2025 Independent Director Work Report-Liu Zhen
Jiangxi Tianxin Pharmaceutical Co., Ltd.
2025 Independent Directors’ Work Report
As an independent director of Jiangxi Tianxin Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company"), I strictly follow the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China, the Measures for the Management of Independent Directors of Listed Companies and other laws and regulations, as well as the Articles of Association of Jiangxi Tianxin Pharmaceutical Co., Ltd. (hereinafter referred to as the "Articles of Association"), the Working System of Independent Directors of Jiangxi Tianxin Pharmaceutical Co., Ltd. and other relevant regulations. In 2025 (hereinafter referred to as the "reporting period"), the company performed its duties conscientiously, diligently and independently, actively attended relevant meetings, carefully reviewed various proposals of the board of directors, gave full play to the role of independent directors and members of various special committees, and effectively safeguarded the overall interests of the company and the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders. I hereby report on my performance of my duties as an independent director in 2025 as follows:
1. Basic information of independent directors
Liu Zhen, born in June 1973, Chinese nationality, no permanent residence abroad, master's degree, certified public accountant. From August 1994 to January 2007, he successively served as auditor, department deputy manager, and department manager of Shun Li Xin Certified Public Accountants; from January 2007 to January 2011, he served as a partner of Shun Li Xin Certified Public Accountants Co., Ltd.; from January 2011 to present, he served as a partner of Shun Li Xin Certified Public Accountants (Special General Partnership); from November 2020 to present, he served as an independent director of the company.
I do not hold any position in the company other than as an independent director, nor do I hold any position as a major shareholder of the company. I have no relationship with the company, its major shareholders, or interested institutions and personnel that would hinder my independent and objective judgment. There is no trading relationship or family relationship between me and the company. After self-examination, I found that there is no situation that affects the independence of independent directors.
2. Annual performance overview of independent directors
(1) Attendance at board of directors and shareholders’ meetings
Number of attendance in person Number of attendance by proxy
Meeting type Number of attendances required Number of absences
number number
Board of Directors 6 6 0 0
Shareholders meeting 2 2 0 0
In 2025, I strictly abide by laws, regulations, regulatory requirements and the relevant provisions of the Articles of Association.
1/5
Really perform the duties of independent directors and continue to pay attention to the company's business development, internal control and standardized operations. Before the meeting, carefully study all meeting materials and motion documents to fully understand the background and actual situation of relevant matters; during the meeting, in line with the principles of diligence, objectivity and independence, actively participate in deliberation and discussion, make prudent judgments on relevant matters based on professional knowledge, express opinions independently and objectively, and exercise voting rights. During the reporting period, except for matters requiring abstention from voting according to regulations, I voted in favor of all proposals reviewed by the board of directors and raised no objections, objections or abstentions.
(2) Attendance at special committees of the board of directors
Number of attendance in person Number of attendance by proxy
Special Committee Number of attendances required Number of absences
number number
Audit Committee 6 6 0 0
Remuneration and Appraisal Committee 1 1 0 0
Nomination Committee // / /
During the reporting period, I served as the chairman of the Remuneration and Assessment Committee, a member of the Audit Committee and a member of the Nomination Committee of the third session of the Board of Directors of the company. I attended relevant meetings in strict accordance with the requirements of relevant laws and regulations, the company's "Implementation Rules of the Audit Committee of the Board of Directors", "Implementation Rules of the Remuneration and Appraisal Committee of the Board of Directors" and "Implementation Rules of the Nomination Committee of the Board of Directors". During the reporting period, the company did not hold a nomination committee meeting. In the work of the company's various special committees, I adhere to the principles of independence and prudence, focusing on the company's regular reports, use of raised funds, adjustment of raised investment projects, internal control, director and executive remuneration plans and other matters. I have used my professional expertise to confirm the authenticity and accuracy of the company's regular reports.
(3) Attendance at special meetings of independent directors
This year, the company held a special meeting of independent directors to review the company's daily related transactions in 2025. I attended the meeting in person and actively participated in the discussion. I focused on supervising the related transactions that should be disclosed by the company, focusing on whether the related transactions complied with business practices, whether the pricing was fair, whether the decision-making procedures complied with relevant laws and regulations, and paid careful attention to the interests of listed companies and small and medium-sized shareholders.
(4) Exercise of powers of independent directors
I actively participate in various decisions of the Board of Directors and independently express clear opinions on matters under review; I earnestly perform my supervisory duties regarding possible conflicts of interest between the company and its controlling shareholders, actual controllers, directors and senior managers, and urge the company to effectively prevent the risk of conflicts of interest; I use my professional capabilities to contribute to the company's operations and development.
2/5
Provide objective and professional advice to help improve the scientificity and rationality of the board of directors' decision-making. During the reporting period, no matters occurred in the company that required independent directors to exercise special powers.
(5) Communication with internal audit institutions and accounting firms
I strictly follow the relevant regulations and the requirements for independent directors to perform their duties, and continue to strengthen communication and supervision with the company's internal audit agency and external audit agency. Through audit committee meetings, email inquiries and other methods, we carefully review the company's internal audit work plan and audit work summary, focusing on internal audit work arrangements, personnel independence, audit focus and implementation, and urge the company to continuously improve the internal control system, standardize internal control processes, and strengthen internal management. At the same time, the company fully communicates and prudently checks with the annual audit accounting firm on the company's financial status, preparation of periodic reports, key audit matters, audit risks and rectification implementation status, and effectively plays a supervisory role to ensure that the company's financial information is true, accurate and complete, and the audit work is objective, fair and standardized.
