Independent directors’ performance report for 2025 (Shi Xianwang)
Thalys Medical Technology Group Co., Ltd.
2025 Independent Directors’ Work Report
I, Shi Xianwang, have served as an independent director of the fifth board of directors of Thalys Medical Technology Group Co., Ltd. (hereinafter referred to as the "Company") since August 12, 2024. I strictly follow the "Company Law of the People's Republic of China", "Listed Company Governance Code" and "Shanghai Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - -Standardized Operations", "Measures for the Management of Independent Directors of Listed Companies" and other laws and regulations as well as the relevant provisions of the "Company Articles" and "Working System of Independent Directors". During the term of office in 2025, he performed his duties diligently, dutifully and faithfully, actively attended relevant meetings, carefully reviewed various proposals of the board of directors and expressed independent opinions on related matters, safeguarding the legitimate rights and interests of the company and shareholders, especially small and medium-sized shareholders. The performance of responsibilities in 2025 is now reported as follows:
1. Basic information of independent directors
Shi Xianwang, Chinese nationality, no permanent residence abroad, born in 1968, doctor of management, professor and doctoral supervisor. The main research area is basic accounting theory, including capital movement accounting, accounting and information technology development, industry-finance integration, accounting and capital markets, etc. He has published dozens of papers in journals such as "Accounting Research" and "Audit Research". He has hosted and participated in many national social science projects and national self-scientific projects, and has hosted many provincial and ministerial level projects. He once served as an independent director of Wuhan Jinyun Laser Co., Ltd. and Sunflower Pharmaceutical Group Co., Ltd., and is currently a teacher at Zhongnan University of Economics and Law, an independent director of Wuhan Mingde Biotechnology Co., Ltd., and will serve as an independent director of the company from August 2024.
As an independent director of the company, I do not hold any other positions in the company other than director. I have no relationship with the company, its controlling shareholders and their related parties that may hinder my independent and objective judgment. I have also not obtained additional, undisclosed interests from the company, its controlling shareholders and their related parties. Therefore, there are no circumstances affecting independence.
2. Annual performance overview of independent directors
(1) Attendance at board of directors and shareholders’ meetings
In 2025, I actively participated in the company's shareholders' meetings, board of directors and board of directors special committee meetings. In a diligent and responsible manner, I proactively obtained relevant meeting proposal information before the meeting and understood the background of the proposal. During his tenure, the company held 13 board meetings and 6 shareholders' meetings. Attendance at the board of directors and shareholders' meetings is as follows:
Participation in the board of directors Participation in shareholders’ meetings Independent directors
Number of times that should be attended, in person, by proxy, times of absence, number of actual appearances, times that are not in person, number of times that should be present
number of times number of seats number of seats
seat
Shi Xianwang 13 13 0 0 No 6 6
(2) Attendance at various special committees of the board of directors and special meetings of independent directors
The company's fifth board of directors has four special committees: audit, nomination, strategy, remuneration and assessment. I serve as the chairman of the remuneration and assessment committee, a member of the audit committee, and a member of the nomination committee. During my tenure in 2025, I actively participated in 4 audit committee meetings, 1 remuneration and assessment committee meeting, and 1 independent director special meeting held by the company. My attendance at special committees of the Board of Directors is as follows:
Name of Committee Number of Attendances Due Number of Actual Attendances Number of Absences
Audit Committee 4 4 0
Remuneration and Appraisal Committee 1 1 0
Special meeting of independent directors 1 1 0
(3) Exercising the powers of independent directors
During the performance of my duties, as an independent director of the fifth session of the Board of Directors of the company, I performed my duties diligently and conscientiously in accordance with relevant laws and regulations. At company meetings, I listened to the reports of the company's management in detail, carefully considered each topic, actively participated in discussions and put forward reasonable opinions and suggestions, and made independent voting opinions based on my professional ability and experience. All the proposals reviewed by the board of directors were voted in favor, and there were no abstentions, objections or inability to express opinions on the proposals and other matters proposed by the board of directors. During my performance of duties in 2025, the convening of the company's board of directors, its special committees, and shareholders' meetings complied with legal procedures.
(4) Communication with accounting firms
As a member of the company's audit committee, I carefully understand and review the materials and relevant introductions provided by the company's internal audit department and external accounting firms. Discuss and communicate with the accounting firm on regular reports and financial related issues, actively understand the implementation and execution of the company's operation, management and internal control systems from the internal audit department, review relevant information, and communicate with relevant personnel to maintain the objectivity and fairness of the audit report, and on this basis, exercise voting rights independently, prudently and rigorously.
(5) Communication status among small and medium shareholders
I communicate with small and medium-sized shareholders by participating in shareholders' meetings and other forms, fulfill the obligations of independent directors, and give full play to the role of independent directors. Keep abreast of the company's operating conditions and financial status, continue to pay attention to the impact of external environment and market changes on the company, pay attention to relevant media reports on the company, and keep abreast of the company's operating status. At the same time, use your professional knowledge and rich experience to provide constructive opinions to the company, and effectively safeguard the overall interests of the company and the legitimate rights and interests of all shareholders, especially the majority of small and medium-sized shareholders.
(6) On-site work and company cooperation
During the performance of my duties, I conducted multiple on-site inspections of the company and communicated with the company's management on the company's production status, internal control, performance and other matters via phone or email. I kept abreast of the company's operating dynamics and learned about the progress of the company's major events. At the same time, I also used professional knowledge and experience to put forward opinions and suggestions on relevant proposals of the company's board of directors. I fully performed the duties of an independent director with due diligence and exercised the powers of an independent director objectively, independently and prudently.
