relevant projects; responsible for timely accounting processing and archiving of relevant files for securities investment, futures and derivatives transactions.

Article 12 The company’s audit department is responsible for reviewing the approval status, actual operations, product delivery status and profit and loss status of securities investment, futures and derivatives trading business, supervising accounting personnel to conduct timely accounting processing, verifying the accounting processing status, and reporting to the Audit Committee of the Board of Directors.

Chapter 4 Decision-making Process for Securities Investment, Futures and Derivatives Trading

Article 13 Before the company implements securities investment, futures and derivatives transactions, the person in charge designated by the chairman of the board shall coordinate and organize relevant departments to analyze and evaluate the feasibility of the proposed investment project.

Article 14 The company may hire external institutions and experts to consult and demonstrate investment projects when necessary.

Article 15 The chairman shall, in accordance with the decision-making authority stipulated in this system, arrange for the secretary of the board of directors to submit the proposed investment project to the company's board of directors or shareholders' meeting for review.

Article 16 Independent directors have the right to inspect the company's securities investments, futures or derivatives transactions. If any illegal operations are discovered, they may propose to convene a board of directors to review and suspend the company's relevant activities.

Chapter 5 Internal Information Reporting Procedures for Securities Investment, Futures and Derivatives Transactions

Article 17 The company's securities investment, futures and derivatives trading activities shall comply with the internal information reporting procedures stipulated in the company's "Information Disclosure Management System" and "Internal Reporting System for Major Matters".

Article 18 When a company investigates, negotiates, and evaluates securities investment, futures, and derivatives trading projects, insiders have the obligation to keep the undisclosed information confidential and may not disclose it to the outside world in any form without authorization. If due to dereliction of duty or violation of the provisions of this system, serious impact or loss is caused to the company, the company will give the relevant responsible persons corresponding criticism, warnings, up to the termination of the labor contract and other sanctions according to the situation; if the circumstances are serious, administrative and economic penalties will be imposed; if the company is suspected of violating the law, the company will transfer it to the judicial authorities for processing in accordance with the relevant provisions of relevant laws and regulations.

Article 19 The company's financial department and internal audit department should strengthen the daily management of securities investment, futures and derivatives trading projects, and monitor the progress and income of securities investment, futures and derivatives trading projects.

Article 20 The relevant investment departments or persons in charge responsible for futures and derivatives trading types shall set appropriate stop loss limits (or loss warning lines) for various types of futures and derivatives or different counterparties, clarify the stop loss processing business process, and strictly implement it.

Relevant investment departments or persons in charge of futures and derivatives trading types should track changes in open market prices or fair values ​​of futures and derivatives, promptly assess changes in risk exposures of traded futures and derivatives, and report to the management and the board of directors the implementation of futures and derivatives trading authorizations, trading positions, risk assessment results, transaction profits and losses, and the implementation of stop-loss regulations, etc.

Companies that carry out futures and derivatives transactions for the purpose of hedging should promptly track changes in the net exposure value of futures and derivatives after hedging with identified risk exposures, and conduct continuous evaluation of the hedging effect.

Article 21 Before engaging in futures and derivatives transactions, a company shall compare and inquire among multiple markets and products; if necessary, it may hire a professional institution to analyze, compare and issue a report on the futures and derivatives to be selected.

Article 22 When a company engages in futures and derivatives transactions, in principle, it should control the type, scale and time of futures and derivatives to match. When necessary, professional institutions can be hired to issue feasibility analysis reports on futures and derivatives transactions.

Article 23 During the implementation of securities investment, futures and derivatives trading business, if major loopholes in the investment plan are discovered, the external environment of the project investment implementation undergoes major changes or is affected by force majeure, the project makes substantial progress or major changes occur during the implementation process, the relevant person in charge of the company shall report to the chairman of the board of directors as soon as possible (in principle, within one working day after the situation is known), and the chairman of the board shall immediately report to the board of directors.

Chapter 6 Information Disclosure on Securities Investment, Futures and Derivatives Transactions

Article 24 The company shall strictly abide by the relevant regulations of the China Securities Regulatory Commission and the Shenzhen Stock Exchange when conducting securities investment, futures and derivatives transactions, and timely disclose relevant information on the company's securities investment, futures and derivatives business.

Article 25 The secretary to the company's board of directors is the person directly responsible for the information disclosure obligations for securities investment, futures and derivatives transactions. The office of the secretary of the company's board of directors is responsible for the public release of securities investment, futures and derivatives trading information. Other directors, senior managers and relevant insiders are not allowed to release the company's undisclosed securities investment, futures and derivatives trading-related information to the public without authorization.

The secretary of the company's board of directors should analyze and judge the securities investment, futures and derivatives trading plans of the company and its holding subsidiaries in accordance with the Shenzhen Stock Exchange Stock Listing Rules, the Articles of Association and other relevant regulations. If the company needs to fulfill its information disclosure obligations, the secretary of the company's board of directors should report to the board of directors in a timely manner, request the board of directors to perform corresponding procedures, and make public disclosures in accordance with relevant regulations.

Article 26 The company's board of directors shall continue to track the implementation progress and investment safety status of securities investments. If there are any abnormal situations such as large investment losses, it shall take immediate measures and perform disclosure obligations in accordance with regulations.

Article 27 When a company plans to carry out futures and derivatives transactions, it shall disclose the purpose of the transaction, transaction types, trading tools, trading venues, the expected trading margin and upper limit of royalties, the maximum contract value expected to be held on any trading day, professional staffing, etc., and provide adequate risk warnings.

If a company conducts futures and derivatives transactions for the purpose of hedging, it shall clearly state the types of futures and derivatives contracts it intends to use and the risk exposures it is expected to manage, clarify whether there is an economic relationship between the two for hedging mutual risks, and how to use the selected futures and derivatives contracts to hedge relevant risk exposures. The company should explain the expected achievable effects of hedging, including planned measures to continuously evaluate whether the hedging effect is achieved.

If a company engages in futures and derivatives transactions for the purpose of speculation, it shall truly and accurately disclose the purpose of the transaction in the announcement title and important content reminders, and shall not use hedging, risk management and other similar terms, and shall not conduct futures and derivatives transactions for the purpose of speculation in disguised form in the name of hedging.

Article 28 If the company's confirmed profits, losses and floating losses from futures and derivatives transactions reach 10% of the company's audited net profit attributable to shareholders of the company in the most recent year and the absolute amount exceeds RMB 10 million, it shall be disclosed in a timely manner. If a company carries out hedging business, the aforementioned provisions may apply after adding up the changes in the value of the hedging instrument and the hedged project.

When a company engages in hedging business and encounters losses specified in the preceding paragraph, it shall also re-evaluate the effectiveness of the hedging relationship, disclose the reasons why the changes in the fair value or cash flow of the hedging tool and the hedged project are not offset as expected, and separately disclose the changes in the value of the hedging tool and the hedged project, etc.

Article 29 Companies shall disclose securities investments, futures and derivatives transactions during the reporting period in regular reports.

Chapter 7 Supplementary Provisions

Article 30 The term "above" in this system includes the original number, and the term "more than" does not include the original number.

Article 31 If any matter is not covered in these rules or is inconsistent with the provisions of laws, regulations, normative documents and the Articles of Association, the relevant provisions of the relevant national laws, regulations, normative documents and the Articles of Association shall be followed.

Article 32 The company’s board of directors is responsible for the interpretation and revision of this system.

Article 33 This system shall come into effect after being reviewed and approved by the company's board of directors, and the same shall apply when it is modified. On the day this system takes effect, the original company's "Securities Investment and Derivatives Trading Management System" will be invalidated at the same time.