/Articles of Association of Guangdong Marumi Biotechnology Co., Ltd. (draft) (applicable after H shares are issued and listed)

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Articles of Association of Guangdong Marumi Biotechnology Co., Ltd. (draft) (applicable after H shares are issued and listed)

Shanghai Stock Exchange

2025/11/13

Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft)

November 2025

Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft)

Section 1 Share Issuance................................................................................................................................3

Section 2 Increase, decrease and repurchase of shares......................................................................................................4

Section 3 Share Transfer................................................................................................................................6

Chapter 4 Shareholders and Shareholders Meeting................................................................................................................7

Section 1 Shareholders................................................................................................................................................8

Section 2 Controlling Shareholders and Actual Controllers......................................................................................11

Section 3 General Provisions of Shareholders’ Meetings......................................................................................................12

Section 4 Convening the Shareholders’ Meeting.................................................................................................................18

Section 5 Proposals and Notices of Shareholders’ Meetings......................................................................................20

Section 6 Convening of Shareholders’ Meeting......................................................................................................................22

Section 7 Voting and Resolutions of the Shareholders’ Meeting................................................................................................26

Chapter 5 Board of Directors................................................................................................................................30

Section 1 General Provisions for Directors................................................................................................................30

Section 2 Board of Directors................................................................................................................................33

Section 3 Independent Directors................................................................................................................................39

Section 4 Special Committees of the Board of Directors................................................................................................42

Chapter 6 Senior Management................................................................................................................44

Chapter 7 Financial Accounting System, Profit Distribution and Audit......................................................................46

Section 1 Financial Accounting System......................................................................................................................46

Section 2 Internal Audit......................................................................................................................50

Section 3 Appointment of Accounting Firm......................................................................................................51

Chapter 8 Notices and Announcements................................................................................................................51

Section 1 Notice................................................................................................................................................51

Section 2 Announcement......................................................................................................................................52

Chapter 9 Merger, spin-off, capital increase, capital reduction, dissolution and liquidation......................................................53

Section 1 Mergers, spin-offs, capital increases and capital reductions......................................................................................53

Section 2 Dissolution and Liquidation................................................................................................................54

Chapter 10 Modification of the Articles of Association................................................................................................................57

Chapter 11 Supplementary Provisions................................................................................................................................................57 Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft)

Chapter 1 General Provisions

Article 1 In order to safeguard the legitimate rights and interests of Guangdong Marumi Biotechnology Co., Ltd. (hereinafter referred to as the "Company"), shareholders, employees and creditors, and regulate the company's organization and behavior, in accordance with 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 (hereinafter referred to as the "Securities Law"), The "Trial Measures for the Administration of the Overseas Issuance and Listing of Securities by Domestic Enterprises", the "Hong Kong Securities and Futures Ordinance", the "Stock Listing Rules of the Shanghai Stock Exchange", the "Securities Listing Rules of The Stock Exchange of Hong Kong Limited" (hereinafter referred to as the "Hong Kong Listing Rules") (including the interpretations, interpretations and revisions of the "Hong Kong Listing Rules" issued by The Stock Exchange of Hong Kong Limited from time to time) and other relevant regulations are formulated based on the specific circumstances of the company.

Article 2 The company is a joint-stock company established by the overall change of Guangzhou Jiahe Cosmetics Manufacturing Co., Ltd. in accordance with the Company Law and other relevant regulations. The company is registered with the Guangzhou Huangpu District Market and Quality Supervision Administration and has obtained a business license. The unified social credit code is 9144011673492646XH.

Article 3 The company was approved by the China Securities Regulatory Commission (hereinafter referred to as the "China Securities Regulatory Commission") on May 21, 2019, and issued 41 million RMB ordinary shares (A shares) to the public for the first time, and was listed on the Shanghai Stock Exchange (hereinafter referred to as the "Shanghai Stock Exchange") on July 25, 2019.

The company was registered with the China Securities Regulatory Commission on [] month [] of [] year, and was approved by the Hong Kong Stock Exchange Limited (hereinafter referred to as the "Hong Kong Stock Exchange") on [] month [] of [] year for its initial public offering of overseas listed shares [] shares, and over-alloted [] shares of overseas listed shares. The aforementioned overseas listed shares were listed on the main board of the Hong Kong Stock Exchange on [] month [] of [] year.

The stocks issued by the company and listed on the Shanghai Stock Exchange are hereinafter referred to as "A shares"; the stocks issued by the company and listed on the main board of the Hong Kong Stock Exchange are hereinafter referred to as "H shares".

Article 4 Company registered name:

Full Chinese name: Guangdong Marumi Biotechnology Co., Ltd.

Full English name: Guangdong Marubi Biotechnology Co., Ltd.

Article 5 Company address: Building 2, No. 92 Banhe Road, Science City, Guangzhou High-tech Industrial Development Zone, Post Office

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Editor: 510530.

Article 6 After the company completes the initial public offering of H shares, if the over-allotment option is not exercised, the company’s registered capital will be RMB [] yuan; if the over-allotment option is fully exercised, the company’s registered capital will be RMB [] yuan.

Article 7 The company shall be a joint stock limited company with permanent existence.

Article 8 The legal representative of the company shall be the chairman of the board of directors. If the chairman of the board of directors who serves as the legal representative resigns, he shall be deemed to have resigned as the legal representative at the same time. If the legal representative resigns, the company shall determine a new legal representative in accordance with the provisions of these Articles of Association within thirty days from the date of resignation of the legal representative.

The legal consequences of civil activities conducted by the legal representative in the name of the company shall be borne by the company. The restrictions on the powers of the legal representative in this Articles of Association or the shareholders' meeting shall not antagonize bona fide counterparties. If the legal representative causes damage to others due to the performance of his duties, the company shall bear civil liability, but the company may recover compensation from the at-fault legal representative.

Article 9 All assets of a company are divided into equal shares. Shareholders shall bear liability to the company to the extent of the shares they subscribe for, and the company shall bear liability for the company's debts with all assets.

Article 10 When a company engages in business activities, it shall fully consider the interests of its employees, consumers and other stakeholders as well as social public interests such as ecological and environmental protection, and assume social responsibilities.

Article 11 The company's articles of association will become a legally binding document that regulates the company's organization and behavior, as well as the rights and obligations between the company and its shareholders, and between shareholders, from the date it takes effect. It is legally binding on the company, shareholders, directors and senior managers. Pursuant to these Articles, shareholders may sue shareholders, shareholders may sue the company's directors and senior managers, shareholders may sue the company, and the company may sue shareholders, directors and senior managers.

Article 12 The term "senior management personnel" as mentioned in these Articles of Association refers to the company's general manager (CEO), deputy general managers (chief financial officer, chief marketing officer, etc.), and board secretary.

Article 13 The company shall establish Communist Party organizations and carry out Party activities in accordance with the provisions of the Constitution of the Communist Party of China. The company provides necessary conditions for the activities of party organizations.

Chapter 2 Business Purpose and Scope

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Article 14 The company's business purpose: Adhering to the development concept of "using the best in the world to be the best in China", using modern management, innovative thinking, and the spirit of cooperation, we are committed to building a world-class competitive enterprise, being an excellent corporate citizen, creating more economies and benefits for society, shareholders, employees, and partners, and contributing to the prosperity of the socialist market economy.

Article 15 After being registered in accordance with the law, the company's business scope is: cosmetics manufacturing; wholesale of cosmetics and sanitary products; retail of cosmetics and sanitary products; biotechnology development services (except for the development of my country's rare and unique precious and fine varieties, except for the development of state-protected wild animals and plant resources originating in my country); biological technology. Technical consultation and exchange services (except for the development of my country’s rare and unique precious and fine varieties, except for the development of state-protected wild animals and plant resources originating in my country); biotechnology extension services (my country’s rare and unique precious and fine varieties, the development of state-protected wild animals and plant resources originating in my country) (Except); Biotechnology transfer services (except for my country’s rare and unique precious and fine varieties, except for the development of state-protected wild animals and plant resources originating in my country); Food science and technology research services; Goods import and export (except for goods involving special management regulations and licensing approvals for foreign investment access); Technology import and export; commodity wholesale trade (except for goods involving special management regulations and licensing approval for foreign investment access); commodity retail trade (except for commodities involving special management regulations and licensing approval for foreign investment access); non-licensed medical device operations; wholesale of prepackaged food; retail of prepackaged food.

Chapter 3 Shares

Section 1 Share Issuance

Article 16 The company's shares shall be in the form of stocks.

Article 17 The issuance of company shares shall be based on the principles of openness, fairness and impartiality, and each share of the same category shall have equal rights.

Article 18 Shares of the same type issued at the same time shall have the same issuance conditions and price per share; subscribers shall pay the same price for each share subscribed.

