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Independent director’s work report (Cao Yongchang)

Shanghai Stock Exchange
2026/04/29

Placo Bioengineering Co., Ltd.

2025 Independent Directors’ Work Report

(Cao Yongchang)

2025 In the year, as an independent director of PLC Bioengineering Co., Ltd. (hereinafter referred to as the "Company"), I strictly followed the Company Law of the People's Republic of China, the Code of Governance of Listed Companies, the Measures for the Management of Independent Directors of Listed Companies, the Stock Listing Rules of the Shanghai Stock Exchange, and the Self-Discipline Supervision Guidelines of Listed Companies of the Shanghai Stock Exchange. No. 1 - Standardized Operations" as well as the "Articles of Association", "Working System of Independent Directors" and other relevant provisions, diligently perform responsibilities and faithfully perform the duties and obligations of independent directors in the daily work and important decisions of the board of directors, carefully review various proposals, proceed from the overall interests of the company, and safeguard the legitimate rights and interests of the company and all shareholders, especially small and medium-sized shareholders. I would like to report my performance of duties in 2025 as follows:

1. Basic information of independent directors

I am Cao Yongchang, with a doctoral degree. He has successively served as a teacher, lecturer, associate professor, and professor at South China Agricultural University. From 2006 to present, he has served as a professor and doctoral supervisor at the School of Life Sciences at Sun Yat-sen University. He is currently the academic leader of the National Key Laboratory of Aquatic Animal Disease Prevention and Control and Healthy Breeding, Vice Chairman of the Animal Microecology Branch of the Chinese Society of Animal Husbandry and Veterinary Medicine, Vice Chairman of the Poultry Disease Branch of the Chinese Society of Animal Husbandry and Veterinary Medicine, and Chairman of Guangzhou Wuliang Biotechnology Co., Ltd.

I have served as an independent director of the company since April 11, 2023, and currently serve as a member of the Strategy Committee and the Chairman of the Remuneration and Assessment Committee of the company's Board of Directors. As an independent director of the company, I have not held any other position in the company other than as an independent director. I have no relationship with the company, its major shareholders, directors, and senior managers, nor have I provided financial, legal, consulting, or other services to the company or its affiliated companies. I comply with the independence required by the China Securities Regulatory Commission's "Administrative Measures for Independent Directors of Listed Companies" and other regulations. During the performance of my duties, I did not have any circumstances that affected the independence of independent directors.

2. Overview of independent directors’ performance of duties in 2025

  1. Attendance at board of directors and shareholders’ meetings

During the reporting period, I was supposed to attend the shareholders' meeting 3 times, and actually participated 3 times, including 3 times by communication; I was supposed to attend the board of directors 7 times, and actually participated 7 times, including 1 meeting in person and 6 times by communication. There was no delegation or absence. By listening to reports, carefully reviewing meeting proposals and studying relevant meeting materials, I adhere to the principle of independence and make prudent decisions from the perspective of safeguarding the interests of the company and small and medium investors. In 2025, the company participated in the review and voting of 43 resolutions of the Board of Directors, and voted in favor of the relevant matters reviewed at each Board of Directors meeting, without any objection or abstention.

  1. Participation in meetings of special committees of the board of directors

During the reporting period, the Company's Strategy Committee of the Board of Directors held 2 meetings and the Remuneration and Appraisal Committee of the Board of Directors held 2 meetings. I attended both meetings and voted in favor of the relevant resolutions.

  1. Work status of special meetings of independent directors

On April 3, 2025, the company's three independent directors held the first special meeting in 2025 to review the "Proposal on the Company's Signing of a Creditor's Rights Transfer Agreement." After discussion, we believe that this transfer of creditor's rights will help reduce the company's risk of recovering the creditor's rights, recover working capital in a timely manner, improve the efficiency of fund use, meet the company's actual operating and development needs, and help protect the long-term interests of the company and its shareholders, without harming the interests of the company and small and medium-sized shareholders. Therefore, it is agreed to submit the company's "Proposal on the Company's Signing of a Creditor's Rights Transfer Agreement" to the company's board of directors for review.

On December 27, 2025, the company's three independent directors held the second special meeting in 2025 to review the "Proposal on Estimated Daily Related Transactions in 2026." We believe that the company's expected daily related transactions in 2026 comply with relevant regulations such as the "Company Law of the People's Republic of China" and the Articles of Association. Transactions between the company and related parties are based on the company's operating needs. The transaction pricing is fair and reasonable. The estimated amount of daily related transactions meets the business development needs of both parties to the transaction. There will be no harm to the interests of the company and small and medium-sized shareholders. It will not affect the company's independence and will not have an impact on the company's ongoing operations. Therefore, the three independent directors unanimously recognized the matter and agreed to submit the proposal to the board of directors for review.

  1. Communicate with small and medium shareholders

By participating in the company's 2025 semi-annual performance briefing, I actively communicated with small and medium-sized investors, and continued to provide investors with high-quality services and deliver company value.

  1. On-site work conditions

During the reporting period, I participated in the company's board of directors or shareholders' meetings, communicated with the company's directors and senior managers on the phone or on-site, and learned about the company's operating conditions, internal controls and financial conditions from various aspects, communicated with relevant company personnel, and learned the progress of the company's major events in a timely manner. I always paid attention to the impact of external environment and market changes on the company, and on this basis, I expressed independent opinions prudently. In terms of the follow-up progress of major matters, we will continue to follow up by reviewing company announcements, communicating by phone, etc.

