/Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.
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Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

Shanghai Stock Exchange
2026/04/25

Company code: 603538 Company abbreviation: Minova Convertible bond code: 113618 Convertible bond abbreviation: Minova convertible bonds

Ningbo Menohua Pharmaceutical Co., Ltd.

2025 Annual Report Summary

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

Section 1 Important Tips

  1. The summary of this annual report comes from the full text of the annual report. In order to fully understand the company's operating results, financial status and future development plans, investors should go to the http://www.sse.com.cn/ website to read the full text of the annual report carefully.

  2. The company’s board of directors, directors and senior managers guarantee the authenticity, accuracy and completeness of the contents of the annual report and that there are no false records, misleading statements or major omissions, and bear individual and joint legal liability.

  3. All directors of the company attend the board meeting.

  4. Lixin Accounting Firm (Special General Partnership) issued a standard unqualified audit report for the company.

  5. The profit distribution plan for the reporting period or the plan for converting public reserve funds into share capital approved by the board of directors

In 2025, the company plans to distribute profits based on the total share capital registered on the equity registration date for equity distribution, distribute a cash dividend of 0.155 yuan (tax included) to all shareholders per share, and use capital reserve funds to increase 0.4 shares per share to all shareholders. If the company's total share capital changes before the equity registration date for equity distribution, it is planned to maintain the distribution and transfer ratio per share unchanged, and adjust the total amount of distribution and transfer accordingly, which will be disclosed in the relevant announcement.

This profit distribution and capital reserve conversion plan still needs to be submitted to the company's 2025 annual shareholders' meeting for review.

As of the end of the reporting period, the parent company had unrecovered losses and its impact on the company’s dividends and other matters

□Applicable √Not applicable

Section 2 Basic Information of the Company

  1. Company profile

Company Stock Profile

Stock type Stock listing exchange Stock abbreviation Stock code Stock abbreviation before change A shares Shanghai Stock Exchange Minova 603538 None

Contact person and contact information Secretary of the Board of Directors Name of securities affairs representative Ying Gaofeng Zhang Xiaoqing

No. 777 Jinghua Road, Meixu Street, High-tech Zone, Ningbo City 1 Jinghua Road, Meixu Street, High-tech Zone, Ningbo City Contact address

Building No. 777 Building 1

Phone 0574-87916065 0574-87916065

Fax 0574-87918601 0574-87918601

Email [email protected] [email protected]

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

  1. Introduction to the company’s main business during the reporting period

According to the "Industry Classification Guidelines for Listed Companies" issued by the China Securities Regulatory Commission, the company's industry is pharmaceutical manufacturing (C27). The pharmaceutical industry is an important part of my country's national economy, involves national health, social stability and economic development, and is closely related to human health.

  1. Development trends of the global pharmaceutical industry

With the development of the global economy, the acceleration of population aging, and the continuous improvement of people's health needs, the market size of the global pharmaceutical industry is expected to continue to grow. According to relevant reports, the global drug market will reach US$1.9 trillion in 2027. The pharmaceutical industry is also a strategic industry closely related to the national economy and people's livelihood, economic development and national security. As my country's economy continues to grow, people's living standards continue to improve, and the reform of the medical and health system continues to deepen, my country's pharmaceutical industry has also achieved rapid development. According to relevant industry data, the total size of the drug market in all therapeutic areas will be approximately RMB 1.9 trillion in 2024, a year-on-year growth of 1.3%; the total size is expected to be approximately RMB 1.92 trillion in 2025, a year-on-year growth of 1.1%; it is expected to maintain a compound growth rate of 3% in the future.

According to the Frost & Sullivan report, the global CDMO market size will reach US$124.3 billion in 2025 and US$231 billion in 2030, with a compound annual growth rate of 13.2%. Emerging market countries represented by China are in a period of rapid development in the pharmaceutical outsourcing industry and have successfully entered the supply chain system of global innovative pharmaceutical companies.

  1. Domestic pharmaceutical industry structure and development trends

In 2025, China's pharmaceutical CDMO industry will achieve explosive growth driven by peptide/GLP-1 drugs, with the growth rate significantly higher than in 2024. The total global sales of GLP-1 drugs exceeds US$30 billion, driving a surge in outsourcing demand for upstream APIs and preparations. According to Sullivan's latest "2025 China Pharmaceutical CDMO Industry Development Insights Blue Book", China's CDMO market size will be 104.8 billion yuan in 2024. It will continue to grow at a high rate in 2025 and is expected to reach 208.4 billion yuan in 2028, with the compound growth rate maintaining a high level.

