-- Announcement on Revising and Formulating Partial Management Systems
Securities code: 603538 Securities abbreviation: Minova Announcement number: 2025-095
Convertible bond code: 113618 Convertible bond abbreviation: Miele Convertible Bond
Ningbo Menohua Pharmaceutical Co., Ltd.
Announcement on revising and formulating some of the company's management systems
The board of directors and all directors of the company guarantee that the contents of this announcement do not contain any false records or misleading statements.
or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its content.
Ningbo Menohua Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") held on August 26, 2025
The 16th meeting of the fifth session of the Board of Directors reviewed and approved the "Regulations on Revising and Establishing Partial Management Systems of the Company"
Bill".
According to the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China" and "Articles of Association of Listed Companies"
"Introduction" and other relevant laws, regulations and normative documents, combined with the company's actual operation and management situation,
The board of directors agreed to revise and formulate some of the company's management systems. The specific situation is as follows:
Serial number Revised management system name
1 Rules of Procedure for Shareholders’ Meeting
2 Rules of Procedure for Board of Directors
- Working system of independent directors
4 Foreign investment management system
5 External guarantee management system
6 Related party transaction management system
7 Raised funds management system
8 Implementation Rules of Cumulative Voting System
9 Code of Conduct for Controlling Shareholders and Actual Controllers
10 Code of Conduct for Directors and Senior Management
11 Rules of Procedure of the Audit Committee of the Board of Directors
12 Rules of Procedure of the Nomination Committee of the Board of Directors
13 Rules of Procedure of the Remuneration and Appraisal Committee of the Board of Directors
14 Rules of Procedure of the Strategy Committee of the Board of Directors
15 General Manager Work Rules
16 Working Rules for the Secretary of the Board of Directors
17 Information disclosure management system
18 Information disclosure exemption and suspension management system
19 Insider information insider registration and management system
20 Investor Relations Management System
21 Management Measures for Holding Subsidiaries
22 Internal audit system
23 Accounting firm selection and recruitment system
24 Measures for separate counting and disclosure of votes of small and medium-sized investors at shareholders’ meetings
25 Internal control system for financial derivatives trading business
26 Foreign exchange derivatives trading business management system
Serial number Name of the established management system
27 Special meeting system for independent directors
28 Remuneration management system for directors and senior managers
29 Resignation management system for directors and senior managers
30 Management system for company shares held by directors and senior managers and their changes
31 Code of conduct for directors, senior managers and other relevant entities in releasing information to the outside world 32 Accountability system for major errors in annual report information disclosure
33 Public opinion management system
34 Reception and promotion work and information disclosure registration system
For details, please refer to the company’s designated information disclosure on the Shanghai Stock Exchange website (www.sse.com.cn) and other
The company’s relevant management systems disclosed by the media on the same day.
The revision and formulation of the above-mentioned management system have been reviewed and approved at the 16th meeting of the fifth session of the board of directors of the company.
Among them, items 1-10 and 28 still need to be submitted to the company’s shareholders’ meeting for review. The remaining systems have been implemented since the fifth session of the Board of Directors.
It will come into effect on the date of review and approval at the 16th meeting of the Council.
The full text of the revised above-mentioned management system can be found on the website of Shanghai Stock Exchange (www.sse.com.cn).
Announcement is hereby made.
Board of Directors of Ningbo Menohua Pharmaceutical Co., Ltd.
August 27, 2025