  1. Listed companies’ cooperation with independent directors

During the reporting period, the company provided necessary conditions to ensure that independent directors can effectively exercise their powers. The management attaches great importance to communication with independent directors and actively reports on the progress of the company's production and operations or major events, so that independent directors can keep abreast of the company's production and operation dynamics and provide sufficient support for independent directors to perform their duties. It can notify independent directors in advance of matters decided by the board of directors and provide relevant information and materials in accordance with the prescribed time, provide assistance and convenience for independent directors to perform their duties, and actively and effectively cooperate with independent directors in their work.

3. Matters of focus in annual performance of duties

  1. Related transactions

On January 3, 2025, the 15th meeting of the company's fifth board of directors reviewed and approved the "Proposal on Estimated Daily Related Transactions in 2025", and the related directors abstained from voting; this proposal had been reviewed and approved by a special meeting of the company's independent directors before consideration. The company's independent directors issued review opinions on this matter and believed that: the company's expected daily related transactions in 2025 are in compliance with relevant regulations such as the "Company Law of the People's Republic of China" and the Articles of Association. The transactions between the company and related parties are based on the company's operating needs. The transaction pricing is fair and reasonable. The estimated amount of daily related transactions meets the business development needs of both parties to the transaction. There will be no harm to the interests of the company and small and medium-sized shareholders. It will not affect the company's independence and will not have an impact on the company's ongoing operations.

  1. Plans for the company and relevant parties to change or waive their commitments

During the reporting period, the company and relevant parties did not change or waive their commitment plans.

  1. Decisions made and measures taken by the board of directors of the acquired listed company regarding the acquisition

During the reporting period, the company was not acquired, and the board of directors did not make decisions and take measures for acquisitions.

  1. Disclose financial information and internal control evaluation in financial accounting reports and periodic reports

I have carefully reviewed the company's financial accounting reports for the first quarter, half year, and third quarter of 2024 and 2025, and believe that the financial information in the company's financial accounting reports and periodic reports can fairly reflect the company's financial status and operating results during the period. The content is true, accurate, and complete, and there are no false records, misleading statements, or major omissions. At the same time, during the reporting period, the company's internal control was generally operating well. There were no major and important internal control deficiencies in financial reporting and non-financial reporting internal control deficiencies. Effective internal control was maintained in all major aspects in accordance with the "Basic Standards for Enterprise Internal Control" and relevant regulations.

  1. Appointment or change of accounting firm

On May 16, 2025, the company's 2024 annual shareholders' meeting reviewed and approved the "Proposal on the Company's Re-appointment of Accounting Firms and Their Fees" and decided to continue to hire Shu Lun Accounting Firm as the company's audit agency for 2025. Lixin Accounting Firm has the professional qualifications for financial auditing of listed companies. It has been diligent and conscientious in the company's previous audit work, showing good professional standards and professional ethics, and the relevant fee levels are reasonable. Therefore, it is agreed to appoint it as the audit agency for the company's 2025 financial report and internal control audit report; the renewal of the accounting firm and the determination of audit fees have fulfilled the necessary approval procedures and complied with the provisions of relevant laws, regulations and normative documents.

  1. Appointment or dismissal of financial directors of listed companies

During the reporting period, the company did not dismiss or appoint financial directors of listed companies.

  1. Changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards

During the reporting period, the Company did not make changes in accounting policies or accounting estimates or correct major accounting errors due to reasons other than changes in accounting standards.

  1. Nominate or appoint or remove directors, hire or dismiss senior managers

During the reporting period, the Company did not nominate or appoint or remove directors, or engage or dismiss senior managers.

  1. Remuneration of directors and senior managers

As the chairman of the Remuneration and Appraisal Committee of the fifth board of directors of the company, I have expressed my approval and independent opinions on the 2024 performance annual salary and annual remuneration proposals for the company's directors and senior managers. I believe that the performance-based annual salary and annual remuneration of the company's directors and senior managers in 2024 are formulated or implemented by comprehensively considering the company's actual annual operating conditions and personal performance appraisals and other factors. The review and decision-making procedures are sufficient and appropriate, and there will be no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders.

  1. Other performance of duties

In 2025, I will actively study and strive to improve the ability of independent directors to perform their duties. I will actively participate in the 2025 compliance training for directors, supervisors and senior executives of listed companies organized by the Shanghai Stock Exchange, and continue to accumulate knowledge and experience in the securities industry related to the performance of independent directors' duties. Actively pay attention to the formulation and changes of regulatory policies of industry regulatory authorities, and based on my accumulation of industry experience, accurately screen and form opinions or suggestions that are concerned about the company's interests and convey them to the company, and effectively safeguard the legitimate rights and interests of the company and small and medium-sized shareholders.

4. Overall evaluation

In 2025, I maintained good communication with the management, performed my duties stipulated in laws, regulations, normative documents and the company's internal system, performed my duties diligently and diligently, actively participated in meetings of the company's board of directors and its special committees, and special meetings of independent directors, carefully reviewed relevant proposals or made suggestions, gave full play to the role of participation in decision-making, supervision and checks and balances, and professional consultation, and effectively safeguarded the interests of the company and shareholders.

In 2026, I will continue to adhere to the principles of objectivity, impartiality and independence, strictly comply with relevant regulations such as the "Administrative Measures for Independent Directors of Listed Companies", the Articles of Association, and the Working System of Independent Directors, actively perform the duties of independent directors, give full play to the role of independent directors, effectively safeguard the interests of the company and all shareholders, and promote the company's sustainable and stable operations.

Independent Director: Cao Yongchang

April 28, 2026