/Announcement of Resolutions of the Thirteenth Meeting of the Sixth Board of Directors of Shapuaisi

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Announcement of Resolutions of the Thirteenth Meeting of the Sixth Board of Directors of Shapuaisi

Shanghai Stock Exchange

2026/04/15

Securities code: 603168 Securities abbreviation: Shapuaisi Announcement number: Lin 2026-014 Zhejiang Shapuaisi Pharmaceutical Co., Ltd.

Announcement of Resolutions of the Thirteenth Meeting of the Sixth Board of Directors

The board of directors and all directors of the company guarantee that the contents of this announcement do not contain any false records, misleading statements or

material omissions, and shall bear legal responsibility for the authenticity, accuracy and completeness of its content.

1. Convening of board of directors meetings

The 13th meeting of the sixth board of directors of Zhejiang Shapuaisi Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") was held on the morning of April 13, 2026, both on-site and by communication. Director Mr. Wu Jianguo, Director Mr. Wang Weimin, Independent Director Mr. Chen Shengqun, Independent Director Mr. Sun Jiwei, and Independent Director Mr. Yan Shifu voted by communication. The board of directors has notified all directors and senior managers by email, phone, WeChat, etc. on April 3, 2026. This meeting was chaired by Mr. Lin Hongli, the chairman of the board of directors, in accordance with the "Code of Corporate Governance for Listed Companies", the "Shanghai Stock Exchange Stock Listing Rules" and other normative documents and the relevant provisions of the "Articles of Association". The meeting was supposed to be attended by 9 directors, but 9 directors were actually present. Deputy General Manager Mr. Xu Hongsheng attended this meeting, and the company's senior managers were informed of the relevant information of this meeting. The convening of this meeting complied with the relevant provisions of the Company Law and the Articles of Association, and the resolutions of the meeting were legal and valid.

2. Review status of board of directors meeting

After deliberation by all directors item by item, the following proposals were adopted:

Consider and adopt the "Proposal on the Work Report of the Board of Directors for 2025".

This proposal needs to be submitted to the company's shareholders' meeting for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the "Proposal on the General Manager's Work Report for 2025".

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the "Proposal on the 2025 Annual Report and Summary".

Agree to publish the "2025 Annual Report of Zhejiang Shapuaisi Pharmaceutical Co., Ltd." and the "Summary of the 2025 Annual Report of Zhejiang Shapuaisi Pharmaceutical Co., Ltd." to the public.

For details, please visit the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and approve the "Proposal on the Profit Distribution Plan for 2025".

After auditing by Tianjian Accounting Firm (Special General Partnership), the company achieved net profit (consolidated) attributable to shareholders of listed companies in 2025 - 238,721,526.79 yuan, which is available for distribution to shareholders in 2025 Net profit (consolidated) -238,725,966.94 yuan; Undistributed profit (parent company): 115,507,698.36 yuan; Undistributed profit (consolidated): -26,719,847.96 yuan. The company’s annual profit distribution plan for 2025 is as follows:

The company plans not to distribute cash dividends, issue bonus shares, or transfer capital reserves to share capital in 2025.

For details, please refer to the "Announcement on Profit Distribution for 2025" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) (Announcement No.: Lin 2026-015).

This proposal needs to be submitted to the company's shareholders' meeting for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and approve the "Special Report on the Deposit, Management and Actual Use of Raised Funds in 2025"

Case".

Tianjian Accounting Firm (Special General Partnership) issued an assurance report on the special report; the company's sponsor, Shenwan Hongyuan Securities Underwriting and Sponsoring Co., Ltd., issued a special verification report on the special report.

For details, please refer to the "Special Report on the Deposit, Management and Actual Use of Raised Funds in 2025" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) (Announcement No.: Lin 2026-016).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the “Proposal on the Internal Control Evaluation Report for 2025”.

Agree with the "2025 Internal Control Evaluation Report of Zhejiang Shapuaisi Pharmaceutical Co., Ltd." and disclose it to the public. For details of the company's 2025 internal control evaluation report, please visit the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the "Proposal on the Internal Control Audit Report for 2025".

Tianjian Accounting Firm (Special General Partnership) issued an audit report on the company's internal control for 2025, believing that the company maintained effective internal control over financial reporting in all material aspects in accordance with the "Basic Standards for Enterprise Internal Control" and relevant regulations on December 31, 2025.

For details of the company's 2025 internal control audit report, please visit the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the "Proposal on the Work Report of Independent Directors in 2025".

For details of the company's 2025 independent directors' performance report, please visit the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Considered and approved the "Proposal on the 2025 Duty Performance Report of the Audit Committee of the Board of Directors".

For details of the 2025 duty performance report of the Audit Committee of the Company's Board of Directors, please visit the website of the Shanghai Stock Exchange (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Confirming the Remuneration of Directors and Senior Management Personnel for 2025" was reviewed and approved.

It was agreed to pay a total of 2.9931 million yuan in pre-tax remuneration to directors and senior managers in 2025. The specific amount has been disclosed in the company's 2025 annual report.