(6) Communication and exchanges with small and medium-sized shareholders
I actively attended the company's shareholders' meetings and performance briefings, listened carefully to the concerns and appeals of small and medium-sized shareholders and investors, and continued to open communication channels with investors. By listening to investors’ questions and the company’s management’s responses, we supervise the authenticity, accuracy and completeness of the company’s operating information disclosures, focusing on the company’s core business matters, the progress of investment projects, responses to investor concerns, etc., and effectively safeguard the legitimate rights and interests of the company and all shareholders, especially small and medium-sized shareholders.
(7) On-site work at listed companies
In 2025, I followed the relevant norms and requirements for on-site work of independent directors, actively carried out various tasks, and effectively performed the duties of independent directors. The cumulative on-site work time reached 15 working days. While attending meetings related to listed companies such as shareholders' meetings, the board of directors and its special committees, and special meetings of independent directors, I carefully read the meeting materials, actively interacted with participants, and discussed company affairs in depth. Outside the office, actively participate in meetings such as performance briefings, listen carefully to the company management's reports, and raise professional questions and suggestions. In 2025, I participated in the "2025 Compliance Performance Training for Directors, Supervisors and Senior Management of Listed Companies" organized by the Shanghai Stock Exchange, the "2025 Phase 3 Follow-up Training for Independent Directors of Listed Companies" and the "Tianxin Pharmaceutical Continuous Supervision Training" organized by CITIC Securities to further enhance the professionalism of duty performance and ensure the effectiveness of duty performance. The company's board of directors and management attach great importance to communication with independent directors, cooperate with and support the work of independent directors, and effectively protect the independent directors' right to know.
3/5
3. Matters of focus in annual performance of duties by independent directors
In 2025, I focused on the following matters and made a fully independent judgment based on careful verification of relevant materials and information. The details are as follows:
(1) Related transactions
The second special meeting of independent directors of the third session of the company's board of directors reviewed and approved the "Proposal on the Forecast of Daily Related Transactions in 2025". I issued an agreed review opinion and believed that the related transactions between the company and related natural persons and legal persons are in compliance with the provisions of laws, regulations and normative documents such as the "Company Law", and no situation has been found that damages the interests of the company and all shareholders, especially the interests of small and medium-sized shareholders. The review and decision-making procedures for related party transactions are in compliance with relevant laws, regulations and the Articles of Association. Related directors have abstained from voting when reviewing related party transactions.
(2) Regular reporting related matters
The company prepared and disclosed the "2024 Annual Report", "2025 First Quarter Report", "2025 Semi-Annual Report" and "2025 Third Quarter Report" on time. As an independent director and member of the audit committee, I have reviewed the above report and believe that the relevant report content truly, accurately and completely reflects the actual situation of the company. There are no false records, misleading statements or major omissions. The corresponding decision-making disclosure procedures are standardized.
(3) Employment or change of accounting firm
During the reporting period, the company performed legal procedures and re-appointed Zhonghui Certified Public Accountants (Special General Partnership) as the company's 2025 annual financial report auditor and internal control auditor, and made timely information disclosures. When providing audit services to the company, Zhonghui Accounting Firm (Special General Partnership) can follow independent, objective and impartial professional standards to complete various audit work of the company.
(4) Remuneration of directors and senior management personnel
The remuneration and assessment committee of the company's board of directors and the board of directors assessed and reviewed the 2024 remuneration and 2025 remuneration plans of relevant directors and senior managers. After review, I believe that the remuneration plan for directors and senior managers for 2025 is formulated based on the company’s actual operating conditions, which will help mobilize the enthusiasm of the company’s directors and senior managers and strengthen their awareness of diligence and responsibility.
4/5
Knowledge is conducive to the long-term development of the company. The deliberation and voting procedures of the company's board of directors complied with the provisions of relevant laws, regulations and the Articles of Association, and there was no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders.
(5) Corporate governance and internal control
In 2025, in accordance with the latest revised laws, regulations and regulatory requirements, the company will comprehensively sort out and revise the current corporate governance-related systems, and complete the work related to the cancellation of the board of supervisors, further clarifying the boundaries of responsibilities in the company's decision-making, implementation, and supervision, ensuring that various governance systems are legal and compliant, effectively improving the company's standardized operation level, and continuously improving the corporate governance mechanism.
4. Overall evaluation and suggestions
In 2025, I will strictly comply with relevant laws and regulations, conscientiously perform my duties as an independent director, and participate in the company's decision-making on major matters based on the principles of fairness, independence, and prudence, give full play to the role of an independent director, and effectively safeguard the legitimate rights and interests of all shareholders and the overall interests of the company. In 2026, I will continue to enhance my ability to perform my duties and professional level. In accordance with regulatory guidance and requirements, I will give full play to my professional advantages, continue to maintain my independence, and contribute to improving the scientific nature and high-quality development of corporate governance.
Independent Director of Jiangxi Tianxin Pharmaceutical Co., Ltd.: Liu Zhen April 23, 2026
5/5