Article 19 The par value of the stocks issued by the company shall be expressed in RMB, and the par value per share shall be RMB 1.00 yuan (RMB1.00).

Article 20 The A shares issued by the company shall be registered in the Shanghai Branch of China Securities Depository and Clearing Co., Ltd.

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The company is centrally managed. The H shares issued by the company can be mainly deposited with a trustee company under Hong Kong Securities Clearing Company Limited in accordance with the laws of the place of listing, securities regulatory rules and securities registration and custody practices, or can be held by shareholders in their personal names.

In addition to the matters stipulated in the Company Law, the matters that should be stated in a company's stock should also include other matters that are required to be stated by the stock exchange where the company's stock is listed.

Article 21 The founders of the company are Sun Huaiqing and Wang Xiaopu. When the company was established, the number of shares subscribed by Sun Huaiqing and Wang Xiaopu were 72 million shares and 8 million shares respectively. The investment method was to convert the audited net assets of Guangzhou Jiahe Cosmetics Manufacturing Co., Ltd. as of November 30, 2011 into shares, and the investment time was January 15, 2012.

Article 22 After the company completes the initial public offering of H shares, assuming that the over-allotment option has not been exercised, the company’s capital structure on the listing date will be: [] shares of common stock, including [] A shares and [] H shares (accounting for []% of the company’s total number of common shares); after the over-allotment option is exercised, the company’s capital structure will be: [] shares of common stock, including [] A shares and [] H shares (accounting for []% of the company’s total number of common shares).

Article 23 The company or its subsidiaries (including its affiliated enterprises) shall not provide any financial assistance in the form of gifts, advances, guarantees, loans, etc., for others to obtain shares of the company or its parent company, unless the company implements an employee stock ownership plan.

For the benefit of the company, the company may provide financial assistance to others to acquire shares of the company or its parent company, but the cumulative total of financial assistance shall not exceed 10% of the total issued share capital. Resolutions made by the board of directors must be approved by more than two-thirds of all directors.

Section 2 Increase, decrease and repurchase of shares

Article 24 Based on the needs of operation and development, and in accordance with the laws, administrative regulations, and securities regulatory rules of the place where the company's shares are listed, and upon resolution by the shareholders' meeting, the company may increase capital in the following ways:

(1) Issuance of shares to unspecified objects;

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(2) Issuance of shares to specific objects;

(3) Placing or distributing new shares to existing shareholders;

(4) Convert public reserve funds into share capital;

(5) Laws, administrative regulations and other methods approved by the China Securities Regulatory Commission, the Hong Kong Stock Exchange and the securities regulatory authorities in the place where the company's shares are listed.

The board of directors may decide to issue shares not exceeding 50% of the issued shares within three years based on the authorization of the shareholders' meeting. If the board of directors decides to issue shares in accordance with the provisions of the preceding paragraph, resulting in changes in the company's registered capital and the number of issued shares, the modification of the matters recorded in the company's articles of association does not need to be voted on by the shareholders' meeting. If the shareholders' meeting authorizes the board of directors to decide on the issuance of new shares, the board of directors' resolution must be approved by more than two-thirds of all directors.

Article 25 A company may reduce its registered capital (including targeted capital reduction). When a company reduces its registered capital, it shall do so in accordance with the Company Law, the securities regulatory rules of the place where the company's shares are listed, other relevant regulations, and the procedures stipulated in these Articles of Association.

Article 26 A company may not acquire its own shares, except in one of the following circumstances, provided that it does not violate laws, administrative regulations, the securities regulatory rules of the place where the company's shares are listed, and the provisions of these Articles of Association:

(1) Reduce the company’s registered capital;

(2) Merge with other companies that hold shares of the company;

(3) Use shares for employee stock ownership plans or equity incentives;

(4) A shareholder requests the company to acquire his or her shares because he or she dissents from the company's merger or division resolution made by the shareholders' meeting;

(5) Use the shares to convert corporate bonds issued by the company that can be converted into stocks;

(6) Necessary for the company to maintain the company’s value and shareholders’ rights and interests;

(7) Other circumstances in which the company's shares may be acquired in accordance with laws, administrative regulations, departmental rules, normative documents, and securities regulatory rules of the place where the company's shares are listed.

Article 27 A company may acquire its own shares through public centralized transactions, or other laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed, and other regulations approved by the China Securities Regulatory Commission (if necessary).

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way.

If a company acquires its own shares due to the circumstances stipulated in Items (3), (5) and (6) of Paragraph 1 of Article 26 of this Article, it shall do so through public centralized transactions.

Article 28 If the company acquires the company's shares due to the circumstances stipulated in Items (1) and (2) of Paragraph 1 of Article 26 of this Article, it shall be resolved by the shareholders' meeting; if the company acquires the shares of the Company due to the circumstances stipulated in Items (3), (5) and (6) of Article 26 of Paragraph 1 of this Article, it shall be resolved by a board meeting attended by more than two-thirds of the directors, without review by the shareholders' meeting.

After the company acquires the company's shares in accordance with the provisions of paragraph 1 of Article 26 of these Articles, and on the premise of complying with the applicable securities regulatory rules of the place where the company's stocks are listed, if it falls under the circumstance of item (1), it shall be canceled within 10 days from the date of acquisition; if it falls under the circumstances of items (2) and (4), it shall Transfer or cancellation within 6 months; if it falls under the circumstances of Item (3), (5) or (6), the total number of shares of the company held by the company shall not exceed 10% of the total number of issued shares of the company, and shall be transferred or canceled within 3 years.

Notwithstanding the above provisions, if applicable laws and regulations, other provisions of this Articles of Association, the laws of the place where the company's shares are listed, or the securities regulatory authorities have other provisions on the aforementioned matters involving the repurchase of the company's shares, the company shall comply with such provisions. The repurchase of the company's H shares shall comply with the Hong Kong Listing Rules and other relevant laws, regulations and regulatory requirements of the place where the company's H shares are listed.

When a company acquires its own shares, it must fulfill its information disclosure obligations in accordance with applicable laws and regulations such as the Securities Law and the Hong Kong Listing Rules, as well as the relevant provisions of the securities regulatory rules of the place where the company's shares are listed.

Section 3 Share Transfer

Article 29 The company’s shares shall be transferred in accordance with laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed, and these Articles of Association.

Among them, all transfers of H shares shall be in a written transfer document in a general or ordinary format or any other format acceptable to the board of directors (including the standard transfer format or transfer form specified by the Hong Kong Stock Exchange from time to time); and the transfer document may only be signed by hand or stamped with a valid seal of the company (if the transferor or transferee is

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company). If the transferor or transferee is a recognized clearing house (hereinafter referred to as the "recognized clearing house") or its agent as defined in the relevant regulations in force from time to time under the laws of Hong Kong, the transfer document may be signed by hand or machine-printed. All transfer documents shall be kept at the legal address of the Company or at such address as may be designated by the Board of Directors from time to time.

Article 30 The company does not accept its own shares as the subject of pledge.

Article 31 The shares issued before the company's public issuance of shares shall not be transferred within one year from the date the company's shares are listed and traded on the Shanghai Stock Exchange.

Directors and senior managers of a company shall report to the company the shares they hold and their changes. The shares transferred each year during the term of office determined at the time of taking office shall not exceed 25% of the total number of shares of the same class held by them; the shares held by the company shall not be transferred within one year from the date the company's shares are listed and traded. The above-mentioned personnel shall not transfer the company shares held by them within six months after their resignation. If laws, administrative regulations or the securities regulatory rules of the place where the company's shares are listed have other provisions on the transfer restrictions of the company's shares, those provisions shall prevail.

Article 32 If a company’s directors, senior managers, or shareholders holding more than 5% of the company’s shares sell the company’s stocks or other equity securities they hold within 6 months of purchase, or purchase them again within 6 months of sale, the proceeds shall belong to the company, and the company’s board of directors will take back the proceeds. However, this does not apply to securities companies that hold more than 5% of the shares due to underwriting the purchase of remaining stocks after the sale, and other circumstances stipulated by laws, administrative regulations, regulatory rules of the place where the company's stocks are listed, the China Securities Regulatory Commission or other competent authorities.

The stocks or other securities with an equity nature held by directors, senior managers, and natural person shareholders as mentioned in the preceding paragraph include stocks or other securities with an equity nature held by their spouses, parents, and children and those held using the accounts of others.

If the company's board of directors fails to implement the provisions of the preceding paragraph, the shareholders have the right to request the board of directors to implement it within 30 days. If the company's board of directors fails to implement the decision within the above time limit, shareholders have the right to file a lawsuit directly with the People's Court in their own name for the benefit of the company.

If the company's board of directors fails to comply with the provisions of paragraph 1, the responsible directors shall bear joint and several liability in accordance with the law.

