-- Notice on Convening the 3rd Extraordinary General Meeting in 2025
Securities code: 600671 Securities abbreviation: Tianmu Pharmaceutical Announcement number: Lin 2025-037 Hangzhou Tianmushan Pharmaceutical Co., Ltd.
Notice on convening the third extraordinary general meeting of shareholders in 2025
The company's board of directors and all directors guarantee that the contents of this announcement do not contain any false records, misleading statements or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its contents.
Important content reminder:
Date of shareholders’ meeting: September 12, 2025
The online voting system adopted for this shareholders’ meeting: Shanghai Stock Exchange Shareholders’ Meeting Online Voting
system
1. Basic information on convening the meeting
(1) Type and session of shareholders’ meeting
The third extraordinary general meeting of shareholders in 2025
(2) Convener of the general meeting of shareholders: Board of Directors
(3) Voting method: The voting method adopted at this shareholders’ meeting is a combination of on-site voting and online voting.
way
(4) Date, time and place of on-site meeting
Date and time of the meeting: 14:00 on September 12, 2025
Venue: Conference Room 1803, Boya Times Center, Hangzhou City, Zhejiang Province
(5) Online voting system, start and end dates and voting time.
Online Voting System: Shanghai Stock Exchange Shareholders Meeting Online Voting System
Online voting starts and ends on September 12, 2025
Until September 12, 2025
Adopting the Shanghai Stock Exchange online voting system, the voting time of the voting platform through the trading system is
The trading time period on the day when the East Conference is held, namely 9:15-9:25, 9:30-11:30, 13:00-15:00; passed
The voting time of the Internet voting platform is 9:15-15:00 on the day of the shareholders' meeting.
(6) Voting procedures for margin financing and securities lending, refinancing, agreed repurchase business accounts and Shanghai-Hong Kong Stock Connect investors
Involving accounts related to margin trading and securities lending, refinancing business, agreed repurchase business, and Shanghai-Hong Kong Stock Connect investors
Voting shall be carried out in accordance with the "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations"
"Work" and other relevant regulations shall be implemented.
(7) Involving public solicitation of shareholder voting rights
None
2. Matters to be considered at the meeting
Proposals to be considered at this general meeting of shareholders and types of voting shareholders
Voting shareholder type serial number Proposal name
Non-cumulative voting resolutions for A-share shareholders
1 "Proposal on Abolition of the Supervisory Board and Amendment to the Articles of Association" √
2 "Proposal on abolishing the Board of Supervisors and abolishing the "Procedural Rules of the Board of Supervisors" √ 3.00 "Proposal on amending and formulating some corporate governance systems" (voting one by one) √ 3.01 "Proposal on amending the "Rules of Procedures of the Shareholders' Meeting"" √ 3.02 "Proposal on amending the "Rules of Procedures of the Board of Directors" √ 3.03 "On revising the "Special System on Preventing the Occupation of Funds by Major Shareholders and Their Related Parties" √
motion"
3.04 "Proposal on Amending the "Related Transaction Management System"" √ 3.05 "Proposal on Amending the "Remuneration Management System for Directors and Senior Management Personnel" √ 3.06 "Proposal on Amending the "Internal Control Outline"" √ 3.07 "Proposal on Formulating the "External Guarantee System" √
- The time and disclosure media of each proposal
The above proposals have been approved at the 14th meeting of the 12th board of directors and the 9th meeting of the 12th board of supervisors.
reviewed and approved at the meeting. For details, please refer to the relevant announcements and documents disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) on August 28, 2025.
Special resolution motion: motion 1.00
Proposal to count votes separately for small and medium investors: None
Proposals involving related shareholders’ avoidance of voting: None
Name of related shareholders who should avoid voting: None
- Proposals involving preference shareholders’ participation in voting: None
3. Things to note when voting at the general meeting of shareholders
(1) The shareholders of the Company who exercise their voting rights through the online voting system of the Shanghai Stock Exchange’s general meeting of shareholders can either log in to the trading system voting platform (through the trading terminal of the securities company designated for trading) to vote, or log in to the Internet voting platform (website: vote.sseinfo.com) to vote. When logging into the Internet voting platform to vote for the first time, investors need to complete shareholder identity authentication. For specific operations, please see the instructions on the Internet voting platform website.
(2) For a shareholder holding multiple shareholder accounts, the number of exercisable voting rights is the total number of common shares of the same category and preference shares of the same variety held by all shareholder accounts under his or her name.
Shareholders holding multiple shareholder accounts who participate in online voting at the general meeting of shareholders through the Exchange’s online voting system can participate through any of their shareholder accounts. After the voting, it shall be deemed that all ordinary shares of the same category and preferred shares of the same variety under all shareholder accounts have voted with the same opinion.