By the end of 2025, the industry has fully entered the high-tech commercialization stage driven by peptides/nucleic acids/ADCs, and the "peptide dividend" has been fully realized. Although the overall revenue of the pharmaceutical manufacturing industry fluctuates, the profit side performs well: the total profit of the pharmaceutical manufacturing industry above designated size for the whole year reached 349 billion yuan, a year-on-year increase of 2.7%; among which, the profit of genetically engineered drugs and vaccines manufacturing increased by as much as 72.7%, highlighting the high prosperity of innovative drugs and CDMO industry chains. Looking forward to 2026, with the expiration of the Chinese patent of semaglutide and the clinical advancement of emerging therapies, leading CDMO companies with integrated capabilities (API + preparations) and global compliance production capacity will continue to benefit.

Overall, China's biopharmaceutical industry remains resilient and has growth potential amid the wave of transformation and upgrading as well as the growing demands of an aging population. In 2025, the domestic biopharmaceutical industry market size is expected to exceed 3.5 trillion yuan. Under the subdivision, chemical pharmaceuticals will usher in accelerated industry integration amid industrial upgrading and competitive transformation, and are expected to return to the positive growth range in 2025.

As of February 28, 2026, the state has organized and carried out 11 batches of centralized bulk procurement of drugs, and a total of 490 kinds of drugs have been successfully purchased. From the "4+7" pilot in November 2018 to the implementation of the eleventh batch of winning results in February 2026, the national centralized procurement has gone through seven years.

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

Years of process. Among them, the eleventh batch of national centralized purchasing covers 55 varieties, and the average price reduction of the selected drugs reaches 57%. Centralized bulk procurement of drugs has entered a stage of normalized and institutionalized implementation. Centralized procurement at the national and local levels is moving from "increasing speed and expanding coverage" to a new stage of "expanding coverage and improving quality", which will accelerate the high-quality development of my country's generic drug industry. According to estimates, the first ten batches of national centralized procurement have saved more than 400 billion yuan in medical insurance funds.

At the same time, driven by centralized purchasing, the cumulative number of drugs that have passed the quality and efficacy consistency evaluation of generic drugs in my country has increased rapidly. According to industry data statistics, as of the end of 2025, a total of 12,598 national consistency evaluation supplement applications and generic drug marketing applications according to new registration classifications have been reviewed and deemed to have been reviewed, and a total of 756 reviewed varieties have been reviewed. High-quality drugs are gradually taking over the mainstream of clinical medication.

The continuous deepening and adjustment of medical reform policies provide a better environment and opportunities for medical innovation. The normalization of centralized purchasing policies has accelerated the decline in drug prices and also promoted drug innovation. Negotiations on national medical insurance for innovative drugs have become the norm, accelerating the commercialization process of domestic innovative drugs. The reform of payment methods is accelerating, and the DRG model is leading industry changes. Medical reform continues to deepen, and the industry is reshaping a new pattern. The adjustment and implementation of these policies provide a better market environment and policy support for pharmaceutical innovation and are conducive to the long-term development of the pharmaceutical industry.

In recent years, medical insurance fee control has caused changes in the purchasing and payment behavior of medical terminals, and has been transmitted to the upstream manufacturing and circulation industries. The state has tightened supervision on the production, operation and environmental protection of chemical pharmaceutical companies, which has led to the gradual concentration of resources in the chemical pharmaceutical industry to advantageous companies. At the same time, the rising prices of APIs have prompted preparation companies to form upstream and downstream connections in the pharmaceutical industry chain through self-built API production lines or mergers and acquisitions of API manufacturers, thereby reducing the costs incurred in the industrial chain transfer process. The integrated development model of "APIs + preparations" is the result of policy-driven and internal cost control needs of enterprises, and will become the future development trend of pharmaceutical companies. Pharmaceutical companies with this characteristic will be able to better control costs, thereby enhancing their differentiated advantages and consolidating their core competitiveness.

  1. Industry-related policies and regulations

From 2024 to 2025, China's pharmaceutical industry regulatory policies will feature coordinated advancement by multiple departments, tight policy rhythm, and clear guidance. The State Food and Drug Administration, the Ministry of Industry and Information Technology, the Ministry of Ecology and Environment and other departments have intensively introduced policies in key areas such as the development of innovative drugs, optimization of review and approval, and upgrading of environmental standards, forming a systematic and continuous regulatory reform path. As the core policy maker, the State Food and Drug Administration has promoted the speeding up of review and approval, strengthened the MAH system, optimized the clinical trial process, and built a regulatory system oriented by innovation and intelligent supervision through documents such as the "Implementation Plan for Supporting the Development of Innovative Drugs throughout the Chain", "Announcement on Strengthening the Supervision and Management of Drug Entrusted Production", and "Implementation Opinions on "Artificial Intelligence + Drug Supervision". The Ministry of Industry and Information Technology focuses on the transformation and upgrading of the pharmaceutical manufacturing industry, promoting the integrated development of raw materials and preparations, and strengthening the synergy of the industrial chain. The Ministry of Ecology and Environment has revised the water pollutant discharge standards for the pharmaceutical industry to promote green production and sustainable development. In terms of policy rhythm, the State Council executive meeting in July 2024 reviewed and approved the "National