Chapter 4 Shareholders and Shareholders’ Meeting

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Section 1 Shareholders

Article 33 The company shall establish a shareholder list based on the certificates provided by the securities registration agency. The shareholder list is sufficient evidence to prove that shareholders hold the company's shares. The original register of H-share shareholders is kept in Hong Kong for shareholders' inspection, but the company may suspend shareholder registration procedures in accordance with applicable laws and regulations and the securities regulatory rules of the place where the company's shares are listed. Any shareholder registered in the register of H-share shareholders or any person who requires his/her name to be registered in the register of H-share shareholders may apply to the company for the issuance of new shares for the shares if his or her stock is lost. If an H-share shareholder loses his or her stock and applies for reissue, it may be handled in accordance with the laws, stock exchange rules or other relevant regulations of the place where the original register of H-share shareholders is kept. Shareholders enjoy rights and assume obligations according to the class of shares they hold; shareholders holding the same class of shares enjoy the same rights and assume the same obligations.

Article 34 When a company convenes a shareholders' meeting, distributes dividends, liquidates, or engages in other actions that require confirmation of the identity of shareholders, the board of directors or the convener of the shareholders' meeting shall determine the equity registration date. Shareholders registered after the market close on the equity registration date shall be shareholders who enjoy relevant rights and interests.

If the "Hong Kong Listing Rules" stipulate the period during which share transfer registration procedures are suspended before the shareholders' meeting or before the base date when the company decides to distribute dividends, such provisions shall prevail.

Article 35 Shareholders of the company enjoy the following rights:

(1) Receive dividends and other forms of benefit distribution based on the share of shares held;

(2) Request to convene, convene, host, participate in, or appoint shareholders’ agents to participate in shareholders’ meetings in accordance with the law, and exercise corresponding voting rights;

(3) Supervise the company’s operations and make suggestions or inquiries;

(4) Transfer, donate or pledge the shares it holds in accordance with laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed and these Articles of Association;

(5) Review and copy these Articles of Association, shareholder list, shareholders’ meeting minutes, board of directors meeting resolutions, and financial accounting reports;

(6) Shareholders who individually or collectively hold more than 3% of the company's shares for more than 180 consecutive days may request to inspect the company's accounting books and accounting vouchers;

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(7) When the company is terminated or liquidated, participate in the distribution of the company's remaining property according to the share of shares it holds;

(8) Shareholders who object to the company merger or division resolution made by the shareholders’ meeting require the company to acquire their shares;

(9) Other rights stipulated in laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, or these Articles of Association.

Article 36 Shareholders who request to review or copy the relevant information or request materials mentioned in the preceding article shall comply with the provisions of the Company Law, Securities Law and other laws, administrative regulations, and the securities regulatory rules of the place where the company's shares are listed, and shall provide the company with written documents proving the type and number of shares they hold in the company. After the company has verified the shareholder's identity and the shareholder has issued a letter of confidentiality commitment, it will notify the shareholder to go to the company's designated location to review and copy the relevant materials on-site.

If the company has reasonable grounds to believe that a shareholder's inspection of accounting books and accounting vouchers has improper purposes and may harm the company's legitimate interests, it may refuse to provide inspection.

Article 37 If the resolutions of the company’s shareholders’ meeting or board of directors violate laws and administrative regulations, shareholders have the right to request the People’s Court to invalidate the resolutions.

If the convening procedures and voting methods of the shareholders' meeting or the board of directors violate laws, administrative regulations or the Articles of Association, or the content of the resolution violates the Articles of Association, shareholders have the right to request the People's Court to revoke the resolution within 60 days from the date the resolution is made. However, there are only minor flaws in the convening procedures or voting methods of the shareholders' meeting or the board of directors' meeting, which do not have a substantial impact on the resolution.

If the board of directors, shareholders and other relevant parties have disputes over the validity of the resolutions of the shareholders' meeting, they should promptly file a lawsuit with the people's court. Before the people's court makes a judgment or ruling such as revoking the resolution, the relevant parties shall implement the resolution of the shareholders' meeting. The company, directors and senior managers should effectively perform their duties and ensure the normal operation of the company.

If the people's court makes a judgment or ruling on relevant matters, the company shall perform its information disclosure obligations in accordance with laws, administrative regulations, the securities regulatory authorities and stock exchanges where the company's shares are listed, fully explain the impact, and actively cooperate with the implementation after the judgment or ruling takes effect. If it involves the correction of previous matters, it will be handled in a timely manner and the corresponding information disclosure obligations will be fulfilled.

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Article 38 If any of the following circumstances occurs, the resolution of the company’s shareholders’ meeting or board of directors shall be invalid:

(1) No shareholders’ meeting or board of directors meeting was held to make resolutions;

(2) The shareholders’ meeting and the board of directors’ meeting did not vote on resolution matters;

(3) The number of people attending the meeting or the number of voting rights held does not reach the number or number of voting rights stipulated in the Company Law or these Articles of Association;

(4) The number of people or the number of voting rights they hold who agree to the resolution does not reach the number of people or the number of voting rights they hold as stipulated in the Company Law or these Articles of Association.

Article 39 If directors or senior managers other than members of the audit committee violate laws, administrative regulations or the provisions of these Articles of Association when performing their duties and cause losses to the company, shareholders who individually or jointly hold more than 1% of the company's shares for more than 180 consecutive days have the right to request the audit committee to file a lawsuit with the People's Court in writing; if the audit committee violates laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or the provisions of this Article of Association when performing its duties and causes losses to the company, the aforementioned shareholders may request the board of directors in writing to file a lawsuit with the People's Court.

If the audit committee or the board of directors refuses to file a lawsuit after receiving the written request from the shareholder specified in the preceding paragraph, or fails to file a lawsuit within 30 days from the date of receipt of the request, or the situation is urgent and failure to file a lawsuit immediately will cause irreparable damage to the company's interests, the shareholder specified in the preceding paragraph has the right to file a lawsuit directly with the People's Court in its own name for the benefit of the company.

If others infringe upon the company's legitimate rights and interests and cause losses to the company, the shareholders specified in the first paragraph of this article may file a lawsuit with the People's Court in accordance with the provisions of the previous two paragraphs.

If directors, supervisors or senior managers of a company's wholly-owned subsidiaries violate laws, administrative regulations or the provisions of these Articles of Association when performing their duties and cause losses to the company, or if others infringe upon the legitimate rights and interests of the company's wholly-owned subsidiaries and cause losses, shareholders who individually or collectively hold more than 1% of the company's shares for more than 180 consecutive days may request the supervisory board or board of directors of the wholly-owned subsidiary to file a lawsuit in writing with the People's Court in accordance with the provisions of the first three paragraphs or directly file a lawsuit with the People's Court in their own name. If a company's wholly-owned subsidiary does not have a board of supervisors or supervisors, but has an audit committee, the provisions of paragraphs 1 and 2 of this article shall apply.

Article 40 Directors and senior managers violate laws, administrative regulations, securities of the place where the company’s shares are listed,

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If the regulatory rules of the Articles of Association (Draft) of Guangdong Marumi Biotechnology Co., Ltd. or the provisions of this Articles of Association harm the interests of shareholders, shareholders may file a lawsuit in the People's Court.

Article 41 Shareholders of a company bear the following obligations:

(1) Comply with laws, administrative regulations and this charter;

(2) Pay the share price according to the shares subscribed and the method of subscription;

(3) Except for circumstances stipulated in laws, administrative regulations, and securities regulatory rules of the place where the company's shares are listed, its share capital shall not be withdrawn;

(4) Shall not abuse the rights of shareholders to harm the interests of the company or other shareholders; must not abuse the independent status of a company as a legal person and the limited liability of shareholders to harm the interests of the company’s creditors;

(5) Other obligations stipulated in laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

If a company's shareholders abuse their rights and cause losses to the company or other shareholders, they shall be liable for compensation in accordance with the law.

If a company's shareholders abuse the company's independent status as a legal person and the limited liability of shareholders, evade debts and seriously damage the interests of the company's creditors, they shall bear joint and several liability for the company's debts.

Section 2 Controlling Shareholders and Actual Controllers

Article 42 The company's controlling shareholders and actual controllers shall exercise their rights and perform their obligations in accordance with laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and the provisions of the China Securities Regulatory Commission and stock exchanges to safeguard the interests of the listed company.