The directors attending the meeting voted on the sub-proposals in this proposal item by item. The voting results are as follows:

(1) "Proposal on Confirmation of Directors' Remuneration Plan for 2025"

According to the relevant provisions of the "Code of Corporate Governance for Listed Companies", the "Stock Listing Rules of the Shanghai Stock Exchange" and other normative documents and the company's articles of association, since this proposal involves the remuneration of directors, the directors abstained from voting on the proposal. This proposal will be directly submitted to the shareholders' meeting for review regarding the remuneration of directors.

Based on the principle of prudence, all members of the Remuneration and Appraisal Committee of the Board of Directors have abstained from voting on this proposal, and this proposal is directly submitted to the Board of Directors for review.

(2) "Proposal on Confirming the Remuneration Plan for Senior Management Personnel in 2025"

Related directors Mr. Lin Hongli, Mr. Lin Xiusong and Mr. Huang Mingxiong abstained from voting.

(Voting results: 6 votes in favor, 0 votes against, 0 abstentions)

This proposal has been reviewed and approved by the Remuneration and Assessment Committee of the Board of Directors (associated members have abstained from voting) and submitted to the Board of Directors for review.

The "Proposal on the Remuneration Plan for Directors and Senior Management Personnel in 2026" was reviewed and approved.

In order to better achieve the company's strategic development goals, effectively mobilize the enthusiasm and creativity of the company's directors and senior managers, and attract more outstanding talents, the company agrees to formulate the 2026 remuneration plan for directors and senior managers in accordance with relevant national laws, regulations and the relevant provisions of the Articles of Association, with reference to the salary levels of directors of domestic listed companies in the same industry, and in combination with the company's actual operating conditions and regional salary levels.

The directors attending the meeting voted on the sub-proposals of this proposal item by item. The voting results are as follows:

(1) "Proposal on the Directors' Remuneration Plan for 2026"

(2) "Proposal on the Remuneration Plan for Senior Management Personnel in 2026"

Related directors Mr. Lin Hongli, Mr. Lin Xiusong and Mr. Huang Mingxiong abstained from voting.

(Voting results: 6 votes in favor, 0 votes against, 0 abstentions)

For details, please see the "Announcement on the Remuneration Plan for Directors and Senior Management in 2026" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) (Announcement No.: Lin 2026-017).

The "Proposal on Using Idle Own Funds for Entrusted Financial Management" was reviewed and approved.

It is agreed that the company will use no more than 200 million yuan of idle self-owned funds for entrusted financial management to purchase financial products with high security and good liquidity (within 12 months), including but not limited to structured deposits, bank financial management, securities dealer financial management, trust products, etc. The use period is valid for one year from the date of review and approval by the board of directors. Within the above quota and period, the funds can be recycled.

For details, please refer to the "Announcement on the Use of Idle Own Funds for Entrusted Financial Management" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) (announcement number: Lin 2026-018).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Using Idle Own Funds for Risk Investment" was reviewed and approved.

It is agreed that the company will use idle self-owned funds for risk investment on the premise of fully ensuring daily operating capital needs, not affecting the company's normal production and operations, and effectively controlling risks. The maximum investment amount shall not exceed 150 million yuan. The use period shall be valid for one year from the date of review and approval by the company's board of directors. Funds within the authorized amount can be used on a rolling basis.

For details, please refer to the "Announcement on the Use of Idle Own Funds for Risk Investment" (Announcement No.: Lin 2026-019) disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Re-appointment of the Accounting Firm" was reviewed and approved.

It was agreed to renew the appointment of Tianjian Certified Public Accountants (Special General Partnership) as the company's accounting firm for 2026 for one year. The audit content includes the 2026 financial audit and internal control audit of the company and its subsidiaries within the scope of consolidated statements. The audit fees for 2025 are 1.65 million yuan (excluding tax). The audit fees for 2026 will be determined through negotiation between the authorized company management and Tianjian Accounting Firm (Special General Partnership) based on the company's actual situation and market conditions.

For details, please refer to the "Announcement on Re-appointment of the Accounting Firm" (Announcement No.: Lin 2026-020) disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

This proposal needs to be submitted to the company's shareholders' meeting for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on the Company's Application for Credit Lines and Related Authorizations from Banks in 2026" was reviewed and approved. In order to meet the capital needs of the company's business development, the company and its subsidiaries plan to apply to various financial institutions for a comprehensive credit line of no more than RMB 800 million in total in 2026, which will be used to supplement the working capital of the company and its subsidiaries. It will be effective within one year from the date of review and approval by the board of directors. Within the above quota and period, there is no need to hold a separate meeting of the board of directors for review and approval. The above credit limit is not equal to the company's financing amount, and the actual financing amount will be determined based on the actual needs of the company and its subsidiaries. The above financing methods include but are not limited to various types of loans, bank acceptance bills, bill discounts, letters of credit, letters of guarantee and other financing.

In order to improve work efficiency, the board of directors authorizes the chairman to handle relevant business matters within the above quota and based on actual capital needs, and sign relevant contracts and documents.