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

"Implementation Plan for Chain Support for the Development of Innovative Drugs" marks that the full-chain support policy for innovative drugs has entered a substantial implementation stage; from March to April 2026, the State Food and Drug Administration successively released major documents such as drug entrusted production supervision and "artificial intelligence + drug supervision", with dense and continuous policy signals. These measures show that the country is promoting the transformation of the pharmaceutical industry from "encouraged development" to "standardized development" through top-level design, and building a regulatory system with quality, efficiency, and innovation as the core.

Menohua is a comprehensive international pharmaceutical technology manufacturing enterprise specializing in the research, development, production and sales of specialty APIs (including intermediates, the same below) and preparations. It is one of the top 100 chemical pharmaceutical companies in China, the top 100 manufacturing companies in Ningbo, the top 100 competitive companies in Ningbo, and the top 100 fastest-growing companies in Zhejiang Province. The company has always adhered to the vertical integration strategy of "pharmaceutical intermediates, APIs, and preparations", and its services cover mainstream countries and regions around the world. Its core products cover cardiovascular, central nervous system, antiviral, hypoglycemic, gastrointestinal and digestive tract and other therapeutic areas. The company is one of the domestic enterprises that exports the largest variety of European specialty APIs.

The company adheres to the business purpose of "pursuing perfection in product quality, keeping promises in business operations, and advancing together with people and enterprises". It has been focusing on the main business for a long time and has served pharmaceutical regulated markets such as Europe for 21 years. With its rigorous quality management and EHS management capabilities, solid process development and high-standard large-scale manufacturing capabilities and precise and efficient team fighting capacity, the company has cooperated with KRKA, MSD (Merck & Co.), Well-known domestic and foreign pharmaceutical companies such as SERVIER and GEDEONRICHTER have established long-term, in-depth and stable cooperative relationships. The company has formed a high international brand reputation and competitive advantages in the pharmaceutical preparations and specialty API sub-sectors, and has gradually established a leading position in domestic and foreign markets.

Since its listing in 2017, the company has leveraged the capital market and the two-wheel drive of "connotative growth + extensional expansion" to consolidate and strengthen the specialty API business. At the same time, relying on continuous R&D innovation and business expansion, the company has firmly deepened the integration strategy of "pharmaceutical intermediates, APIs, and preparations" to expand and extend upstream intermediates and downstream preparations. business to further improve the industrial chain layout and fully expand the integration advantages; at the same time, based on its competitive advantages and customer network resources in the field of specialty APIs, the company continues to deploy CDMO business, accelerates the creation of a CDMO one-stop comprehensive service platform, promotes the sustainable development of innovative business, and provides strong impetus for the company's subsequent development. The company is united as one, through continuous improvement of multi-dimensional strategic layout, with CDMO business and preparation integration business as the core, actively carrying out the development and commercialization of cutting-edge medical products, following the new era's strategic goals of "internationalization, high-end, innovation, and intelligence" to assist the company's "second entrepreneurship" and is committed to building Menohua into a domestic first-class, internationally renowned, and highly competitive international pharmaceutical technology manufacturing enterprise.

  1. The company’s main accounting data and financial indicators

3.1 Main accounting data and financial indicators in the past three years

Unit: Yuan Currency: RMB This year compared with the previous year

2025 2024 2023

Increase or decrease(%)

Total assets 4,852,376,198.13 4,651,221,247.28 4.32 4,423,515,920.66

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

Belongs to listed companies

Net capital of shareholders of the company 2,335,686,699.06 2,192,744,591.54 6.52 2,096,251,882.49 assets

Operating income 1,503,122,563.70 1,372,855,272.57 9.49 1,216,499,285.68 Total profit 129,776,697.33 86,963,729.42 49.23 7,957,545.35 Attributable to listed companies

Net profit of shareholders of the company 102,229,352.57 66,806,624.45 53.02 11,585,592.13 profit