Article 43 The company’s controlling shareholders and actual controllers shall comply with the following provisions:

(1) Exercise shareholders’ rights in accordance with the law, and do not abuse control rights or use affiliated relationships to damage the legitimate rights and interests of the company or other shareholders;

(2) Strictly implement the public statements and commitments made, and shall not make any changes or exemptions without authorization;

(3) Strictly perform information disclosure obligations in accordance with relevant regulations, and actively cooperate with the company to disclose information

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Guangdong Marubi Biotechnology Co., Ltd.'s company articles of association (draft) disclose work and promptly inform the company of major events that have occurred or are expected to occur;

(4) Company funds shall not be appropriated in any way;

(5) The company and relevant personnel shall not be forced, instigated or required to provide guarantees in violation of laws and regulations;

(6) Not to use the company's undisclosed major information to seek benefits, not to leak any undisclosed major information related to the company in any way, and not to engage in insider trading, short-term trading, market manipulation and other illegal activities;

(7) The legitimate rights and interests of the company and other shareholders shall not be harmed through unfair related transactions, profit distribution, asset restructuring, external investment, etc. in any way;

(8) Ensure the company’s asset integrity, personnel independence, financial independence, organizational independence and business independence, and shall not affect the company’s independence in any way;

(9) Other provisions of laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed, provisions of the China Securities Regulatory Commission and these Articles of Association.

If the company's controlling shareholder or actual controller does not serve as a director of the company but actually performs the company's affairs, the provisions of this Articles of Association regarding directors' duties of loyalty and diligence shall apply.

If a company's controlling shareholder or actual controller instructs a director or senior manager to engage in behavior that damages the interests of the company or shareholders, he shall be jointly and severally liable with the director or senior manager.

Article 44 If a controlling shareholder or actual controller pledges the company's stocks held or actually controlled by him or her, the company's control rights and production and operation stability shall be maintained.

Article 45 Controlling shareholders and actual controllers who transfer the shares of the company they hold shall abide by the restrictive provisions on share transfers in laws, administrative regulations, the China Securities Regulatory Commission, the securities regulatory rules of the place where the company's shares are listed, and the regulations of the stock exchange, as well as the commitments made to restrict share transfers.

Section 3 General Provisions of Shareholders’ Meetings

Article 46 The company’s shareholders’ meeting shall be composed of all shareholders. The shareholders' meeting is the company's authority and exercises the following powers in accordance with the law:

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(1) Elect and replace directors, and decide on remuneration matters for directors;

(2) Review and approve the report of the board of directors;

(3) Review and approve the company’s profit distribution plan and loss compensation plan;

(4) Make a resolution to increase or decrease the company’s registered capital;

(5) Make a resolution on the issuance of corporate bonds;

(6) Make resolutions on the merger, division, dissolution, liquidation or change of company form;

(7) Modify this Articles of Association;

(8) Make a resolution on the company’s hiring and dismissal of the accounting firm that handles the company’s audit business;

(9) Review and approve the guarantee matters stipulated in Article 47 of these Articles of Association;

(10) Review the company’s purchase and sale of major assets within one year exceeding 30% of the company’s latest audited total assets;

(11) Review and approve changes in the use of raised funds;

(12) Review equity incentive plans and employee stock ownership plans;

(13) Review laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company’s shares are listed, or other matters that should be decided by the shareholders’ meeting as stipulated in these Articles of Association.

The shareholders' meeting can authorize the board of directors to make a resolution on the issuance of corporate bonds.

Article 47 The following external guarantees provided by the company must be reviewed and approved by the shareholders’ meeting.

(1) Any guarantee provided after the total external guarantees of the company and its holding subsidiaries exceed 50% of the latest audited net assets;

(2) Any guarantee provided after the company’s total external guarantee exceeds 30% of the latest audited total assets;

(3) Guarantees provided for guarantee objects whose asset-liability ratio exceeds 70%;

(4) A single guarantee amount exceeds 10% of the latest audited net assets;

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(5) According to the cumulative calculation principle of the guarantee amount within 12 consecutive months, the guarantee amount exceeds 30% of the latest audited total assets;

(6) Guarantees provided to shareholders, actual controllers and their related parties;

(7) Other guarantee situations that should be reviewed by the shareholders' meeting as stipulated in laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or these articles of association.

When the board of directors considers external guarantee matters, it must be reviewed and approved by more than two-thirds of the directors present at the meeting. When the shareholders' meeting considers external guarantee matters, it must be approved by more than half of the voting rights held by shareholders attending the meeting. However, when the company's shareholders' meeting considers the guarantee in item (5) of the preceding paragraph, it must be approved by more than two-thirds of the voting rights held by shareholders present at the meeting.

Article 48 Any financial assistance transaction that occurs in the company shall be reviewed and approved by more than half of all directors, and must also be reviewed and approved by more than two-thirds of the directors attending the board meeting, and shall be disclosed in a timely manner. If a financial assistance matter falls under any of the following circumstances, it shall also be submitted to the shareholders' meeting for review after being reviewed and approved by the board of directors:

(1) The amount of a single financial aid exceeds 10% of the company’s latest audited net assets;

(2) The latest financial statement data of the funded object shows that the asset-liability ratio exceeds 70%;

(3) The cumulative amount of financial assistance in the last 12 months exceeds 10% of the company’s latest audited net assets;

(4) Other guarantee situations that should be reviewed by the shareholders' meeting as stipulated in laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or these articles of association.

If the funding object is a controlled subsidiary within the scope of the company's consolidated statements, and the other shareholders of the controlled subsidiary do not include the company's controlling shareholders, actual controllers and their affiliates, the preceding provisions of this article may be exempted from application.

Article 49 The transaction amount (including debts and expenses assumed) between the company and related parties is more than RMB 30 million and accounts for more than 5% of the absolute value of the company's latest audited net assets. As well as related transactions that are required to be submitted to the shareholders' meeting for approval according to the Hong Kong Listing Rules before being implemented, the transactions shall be reviewed by the shareholders' meeting. When the shareholders' meeting considers related party transactions, related shareholders shall abstain from voting and shall not

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Act on behalf of other shareholders to exercise voting rights. The meaning of “related transactions” in these Articles includes “related transactions” as defined in the Hong Kong Listing Rules; “related parties” include “related persons” as defined in the Hong Kong Listing Rules; and “related relationships” include “related relationships” as defined in the Hong Kong Listing Rules.

Article 50 If the company's purchases or sales of major assets, entrusted financial management, external donations and other transactions (except for transactions such as receiving cash assets as gifts, obtaining debt relief and other transactions that do not involve payment of consideration and are not accompanied by any obligations) fall into any of the following circumstances, they shall be reviewed by the shareholders' meeting:

(1) The total assets involved in the transaction (if there are both book value and appraisal value, whichever is higher) account for more than 50% of the company’s latest audited total assets;

(2) The net assets involved in the transaction target (such as equity) (if there are both book value and appraisal value, whichever is higher) account for more than 50% of the company's latest audited net assets, and the absolute amount exceeds 50 million yuan;

(3) The operating income related to the transaction object (such as equity) in the most recent fiscal year accounts for more than 50% of the company's audited operating income in the most recent fiscal year, and the absolute amount exceeds RMB 50 million;

(4) The net profit related to the transaction object (such as equity) in the most recent fiscal year accounts for more than 50% of the company's audited net profit in the most recent fiscal year, and the absolute amount exceeds RMB 5 million;

(5) The transaction amount (including debts and expenses assumed) accounts for more than 50% of the company’s latest audited net assets, and the absolute amount exceeds RMB 50 million;

(6) The profit generated from the transaction accounts for more than 50% of the company's audited net profit in the most recent fiscal year, and the absolute amount exceeds RMB 5 million;

(7) Other transaction situations that should be reviewed by the shareholders' meeting as stipulated in laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or these articles of association.

If the data involved in the calculation of the above indicators is negative, its absolute value will be used for calculation.

The term "transaction" as mentioned in the first paragraph of this article includes the following matters: purchase or sale of assets; external investment (including entrusted financial management, investment in subsidiaries, etc.); provision of financial assistance (including interest-free or interest-free borrowings, entrusted loans, etc.); provision of guarantees (including guarantees for holding subsidiaries, etc.); renting or leasing assets; entrusting or entrusting management of assets and business; donating or receiving assets; restructuring of claims and debts; signing of licensing agreements; transfer

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or the transfer of research and development projects; giving up rights (including giving up the right of first refusal, the right to first subscribe for capital contribution, etc.); other transactions recognized by the Shanghai Stock Exchange.

The above-mentioned purchase or sale of assets does not include the purchase or sale of raw materials, fuel and power, as well as the sale of products, commodities and other assets related to daily operations, but the purchase or sale of such assets involved in asset replacement is still included.

If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 51 If the subject matter of the transaction is the company's equity, and the purchase or sale of the equity will result in a change in the scope of the company's consolidated statements, the relevant financial indicators of the target company corresponding to the equity will be used as the basis for calculation, and the provisions of Article 50 of these Articles of Association shall apply.

If the transaction only meets the standards of Item (4) or (6) of Article 50 of these Articles, and the absolute value of the company's earnings per share in the most recent fiscal year is less than 0.05 yuan, the company may be exempted from the application of Article 50 of this Article to submit the transaction to the shareholders' meeting for review.