According to the "Shanghai Stock Exchange Stock Listing Rules" and the "Articles of Association" and other relevant regulations, this application for credit lines from financial institutions does not need to be submitted to the company's shareholders' meeting for review.

For details, please refer to the "Announcement on the Company's Application for Credit Lines and Related Authorizations from Banks in 2026" disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn) (announcement number: Lin 2026-021).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on the Company's Social Responsibility and Sustainability Report for 2025" was reviewed and approved.

In accordance with the "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 14 - Sustainability Report (Trial)" and "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 4 - Sustainability Report Preparation" and other relevant regulations and requirements, the company prepared the "2025 Social Responsibility and Sustainable Development Report of Zhejiang Shapuaisi Pharmaceutical Co., Ltd.".

For details, please see the "2025 Social Responsibility and Sustainability Report of Zhejiang Sap Aisi Pharmaceutical Co., Ltd." disclosed on the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Provision for Asset Impairment" was reviewed and approved.

In accordance with the requirements of the "Accounting Standards for Business Enterprises" and the company's accounting policies and other relevant regulations, in order to truly and accurately reflect the company's financial status, asset values and operating results as of December 31, 2025, based on the principle of prudence, the company conducted a comprehensive inspection and impairment test on various related assets, and agreed to accrue corresponding impairment provisions of RMB 253.868 million for the relevant assets within the scope of the company's consolidated statements as of December 31, 2025. This provision for asset impairment will affect the current profit and loss of RMB 253.868 million.

For details, please refer to the "Announcement on Provision for Asset Impairment" (Announcement No.: Lin 2026-022) disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Shareholder Dividend Return Plan for the Next Three Years (2026-2028)" was reviewed and approved. For details, please visit the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal needs to be submitted to the company's shareholders' meeting for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Considered and approved the "Proposal on the Report on the Performance of Supervisory Responsibilities of the Accounting Firm by the Audit Committee of the Sixth Board of Directors".

For details, please see the "Report on the Performance of Supervisory Responsibilities of Tianjian Accounting Firm by the Audit Committee of the Sixth Board of Directors of Zhejiang Sap Aisi Pharmaceutical Co., Ltd. in 2025" disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Consider and adopt the “Proposal on the Evaluation Report on the Accounting Firm’s Performance of Duties in 2025”.

For details, please refer to the "Evaluation Report of Zhejiang Sap Aisi Pharmaceutical Co., Ltd. on the Accounting Firm's Performance of Duties in 2025" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal has been reviewed and approved by the Audit Committee of the Board of Directors and submitted to the Board of Directors for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Deliberating and approving the “Special Report on the Self-examination of the Independence of Independent Directors by the Sixth Board of Directors”

Case".

For details, please refer to the "Special Report on the Self-examination of the Independence of Independent Directors by the Sixth Board of Directors of Zhejiang SSE Pharmaceutical Co., Ltd." disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on the Repurchase and Cancellation of Remaining Restricted Stocks" was reviewed and approved.

According to the provisions of the "Zhejiang Shapuaisi Pharmaceutical Co., Ltd. 2023 Stock Option and Restricted Stock Incentive Plan", because some of the incentive targets who were granted restricted stocks for the first time resigned and the company's performance assessment in 2025 did not meet the standards, they no longer meet the incentive conditions. The company plans to repurchase and cancel the restricted stocks that have been granted to the above-mentioned personnel but have not yet been released from sales restrictions. A total of 1,612,500 restricted shares are planned to be repurchased and canceled this time.

For details, please refer to the "Announcement on the Repurchase and Cancellation of Remaining Restricted Stocks" (Announcement No.: Lin 2026-023) disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Considered and approved the "Proposal on Amending the Remuneration Management System for Directors and Senior Management Personnel".

In order to standardize the salary management of the company's directors and senior managers, establish a scientific and effective incentive and restraint mechanism, effectively mobilize the work enthusiasm of the company's directors and senior managers, and improve the company's operating and management efficiency, the company's board of directors formulated the "Sapuaisi Directors and Senior Managers Remuneration Management System", which stipulates the management organization, standards, payment, stop-payment recourse and adjustment mechanism for the company's directors and senior managers' remuneration.

For details, please refer to the "Remuneration Management System for Directors and Senior Management" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn).

This proposal needs to be submitted to the company's shareholders' meeting for review.

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

The "Proposal on Convening the 2025 Annual Shareholders' Meeting" was reviewed and approved.

The company is scheduled to hold the 2025 annual shareholders' meeting on May 7, 2026, in the board meeting room on the fifth floor of the company at No. 1588 Xinming Road, Economic Development Zone, Pinghu City, Zhejiang Province, on May 7, 2026, to consider the proposals that the board of directors needs to submit to the shareholders' meeting for consideration.

For details, please refer to the "Notice on Convening the 2025 Annual Shareholders Meeting" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) (announcement number: Lin 2026-025).

(Voting results: 9 votes in favor, 0 votes against, 0 abstentions)

Announcement is hereby made.

Board of Directors of Zhejiang Shapuaisi Pharmaceutical Co., Ltd.

April 15, 2026