Belongs to listed companies

Deductions for corporate shareholders

83,418,154.53 49,253,328.41 69.37 8,450,550.35 Non-recurring gains and losses

net profit

generated by business activities

Net cash flow 157,562,759.88 97,537,045.09 61.54 9,133,098.81

Weighted average net assets increased by 1.39 percentage points

4.50 3.11 0.56 yield (%) points

basic earnings per share

0.48 0.31 54.84 0.05 (yuan/share)

diluted earnings per share

0.47 0.31 51.61 0.05 (yuan/share)

3.2 Main accounting data by quarter during the reporting period

Unit: Yuan Currency: RMB First quarter Second quarter Third quarter Fourth quarter

(January to March) (April to June) (July to September) (October to December) Operating income 276,483,125.97 400,845,992.35 439,464,466.26 386,328,979.12 Net profit attributable to shareholders of listed companies 21,221,727.07 27,833,477.40 46,870,190.34 6,303,957.76 Extraordinary deductions attributable to shareholders of listed companies

16,622,403.34 20,130,176.41 49,607,058.54 -2,941,483.76 Net profit after special gains and losses

Net cash flow from operating activities -25,479,750.86 18,546,598.75 38,858,581.47 125,637,330.52

Explanation of differences between quarterly data and disclosed periodic report data

□Applicable √Not applicable

  1. Shareholder situation

4.1 The total number of common shareholders, the total number of preferred shareholders with restored voting rights, the total number of shareholders holding shares with special voting rights and the top 10 shareholders at the end of the reporting period and the end of the month before the annual report is disclosed

Unit: Total number of ordinary shareholders (households) as of the end of the reporting period 34,336 Total number of common shareholders (households) as of the end of the previous month before the date of disclosure of the annual report 52,449 Total number of preference shareholders (households) whose voting rights have been restored as of the end of the reporting period

Total number of preference shareholders (households) whose voting rights were restored at the end of the previous month before the annual report disclosure date

Shareholding status of the top ten shareholders (excluding shares lent through refinancing)

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

Holds pledged, marked or frozen

Name of shareholder Shareholding ratio at the end of the reporting period Increase in number of shares held at the end of the period Restriction on sale conditions Shareholder (full name) Decrease (%) shares Nature and quantity of shares

Quantity of copies Status

Domestic non-Ningbo Menohua Holding Group

0 45,285,661 20.53 0 None State-owned Law Co., Ltd.

Inhabited by Yao Chengzhi 0 12,070,253 5.47 0 None

Du Guangdi, who is a natural person within the territory of China 23,800 2,072,623 0.94 0 Unknown

Natural person within the territory from Li Xuehong 2,000,000 2,000,000 0.91 0 Unknown

However, within the territory of Shi Jianxiang -1,267,000 1,005,361 0.46 0 Unknown

However, within the territory of Zi Shu Xiajun 960,000 960,000 0.44 0 Unknown

Natural person within the territory from Li Peifen 950,000 950,000 0.43 0 Unknown

Random person within the territory from Li Guangxuan 860,000 860,000 0.39 0 Unknown

However, within the territory of Chen Xiaoyan 0 788,883 0.36 0 Unknown

Hong Kong Securities Clearing Company Limited

759,465 760,820 0.34 0 Unknown Other divisions

The above-mentioned shareholders are related or acting in concert

Yao Chengzhi is the controlling shareholder and actual controller of Menohua Holdings

Ming

Preferred shareholders with restored voting rights and number of shares held

-

Description of quantity

4.2 Block diagram of the property rights and control relationship between the company and its controlling shareholder

√Applicable □Not applicable

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

4.3 Block diagram of the property rights and control relationship between the company and the actual controller

√Applicable □Not applicable

4.4 The total number of preferred shareholders and the top 10 shareholders of the company at the end of the reporting period

□Applicable √Not applicable

  1. Corporate bonds

□Applicable √Not applicable

Section 3 Important Matters

  1. The company shall, in accordance with the principle of materiality, disclose major changes in the company's operating conditions during the reporting period, as well as events that occurred during the reporting period that have a significant impact on the company's operating conditions and are expected to have a significant impact in the future.

During the reporting period, the company's total operating income for the year was 1.503 billion yuan, an increase of 9.49% over the same period last year; attributable to listed companies

Summary of the 2025 Annual Report of Ningbo Menohua Pharmaceutical Co., Ltd.

The net profit of shareholders of the company was 102 million yuan, an increase of 53.02% over the same period last year; the net profit attributable to shareholders of listed companies after deducting non-operating profits and losses was 83 million yuan, an increase of 69.37% over the same period last year; the net cash flow generated by the company's operating activities was 158 million yuan, an increase of 61.54% over the same period last year.

  1. If there is a delisting risk warning or listing termination after the company's annual report is disclosed, the reasons that led to the delisting risk warning or listing termination should be disclosed.

□Applicable √Not applicable