If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 52 If the transaction reaches the standards stipulated in Article 50 of these Articles of Association, if the transaction target is the company's equity, the company shall hire an accounting firm with qualifications to perform securities and futures-related business, and issue an audit report on the financial accounting report of the transaction target for the most recent year and period in accordance with the Enterprise Accounting Standards. The audit deadline is one year before the review of the transaction. The date of the shareholders' meeting shall not exceed six months; if the transaction target is non-cash assets other than equity, the company shall hire an asset appraisal agency qualified to perform securities and futures-related businesses to issue an evaluation report and evaluate the transaction target. The evaluation base date shall not be more than one year from the date of the shareholders' meeting to review the transaction.

Related transactions that need to be submitted to the shareholders' meeting for review according to Article 49 of the Articles of Association shall be audited and evaluated in accordance with the provisions of the preceding paragraph.

If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 53 If a company invests in establishing an enterprise and pays the full amount of capital contribution in installments, the provisions of this Article of Association shall be applied based on the total capital contribution of the company as stipulated in the agreement.

If the company and its related parties jointly contribute capital to establish an enterprise, the company's total capital contribution shall reach Article 49 of these Articles of Association.

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If the standards are stipulated, if all capital contributors make all capital contributions in cash, and the equity ratio of each party in the established enterprise is determined based on the proportion of capital contribution, the requirement to submit it to the shareholders' meeting for review may be exempted.

If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 54 Except for "providing guarantees", "providing financial assistance", "entrusting financial management" and other matters otherwise specified, when a listed company conducts transactions of the same category and related to the subject matter, it shall apply the approval procedures of the board of directors and shareholders' meeting stipulated in these articles of association in accordance with the principle of cumulative calculation within 12 consecutive months. If the approval procedures of the board of directors and shareholders' meeting have been fulfilled in accordance with the provisions of these articles of association, they will no longer be included in the scope of cumulative calculation.

In addition to the provisions of the preceding paragraph, if the company engages in a "purchase or sale of assets" transaction, regardless of whether the subject matter of the transaction is related, if the total assets or transaction amount involved exceed 30% of the company's most recent audited total assets on a cumulative basis within 12 consecutive months, in addition to being audited or evaluated in accordance with the provisions of Article 52 of the Articles of Association, it shall also be submitted to the shareholders' meeting for review and approved by more than two-thirds of the voting rights held by the shareholders present at the meeting.

When the company conducts related transactions other than "providing guarantees", "providing financial assistance", "entrusting financial management", etc., it shall apply the approval procedures of the board of directors and shareholders' meeting stipulated in these articles of association in accordance with the following standards and in accordance with the principle of cumulative calculation within 12 consecutive months. Those that have fulfilled the approval procedures of the board of directors and shareholders' meeting in accordance with the provisions of these articles of association will no longer be included in the scope of cumulative calculation:

Transactions with the same related party (including other related parties that are controlled by the same entity or have an equity control relationship with the related party);
Related transactions under the same transaction category with different related parties.

If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 55 Shareholders' meetings are divided into annual shareholders' meetings and extraordinary shareholders' meetings. The annual shareholders' meeting is held once a year and should be held within 6 months after the end of the previous fiscal year.

Article 56 If any of the following circumstances occurs, the company shall convene an extraordinary shareholders' meeting within 2 months from the date of occurrence:

(1) When the number of directors is less than 2/3 of the number stipulated in the Company Law or the number stipulated in these Articles of Association;

(2) When the company’s uncompensated losses reach 1/3 of the total paid-in share capital;

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(3) When requested by shareholders individually or collectively holding more than 10% of the company’s shares;

(4) When the board of directors deems it necessary;

(5) When the audit committee proposes to convene;

(6) Other circumstances stipulated in laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, or these Articles of Association.

Article 57 The place where the company holds the shareholders' meeting shall be the place specified in the notice of the shareholders' meeting.

The shareholders' meeting will set up a venue and be held in the form of an on-site meeting. The company will also provide online voting or other methods to facilitate shareholders' participation in the shareholders' meeting in accordance with the securities regulatory rules of the place where the company's shares are listed. Shareholders who participate in the shareholders' meeting through the above methods are deemed to be present. In addition to setting up a meeting venue and holding it in person, the shareholders' meeting can also be held using electronic communication methods.

The specific method of convening the shareholders' meeting and confirmation of the shareholders' identities will be clarified in the meeting notice. Those who participate in the shareholders' meeting through online voting will have their identities verified by the online voting provider.

Article 58 When the company convenes the shareholders' meeting, it will hire a lawyer to issue legal opinions on the following issues and make an announcement:

(1) Whether the convening and convening procedures of the meeting comply with the provisions of laws, administrative regulations, and these Articles of Association;

(2) Whether the qualifications of the persons attending the meeting and the qualifications of the convener are legal and valid;

(3) Whether the voting procedures and voting results of the meeting are legal and valid;

(4) Legal opinions on other relevant issues at the request of the company.

Section 4: Convening of Shareholders’ Meeting

Article 59 The board of directors shall convene the shareholders’ meeting on time within the time limit specified in Articles 55 and 56 of these Articles of Association.

Article 60 With the consent of more than half of all independent directors, independent directors have the right to propose to the board of directors to convene an extraordinary shareholders' meeting. Regarding the independent directors’ proposal to convene an extraordinary shareholders’ meeting, the board of directors shall submit a proposal within 10 days after receiving the proposal in accordance with the laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed and the provisions of these Articles of Association.

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Provide written feedback on whether it agrees or disagrees with convening an extraordinary shareholders’ meeting.

If the board of directors agrees to convene an extraordinary shareholders' meeting, it will issue a notice to convene the shareholders' meeting within 5 days after making the board resolution; if the board of directors does not agree to convene an extraordinary shareholders' meeting, it will explain the reasons and make an announcement.

Article 61 The Audit Committee has the right to propose to the Board of Directors to convene an extraordinary shareholders' meeting, and shall submit the proposal to the Board of Directors in writing. The board of directors shall provide written feedback on whether it agrees or disagrees to convene an extraordinary shareholders' meeting within 10 days after receiving the proposal in accordance with the laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

If the board of directors agrees to convene an extraordinary shareholders' meeting, it will issue a notice to convene the shareholders' meeting within 5 days after making the board's resolution. Any changes to the original proposal in the notice must be approved by the audit committee.

If the board of directors does not agree to convene an extraordinary shareholders' meeting, or fails to provide feedback within 10 days after receiving the proposal, it will be deemed that the board of directors is unable to perform or fails to perform its duty to convene a shareholders' meeting, and the audit committee may convene and preside over it on its own.

Article 62 Shareholders who individually or collectively hold more than 10% of the company's shares (excluding the company's treasury shares) have the right to request the board of directors to convene an extraordinary shareholders' meeting, and shall submit the request to the board of directors in writing. The board of directors shall provide written feedback on whether it agrees or disagrees to convene an extraordinary shareholders' meeting within 10 days after receiving the request in accordance with the laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

If the board of directors agrees to convene an extraordinary shareholders' meeting, it shall issue a notice to convene the shareholders' meeting within 5 days after making the board of directors' resolution. Any changes to the original request in the notice must obtain the consent of the relevant shareholders.

If the board of directors does not agree to convene an extraordinary shareholders' meeting, or fails to provide feedback within 10 days after receiving the request, shareholders who individually or collectively hold more than 10% of the company's shares (excluding the company's treasury shares) have the right to propose to the audit committee to convene an extraordinary shareholders' meeting, and shall make a request in writing to the audit committee.

If the Audit Committee agrees to convene an extraordinary shareholders' meeting, it shall issue a notice to convene the shareholders' meeting within 5 days of receiving the request. Any changes to the original proposal in the notice must be approved by the relevant shareholders.

If the audit committee fails to issue a shareholders' meeting notice within the prescribed period, the audit committee will be deemed to have failed to convene and preside over the shareholders' meeting. Shareholders who individually or collectively hold more than 10% of the company's shares (excluding the company's treasury shares) for more than 90 consecutive days may convene and preside over the meeting on their own.

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Article 63 If the audit committee or shareholders decide to convene a shareholders' meeting on their own, they must notify the board of directors in writing and file it with the Stock Exchange. Before the resolution of the shareholders' meeting is announced, the shareholding ratio of the convening shareholders shall not be less than 10% of the total issued share capital (excluding the company's treasury shares). The audit committee or the convening shareholder shall submit relevant supporting materials to the Stock Exchange when issuing the notice of the shareholders' meeting and the announcement of the resolutions of the shareholders' meeting.