If a shareholder holding multiple shareholder accounts votes repeatedly through multiple shareholder accounts, the voting opinions of the same class of ordinary shares and the same type of preferred stocks under all shareholder accounts shall be based on the first voting results of each class and type of stocks respectively.
(3) If the same voting right is voted on repeatedly through on-site, online voting platform of the Exchange or other methods, the result of the first vote shall prevail.
(4) Shareholders must vote on all proposals before they can be submitted.
4. Participants at the meeting
(1) Shareholders of the company who are registered in the Shanghai Branch of China Securities Depository and Clearing Co., Ltd. after the market closes on the equity registration day have the right to attend the general meeting of shareholders (see the table below for details), and may entrust a proxy in writing to attend the meeting and participate in voting. The agent does not have to be a shareholder of the company.
Share class Stock code Stock abbreviation Equity registration date
A shares 600671 Tianmu Pharmaceutical 2025/9/8
(2) Directors, supervisors and senior managers of the company.
(3) Lawyers hired by the company.
(4) Other personnel
5. Meeting registration method
(1) Meeting registration time: 8:30-11:30 am, 12:30-14:00 pm on September 12, 2025;
(2) Meeting registration location: the company’s board of directors office;
(3) Meeting registration method:
Registration of legal person shareholder meetings: If a legal person shareholder attends the meeting with a legal representative, he or she should present his or her valid identity document, a valid certificate proving that he or she has the qualifications of a legal representative, a copy of the legal person shareholder's valid subject qualification certificate (with official seal), etc.; if an agent is appointed to attend the meeting, he or she should present the agent's valid identity document, the shareholder's power of attorney, a copy of the legal person shareholder's valid subject qualification certificate (with official seal), etc.
Registration of individual shareholders’ meeting: If an individual shareholder attends the meeting in person, he or she must present his or her valid ID; if an agent is appointed to attend the meeting, he or she must present the agent’s valid ID, the shareholder’s power of attorney, etc.
Shareholders who attend the on-site meeting can go to the company's board of directors office to register for the qualification to attend the meeting. If shareholders register by email ([email protected]) or letter, the email should be sent to the company's above-mentioned email address before 14:00 on September 12, 2025 (the registration time is subject to receipt of the email). The registration time shall be subject to receipt of email or letter by the company's board of directors office.
Registration location: Board Office, 1803, Boya Times Center, Hangzhou City, Zhejiang Province. Postal code: 311201.
(4) Notes: Shareholders and shareholders' agents attending the meeting are required to arrive at the meeting location half an hour before the meeting with their original documents and sign in.
6. Other matters
Shareholders attending this shareholders’ meeting are responsible for their own food, accommodation and transportation expenses.
Company contact address: Room 1803, Boya Times Center, Hangzhou City, Zhejiang Province
Contact number 0571-63722229
Fax: 0571-63715400
Contact person: Chen Guoxun
Announcement is hereby made.
Board of Directors of Hangzhou Tianmushan Pharmaceutical Co., Ltd.
Attachment 1 on August 28, 2025: Power of Attorney
Reporting documents
Board resolution proposing to convene this general meeting of shareholders
Attachment 1: Power of attorney
Power of attorney
Hangzhou Tianmushan Pharmaceutical Co., Ltd.:
I hereby authorize Mr. (Ms.) to represent the company (or myself) at your company’s 2025 third extraordinary general meeting of shareholders to be held on September 12, 2025, and to exercise voting rights on your behalf.
Number of common shares held by the client:
Number of preferred shares held by the client:
Client shareholder account number:
Serial number Name of the non-cumulative voting motion Agree Oppose Abstain 1 "Proposal on Cancellation of the Supervisory Board and Amendment of the Articles of Association" "Proposal on Cancellation of the Supervisory Board and Abolition of the "Procedural Rules of the Supervisory Board"
"Proposal on Amending and Establishing Certain Corporate Governance Systems" (3.00
item voting)
3.01 "Proposal on Amending the Rules of Procedure for Shareholders' Meetings"
3.02 "Proposal on Amending the Rules of Procedure of the Board of Directors"
"About the Revision" About Preventing the Occupation of Funds by Major Shareholders and Their Related Parties 3.03
Special System》Proposal》
3.04 "Proposal on Amending the "Related Transaction Management System""
"About the revision of the "Remuneration Management System for Directors and Senior Management" 3.05
motion"
3.06 "Proposal on Amending the "Internal Control Outline""
3.07 "Proposal on the Establishment of the "External Guarantee System""
Signature (stamped) of the principal: Signature of the trustee:
Trustee’s ID number: Trustee’s ID number:
Commission date: year month day
Remarks:
The client should choose one of the "agree", "objection" or "abstain" intentions in the power of attorney and tick "√". If the client does not give specific instructions in this power of attorney, the trustee has the right to vote according to his own wishes.