In the process of performing my duties, the company's board of directors, management and relevant staff provided active and effective cooperation and support, and provided relevant information in detail so that I could learn more about the company and communicate with small and medium-sized investors. In addition, the company continues to pay attention to, organize and coordinate independent directors to participate in various internal and external professional trainings to provide practical support for independent directors to fully perform their duties.
3. Matters of focus in annual performance of duties by independent directors
(1) Related transactions that should be disclosed
On September 16, 2025, the company held the first special meeting of the independent directors of the fifth session of the Board of Directors in 2025, the first meeting of the Strategy Committee of the fifth session of the Board of Directors in 2025, and the 21st meeting of the fifth session of the Board of Directors. The company reviewed and approved the "Proposal on Capital Increase in Shareholding Subsidiaries and Joint Investments with Actual Controllers and External Investments in Related Transactions." This related transaction is in line with the actual situation of the company, the transaction pricing complies with market pricing rules, the transaction is fair and legal, and does not harm the interests of the company and other shareholders, especially small and medium-sized shareholders. Related transactions were subject to the deliberation procedures of the special meeting of independent directors. Related directors abstained from voting on related transaction proposals. The relevant voting procedures complied with relevant laws, regulations and the relevant provisions of the Articles of Association.
(2) Plans for listed companies and relevant parties to change or waive their commitments
During the performance of duties, no changes or exemptions were found to the commitments of the company and relevant parties.
(3) Decisions made and measures taken by the board of directors of the acquired listed company regarding the acquisition
During the period of performance of duties, the company was not involved in any acquisition.
(4) Disclosure of financial information in financial accounting reports and periodic reports, and internal control evaluation reports
During the performance of my duties, I paid close attention to and supervised the financial information in the company's financial accounting reports and periodic reports. I believe that the financial information in the company's financial accounting reports and periodic reports are true, complete and accurate. The contents do not contain any false records, misleading statements or major omissions, and truly reflect the company's financial status and operating results during the reporting period. The review and disclosure procedures are legal and compliant. I signed a written confirmation of the company's periodic reports.
(5) Appointment and dismissal of accounting firms that undertake the audit business of listed companies
During the period of performance of duties, the company did not change accounting firms. China Shen Zhonghuan Accounting Firm (Special General Partnership) has the qualifications to practice securities and futures-related business audits, has the experience and ability to provide audit services for listed companies, and can meet the company's financial final accounting audit and internal control audit work requirements. The company hired Zhongshen Zhonghuan Accounting Firm (Special General Partnership) as the company's 2025 financial final accounts audit agency and internal control audit agency. The review procedures complied with the relevant provisions of laws, regulations and the "Articles of Association", and did not harm the interests of the company and shareholders.
(6) Appointment or dismissal of financial officers of listed companies
During the performance of his duties, the financial person in charge of the listed company has not changed.
(7) Changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards
During the period of performance of duties, the company did not make any changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards.
(8) Nominate or appoint or remove directors, hire or dismiss senior managers
During the reporting period, except for the election of employee directors, the company did not nominate or appoint or remove directors, or engage or dismiss senior managers.
(9) Remuneration of directors and senior managers, formulating or changing equity incentive plans and employee stock ownership plans, ensuring that incentive objects are granted rights and conditions for exercising rights and interests are met, and directors and senior managers arrange stock ownership plans in subsidiaries to be spun off
On April 27, 2025, the company held the first meeting of 2025 of the Remuneration and Assessment Committee of the fifth board of directors and the fourteenth meeting of the fifth board of directors to review and adopt the "Proposal on Confirmation of the Company's Directors' Remuneration for 2024 and the Remuneration Plan for 2025" and "On the Confirmation of the Company's Senior Executive Officers" "Proposal on the 2024 remuneration and 2025 remuneration plan for senior management personnel". The remuneration plan complies with national laws and regulations and the "Articles of Association" and other relevant systems. The remuneration received is appropriate, which is conducive to mobilizing the enthusiasm of directors and senior managers and is conducive to the long-term development of the company. The company is not involved in formulating or changing equity incentive plans or employee stock ownership plans, situations in which incentive objects are granted rights and conditions for exercising rights and interests are met, and directors and senior managers arrange stock ownership plans in subsidiaries to be spun off.
4. Overall evaluation and suggestions
In 2025, the company will strictly abide by laws, regulations and the "Articles of Association" to conduct operations and management, the internal control system will continue to improve, the review procedures for major proposals are legal and compliant, and the management will respond to the professional suggestions put forward by independent directors in a timely and effective manner. I focus on core responsibilities such as financial supervision and internal control management, and provide professional support for the company's standardized operations and risk prevention and control.
2026 In 2019, I will focus on promoting the performance of my duties in four aspects: first, deepening refined financial management, and recommend that the company focus on the two core areas of compliance accounting for R&D investment and improving the efficiency of accounts receivable collection, establish a special ledger for R&D expenses and a hierarchical collection mechanism for accounts receivable, and optimize the allocation of financial resources; second, deepen the docking of policy resources, and suggest that the company establish a special group to connect Hubei R&D funds and policies related to medical reform Support to facilitate the implementation of high-quality projects and increase financing efficiency; the third is to refine the internal control process, and promote the establishment of standardized management and control templates and risk warning mechanisms for key links such as subsidiary management and financial assistance; the fourth is to continue to pay attention to the protection of the rights and interests of small and medium-sized shareholders, actively collect shareholder opinions during shareholder meetings and online interactions, and promote the company to incorporate reasonable suggestions into operating decisions to help the company's high-quality and sustainable development.
Independent Director of Thalys Medical Technology Group Co., Ltd.: Shi Xianwang
April 29, 2026