Article 64 The board of directors and the board secretary shall cooperate with the shareholders' meeting convened by the audit committee or shareholders themselves. The board of directors shall provide a list of shareholders on the equity registration date. If the board of directors fails to provide a list of shareholders, the convener may apply to the securities registration and clearing agency to obtain it with the relevant announcement of the notice of convening the shareholders' meeting. The shareholder list obtained by the convener shall not be used for any purpose other than convening a shareholders' meeting.

Article 65 For a shareholders' meeting convened by the audit committee or shareholders themselves, the necessary expenses for the meeting shall be borne by the company.

Section 5 Proposals and Notices of Shareholders’ Meetings

Article 66 The content of the proposal shall fall within the scope of powers of the shareholders' meeting, have clear topics and specific resolution matters, and comply with the relevant provisions of laws, administrative regulations, the securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Article 67 When a company convenes a shareholders' meeting, the board of directors, the audit committee and shareholders individually or jointly holding more than 1% of the company's shares (excluding the company's treasury shares) have the right to submit proposals to the company.

Shareholders who individually or collectively hold more than 1% of the company's shares (excluding the company's treasury shares) may propose a temporary proposal 10 days before the shareholders' meeting and submit it in writing to the convener. The convener shall issue a supplementary notice to the shareholders' meeting within 2 days after receiving the proposal, announce the contents of the temporary proposal, and submit the temporary proposal to the shareholders' meeting for review. Exceptions are made for temporary proposals that violate laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or the provisions of these Articles of Association, or do not fall within the scope of the shareholders' meeting. Regarding the issuance of supplementary notices of shareholders' meetings, if there are special provisions in the securities regulatory rules of the place where the company's shares are listed, such provisions shall prevail on the premise that they do not violate the Company Law, the Securities Law, the Trial Management Measures and the Guidelines for the Articles of Association of Listed Companies. If the shareholders' meeting must be postponed due to the issuance of a supplementary notice of the shareholders' meeting in accordance with the securities regulatory rules of the place where the company's shares are listed, the convening of the shareholders' meeting shall be postponed in accordance with the securities regulatory rules of the place where the company's shares are listed.

Except for the circumstances stipulated in the preceding paragraph, the convener shall not modify the notice of shareholders' meeting after issuing the notice and announcement.

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Proposals already listed in the Articles of Association (Draft) of Guangdong Marumi Biotechnology Co., Ltd. or new proposals added.

For proposals that are not listed in the notice of the shareholders' meeting or do not comply with the provisions of Article 66 of the Articles of Association, the shareholders' meeting shall not vote and make resolutions.

Article 68 The convener shall notify all shareholders in writing (including an announcement) 21 days before the annual shareholders' meeting, and the extraordinary shareholders' meeting shall notify all shareholders in writing (including an announcement) 15 days before the meeting. When the company calculates the starting period, it includes the day of notification and does not include the day of the meeting. If the shareholders' meeting must be postponed due to the issuance of a supplementary notice of the shareholders' meeting in accordance with the securities regulatory rules of the place where the company's shares are listed, the convening of the shareholders' meeting shall be postponed in accordance with the securities regulatory rules of the place where the company's shares are listed.

Article 69 The notice of shareholders’ meeting shall include the following contents:

(1) Time, place and duration of the meeting;

(2) Matters and proposals submitted to the meeting for consideration;

(3) Explain in obvious words: All shareholders have the right to attend the shareholders’ meeting and may appoint a proxy in writing to attend the meeting and participate in voting. The shareholder’s proxy does not have to be a shareholder of the company;

(4) Equity registration date of shareholders who have the right to attend the shareholders’ meeting;

(5) Name and telephone number of the permanent contact person for conference affairs;

(6) Voting time and voting procedures online or by other means;

(7) Other requirements stipulated in laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

All specific contents of all proposals shall be fully and completely disclosed in the shareholders' meeting notice and supplementary notice. If the shareholders' meeting adopts the Internet or other methods, the voting time and voting procedures of the Internet or other methods shall be clearly stated in the notice of the shareholders' meeting. The start time of voting online or by other means at the shareholders' meeting shall not be earlier than 3:00 pm on the day before the on-site shareholders' meeting, and shall not be later than 9:30 am on the day of the on-site shareholders' meeting, and its end time shall not be earlier than 3:00 pm on the day when the on-site shareholders' meeting ends.

The interval between the equity registration date and the meeting date should be no more than 7 working days. Once the equity registration date is determined, it cannot be changed.

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If the Articles of Association (draft) of Guangdong Marumi Biotechnology Co., Ltd. are otherwise stipulated in the securities regulatory rules of the place where the company's shares are listed, such provisions shall prevail.

Article 70 If the shareholders’ meeting intends to discuss director election matters, the shareholders’ meeting notice will fully disclose the detailed information of the director candidates, including at least the following:

(1) Educational background, work experience, part-time job and other personal information;

(2) Whether there is a related relationship with the company or the company’s controlling shareholder and actual controller;

(3) Number of company shares held;

(4) Whether it has been punished by the China Securities Regulatory Commission and other relevant departments and the stock exchange where the company’s shares are listed;

(5) Other contents stipulated in relevant laws, administrative regulations, departmental rules, and securities regulatory rules of the place where the company's shares are listed.

Except for the cumulative voting system to elect directors, each director candidate shall be submitted as a separate proposal.

Article 71 After the notice of the shareholders' meeting is issued, the shareholders' meeting shall not be postponed or canceled without justifiable reasons, and the proposals listed in the notice of the shareholders' meeting shall not be cancelled. In the event of postponement or cancellation, the convener shall make an announcement and explain the reasons at least 2 working days before the original date. If the securities regulatory rules of the place where the company's shares are listed have special provisions on the procedures for postponing or canceling shareholders' meetings, such provisions shall prevail on the premise that they do not violate Chinese laws, administrative regulations and regulatory requirements.

Section 6 Convening of Shareholders’ Meeting

Article 72 The company's board of directors and other conveners will take necessary measures to ensure the normal order of the shareholders' meeting. Measures will be taken to stop any behavior that interferes with shareholders' meetings, provokes troubles and infringes upon the legitimate rights and interests of shareholders, and will be reported to relevant departments for investigation and punishment in a timely manner.

Article 73 All shareholders or their proxies who are registered on the equity registration date have the right to attend the shareholders' meeting, speak at the shareholders' meeting and exercise their voting rights at the shareholders' meeting in accordance with relevant laws, administrative regulations, the securities regulatory rules of the place where the company's shares are listed and these Articles of Association (unless individual shareholders are required to give up voting rights on individual matters under the securities regulatory rules of the place where the company's shares are listed).

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Shareholders may attend the shareholders' meeting in person or entrust a proxy to attend, speak and vote on their behalf. The agent does not need to be a shareholder in the company.

Article 74 If a natural person shareholder attends a meeting in person, he or she shall present his/her identity card or other valid certificate or certificate indicating his/her identity, and a stock account card; if a natural person shareholder attends the meeting on behalf of another person, he/she shall present his/her valid identity document or shareholder's power of attorney.

Legal person shareholders shall be represented by their legal representative or an agent entrusted by the legal representative to attend the meeting. If the legal representative attends the meeting, he or she shall present his/her identity card and a valid certificate that proves his or her qualifications as a legal representative; if an agent attends the meeting, the agent shall present his/her identity card and a written power of attorney issued by the legal representative of the legal person shareholder unit in accordance with the law.

If a shareholder is a recognized clearing house (or its agent) as defined by the relevant laws and regulations of the place where the company's shares are listed, the shareholder can authorize one or more persons or company representatives it deems appropriate to serve as its representative at any meeting (including but not limited to shareholders' meetings and creditors' meetings); however, if more than one person is authorized, the authorization letter should specify the number and type of shares for which each such person is authorized. The authorization letter shall be signed by an authorized officer of the recognized clearing house. A person so authorized can attend the meeting on behalf of the recognized clearing house (or its agent) (without having to produce shareholding certificates, with notarized authorization and/or further evidence confirming that it is duly authorized) to exercise rights, speak at the meeting and exercise rights (including but not limited to voting rights) as if the person were an individual shareholder of the company.

Article 75 The power of attorney issued by a shareholder to entrust others to attend the shareholders’ meeting shall specify the following contents:

(1) The name of the client, the type and number of company shares held;

(2) The name of the agent;

(3) Specific instructions from shareholders, including instructions to vote in favor, against or abstain from voting on each matter included in the agenda of the shareholders’ meeting;

(4) The date of issuance and validity period of the power of attorney;

(5) Signature (or seal) of the client; if the client is a legal person shareholder, the seal of the legal entity shall be affixed;

(6) Laws, administrative regulations, normative legal documents, and securities regulatory rules of the place where the company’s shares are listed

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Other content as specified.

Article 76 If the power of attorney for proxy voting is signed by another person authorized by the principal, the power of attorney or other authorization documents authorizing the signing shall be notarized. The notarized power of attorney or other authorization document, and the voting proxy form must be kept at the company's domicile or other place specified in the notice convening the meeting.

Article 77 The company is responsible for preparing a meeting register of attendees. The meeting register shall contain the names (or names of units) of the participants, ID numbers, the number of shares held or represented with voting rights, the names of the principals (or names of units) and other matters.

If the shareholders' meeting requires directors and senior managers to attend the meeting, the directors and senior managers shall attend the meeting and accept inquiries from shareholders.

Article 78 The convener and the lawyer hired by the company will jointly verify the legality of shareholder qualifications based on the shareholder list provided by the securities registration and clearing agency, and register the names of shareholders and the number of shares with voting rights they hold. Registration for the meeting shall be terminated before the host of the meeting announces the number of shareholders and proxies present at the meeting and the total number of shares with voting rights held.

Article 79 The shareholders' meeting shall be chaired by the chairman of the board of directors. When the chairman of the board of directors is unable or fails to perform his duties, a director jointly elected by more than half of the directors shall preside over the meeting.

The shareholders' meeting convened by the audit committee shall be presided over by the convener of the audit committee. When the convener of the Audit Committee is unable or fails to perform his duties, an Audit Committee member jointly elected by more than half of the Audit Committee members shall preside over the meeting.

A shareholders' meeting convened by shareholders themselves shall be presided over by the convener or his elected representative.

When convening a shareholders' meeting, if the presiding officer violates the rules of procedure and the meeting cannot continue, with the consent of more than half of the shareholders present at the meeting with voting rights, the shareholders' meeting may elect one person to serve as the presiding officer of the meeting and continue the meeting.

Article 80 The company shall formulate rules of procedure for the shareholders' meeting, specifying in detail the convening, convening and voting procedures of the shareholders' meeting, including notification, registration, review of proposals, voting, counting of votes, announcement of voting results, formation of meeting resolutions, meeting minutes and their signing, announcements, etc., as well as the principles for authorization of the board of directors at the shareholders' meeting, and the authorization content shall be clear and specific. The rules of procedure of the shareholders' meeting shall be drawn up by the board of directors as an attachment to the articles of association.

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The articles of association (draft) of Guangdong Marumi Biotechnology Co., Ltd. were approved.

Article 81 At the annual shareholders' meeting, the board of directors shall make a report to the shareholders' meeting on its work over the past year. Independent directors shall submit an annual performance report to the annual shareholders' meeting to explain the performance of their duties.

Article 82 Directors and senior managers shall provide explanations and explanations to shareholders’ inquiries and suggestions at shareholders’ meetings.

Article 83 The host of the meeting shall announce the number of shareholders and agents attending the meeting on-site and the total number of shares holding voting rights before voting. The number of shareholders and agents attending the meeting on-site and the total number of shares holding voting rights shall be subject to the meeting registration.

Article 84 The shareholders' meeting shall have meeting minutes, which shall be held by the secretary of the board of directors. The minutes of the meeting record the following:

(1) Meeting time, location, agenda and name of the convener;

(2) The names of the host of the meeting and the directors and senior managers attending the meeting;

(3) The number of shareholders and proxies attending the meeting, the total number of shares with voting rights held and their proportion to the total number of shares of the company;

(4) The deliberation process, key points and voting results of each proposal;

(5) Shareholders’ inquiries or suggestions and corresponding replies or explanations;

(6) Names of lawyers, counters, and scrutineers;

(7) Other contents that should be included in the minutes of the meeting as stipulated in laws, administrative regulations, normative legal documents, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Article 85 The convener shall ensure that the contents of the meeting minutes are true, accurate and complete. Directors, board secretaries, conveners or their representatives, and meeting presiding officers who attend or attend the meeting shall sign on the meeting minutes. The minutes of the meeting shall be kept together with the signature books of the shareholders present on site, the power of attorney of the proxies, and the valid information on voting status via the Internet and other methods, and the retention period shall be no less than 10 years.

Article 86 The convener shall ensure that the shareholders’ meeting will be held continuously until the final resolution is reached. Because it's impossible

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Guangdong Marumi Biotechnology Co., Ltd. If the shareholders' meeting is suspended or unable to make a resolution due to special reasons such as resistance to the Articles of Association (Draft), the necessary measures should be taken to resume the shareholders' meeting as soon as possible or directly terminate this shareholders' meeting, and make announcements and/or reports (if necessary) in a timely manner in accordance with laws, administrative regulations, departmental rules and the securities regulatory rules of the place where the company's shares are listed.

Section 7 Voting and Resolutions of Shareholders’ Meeting

Article 87 The resolutions of the shareholders' meeting are divided into ordinary resolutions and special resolutions.

Ordinary resolutions made by the shareholders' meeting shall be passed by more than half of the voting rights held by shareholders (including shareholders' proxies) present at the shareholders' meeting.

Special resolutions made by a shareholders' meeting must be passed by more than two-thirds of the voting rights held by shareholders (including shareholders' proxies) present at the shareholders' meeting.

Article 88 The following matters shall be passed by ordinary resolutions at the shareholders’ meeting:

(1) Work report of the board of directors;

(2) The profit distribution plan and loss compensation plan drawn up by the board of directors;

(3) Appointment and removal of board members and their remuneration and payment methods;

(4) Other matters that should be passed by special resolutions except those stipulated in laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, or these Articles of Association.

Article 89 The following matters shall be passed by the shareholders’ meeting through special resolutions:

(1) The company increases or decreases its registered capital;

(2) The division, spin-off, merger, dissolution and liquidation of the company;

(3) Modification of this Articles of Association;

(4) The company purchases or sells major assets or provides guarantees to others for an amount exceeding 30% of the company’s latest audited total assets within one year;

(5) Equity incentive plan;

(6) As stipulated in laws, administrative regulations, securities regulatory rules of the place where the company’s shares are listed, or these Articles of Association,

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and other matters that the shareholders' meeting determines through ordinary resolutions to have a significant impact on the company and need to be passed through special resolutions.

Article 90 Shareholders (including shareholders’ agents) shall exercise their voting rights based on the number of voting shares they represent, and each share shall have one voting right.

When the shareholders' meeting considers major matters affecting the interests of small and medium-sized investors, the votes of small and medium-sized investors shall be counted separately. The results of individual vote counting should be disclosed to the public in a timely manner.

The company's shares held by the company do not have voting rights, and such shares are not included in the total number of voting shares held by shareholders present.

If a shareholder purchases a company's voting shares in violation of the provisions of paragraphs 1 and 2 of Article 63 of the Securities Law, the shares exceeding the prescribed proportion may not exercise voting rights within thirty-six months after the purchase, and will not be included in the total number of voting shares for shareholders present. Unless otherwise provided by the securities regulatory rules of the place where the company's shares are listed.

According to applicable laws and regulations and the securities regulatory rules of the place where the company's shares are listed, if any shareholder is required to give up the right to vote on a certain resolution, or any shareholder is restricted from voting in support of (or against) a certain resolution, the votes cast by such shareholders or their representatives in violation of relevant regulations or restrictions shall not be counted.

The board of directors, independent directors, shareholders holding more than 1% of voting shares, or investor protection institutions established in accordance with laws, administrative regulations, the securities regulatory authorities where the company's shares are listed, or the China Securities Regulatory Commission may publicly solicit shareholder voting rights. When soliciting shareholder voting rights, specific voting intentions and other information must be fully disclosed to the persons being solicited. It is prohibited to solicit shareholder voting rights through paid or disguised payment methods. Except for statutory conditions, a company may not impose minimum shareholding ratio restrictions on the solicitation of voting rights.

Article 91 When the shareholders' meeting considers related party transactions, related shareholders shall not participate in voting, and the number of shares with voting rights they represent shall not be counted in the total number of valid votes. Announcements of shareholders' meeting resolutions should fully disclose the voting status of non-affiliated shareholders.

Article 92 When reviewing related transaction matters, the specific avoidance and voting procedures of related shareholders shall be carried out in accordance with the provisions of the "Guangdong Marumi Biotechnology Co., Ltd. Related (Connected) Transaction Management System".

Article 93 Except for special circumstances such as the company is in crisis, unless approved by a special resolution of the shareholders' meeting,

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The company will not enter into a contract with anyone other than directors or senior managers to entrust that person with the management of all or important business of the company.

Article 94 The list of candidates for non-employee representative directors shall be submitted to the shareholders' meeting for voting in the form of a proposal. The board of directors and shareholders who individually or collectively hold more than 1% of the company's voting shares have the right to nominate candidates for non-employee representative directors. The investor protection agency established in accordance with the law can publicly request shareholders to entrust them to exercise the right to nominate independent directors on their behalf. The number of candidates nominated shall not exceed the number of directors to be elected or changed.

The nominator should obtain the consent of the nominee before making a nomination. The nominator shall provide the board of directors with the resume and basic information of the proposed director candidate. The board of directors should announce the resumes and detailed information of director candidates before the shareholders' meeting to ensure that shareholders have sufficient understanding of the candidates when voting. Director candidates should make a written commitment before the shareholders' meeting, agree to accept the nomination, promise that the publicly disclosed information about the director candidates is true and complete, and ensure that they will effectively perform their duties as directors after being elected.

Article 95 When the shareholders' meeting votes on the election of directors, the cumulative voting system shall be implemented in accordance with the provisions of the Articles of Association or the resolution of the shareholders' meeting, except for the election of one director.

The cumulative voting system mentioned in the preceding paragraph means that when the shareholders' meeting elects directors, each share has the same voting rights as the number of directors to be elected, and the voting rights held by shareholders can be used collectively.

If the shareholders' meeting elects directors by cumulative voting, the votes of independent directors and non-independent directors shall be conducted separately.

Article 96 In addition to the cumulative voting system, the shareholders' meeting will vote on all proposals item by item. If there are different proposals on the same matter, the shareholders will vote in the order in which the proposals are submitted. Unless the shareholders' meeting is suspended or unable to make resolutions due to special reasons such as force majeure, the shareholders' meeting shall not shelve proposals or refrain from voting.

Article 97 When the shareholders' meeting considers the proposal, the proposal will not be modified. If it is changed, it shall be regarded as a new proposal and cannot be voted on at this shareholders' meeting.

Article 98 The shareholders' meeting shall vote by registered vote. The same voting right can only choose one of on-site, online or other voting methods. In the event of repeated voting for the same voting right, the result of the first vote shall prevail.

Article 99 Before the shareholders' meeting votes on a proposal, two shareholder representatives shall be elected to participate in the counting and supervision of votes. If the matters under consideration are related to shareholders, relevant shareholders and agents are not allowed to participate in vote counting or voting supervision.

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When a shareholders' meeting votes on a proposal, lawyers and shareholder representatives shall be jointly responsible for counting and supervising the votes, and the voting results shall be announced on the spot. The voting results of the resolution shall be recorded in the meeting minutes.

Company shareholders or their agents who vote online or by other means have the right to check their voting results through the corresponding voting system.

Article 100 The on-site shareholders' meeting shall not end earlier than the online or other means. The host of the meeting shall announce the voting status and results of each proposal, and declare whether the proposal is passed or not based on the voting results.

Before the voting results are officially announced, the companies, vote counters, scrutineers, shareholders, network service providers and other relevant parties involved in the shareholders' meeting on-site, online and other voting methods have the obligation to keep the voting information confidential. Article 101 Shareholders attending the shareholders' meeting shall express one of the following opinions on the proposals submitted for voting: agree, oppose or abstain from voting. A securities registration and clearing institution serves as the nominal holder of the stock connect mechanism between the mainland and Hong Kong stock markets, or a recognized clearing house or its agent as defined in the relevant regulations in force from time to time under Hong Kong law serves as the nominal holder, except for declarations made in accordance with the actual holder's will. Votes that are not filled in, filled in incorrectly, with illegible handwriting, or uncast votes will be deemed as the voter giving up the right to vote, and the voting result of the number of shares held shall be counted as "abstention".

Article 102 If the presiding officer of the meeting has any doubts about the results of the resolutions submitted for voting, he may organize a count of the votes cast; if the presiding officer of the meeting does not conduct a count of votes, and the shareholders or shareholders' agents present at the meeting have objections to the results announced by the presiding officer of the meeting, they have the right to request a counting of votes immediately after the voting results are announced, and the presiding officer of the meeting shall organize a counting of votes immediately.

Article 103 The resolutions of the shareholders' meeting shall be announced in a timely manner. The announcement shall list the number of shareholders and agents present at the meeting, the total number of shares with voting rights held and their proportion to the total number of shares with voting rights of the company, the voting method, the voting results of each proposal and the details of each resolution passed.

Article 104 If a proposal is not passed, or if this shareholders' meeting changes the resolution of the previous shareholders' meeting, a special reminder should be made in the announcement of the resolution of the shareholders' meeting.

Article 105: If the shareholders' meeting passes the relevant director election proposal, the term of the new director shall be calculated from the date of passing the resolution of the shareholders' meeting and will end when the term of the current board of directors expires.

Article 106 If the shareholders’ meeting passes a proposal on distributing cash, giving away shares or converting capital reserves into share capital, the company shall

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The Articles of Association (Draft) Department of Guangdong Marumi Biotechnology Co., Ltd. will implement the specific plan within 2 months after the end of the shareholders’ meeting. If the specific plan cannot be implemented within 2 months in accordance with laws, regulations and the securities regulatory rules of the place where the company's shares are listed, the implementation date of the specific plan may be adjusted accordingly in accordance with such regulations and the actual situation.

Chapter 5 Board of Directors

Section 1 General Provisions for Directors

Article 107 A director of a company is a natural person and cannot serve as a director of the company under any of the following circumstances:

(1) Having no capacity for civil conduct or having limited capacity for civil conduct;

(2) If a person is sentenced to a criminal penalty for corruption, bribery, misappropriation of property, misappropriation of property or undermining the order of the socialist market economy, or is deprived of political rights due to a crime, and the execution period has not expired for more than 5 years, and if he is sentenced to probation, the probation period has not expired for 2 years;

(3) Serving as a director or factory director or manager of a company or enterprise undergoing bankruptcy liquidation, and being personally responsible for the bankruptcy of the company or enterprise, less than 3 years have elapsed since the date of completion of the bankruptcy liquidation of the company or enterprise;

(4) Serving as the legal representative of a company or enterprise that has had its business license revoked or ordered to close due to illegal activities, and bears personal responsibility, and it has not been more than 3 years since the company or enterprise was revoked of its business license or ordered to close;

(5) A large amount of personal debt has not been paid off when due and is listed as a dishonest person subject to execution by the people's court;

(6) The China Securities Regulatory Commission has taken measures to prohibit entry into the securities market and the time limit has not expired;

(7) Being publicly determined by the stock exchange to be unfit to serve as a director or senior manager of a listed company, etc., and the time limit has not expired;

(8) Other contents stipulated in laws, administrative regulations, departmental rules or securities regulatory rules of the place where the company's shares are listed.

If a director is elected or appointed in violation of the provisions of this article, the election, appointment or appointment shall be invalid. Directors in office

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If the circumstances of this article occur during the period of the Articles of Association (Draft) of Guangdong Marumi Biotechnology Co., Ltd., the company will remove him from his duties and stop him from performing his duties.

Article 108 Non-employee representative directors are elected or replaced by the shareholders' meeting, and the shareholders' meeting may remove any director before the expiration of his term. However, the removal of his office does not affect the director's claim for damages based on any contract. The term of directors is 3 years and may be re-elected upon expiration of the term. If the securities regulatory rules of the place where the company's shares are listed have other provisions on the re-election of directors, those provisions shall prevail.

The term of office of a director shall be calculated from the date of taking office until the expiration of the term of the current board of directors. If a director's term of office expires and is not re-elected in time, until the re-elected director takes office, the original director shall still perform his duties as a director in accordance with laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Directors may concurrently serve as senior managers, but the total number of directors who concurrently serve as senior managers and directors who are employee representatives shall not exceed 1/2 of the total number of directors of the company.

Article 109 Directors shall abide by laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association, have a duty of loyalty to the company, take measures to avoid conflicts between their own interests and the company's interests, and shall not use their powers to seek improper benefits.

Directors have the following duties of loyalty to the company:

(1) Not to misappropriate company property or misappropriate company funds;

(2) Company funds shall not be stored in accounts opened in his or her own name or in the names of other individuals;

(3) No bribery or other illegal income may be taken advantage of;

(4) Without reporting to the board of directors or the shareholders' meeting, and passing the resolution of the board of directors or the shareholders' meeting in accordance with the provisions of these Articles, no contract or transaction may be made directly or indirectly with the company;

(5) Shall not take advantage of his or her position to seek business opportunities belonging to the company for himself or others, unless reported to the board of directors or the shareholders' meeting and passed by the shareholders' meeting, or the company is unable to take advantage of the business opportunities in accordance with laws, administrative regulations, the securities regulatory rules of the place where the company's shares are listed, or the provisions of these articles of association;

(6) Without reporting to the board of directors or the shareholders' meeting and passing the resolution of the shareholders' meeting, they are not allowed to operate business similar to that of the company for themselves or for others;

(7) You shall not accept commissions from other people’s transactions with the company and keep them as your own;

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(8) Company secrets shall not be disclosed without authorization;

(9) Shall not use its affiliated relationships to harm the interests of the company;

(10) Other loyalty obligations stipulated in laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, and this Article of Association.

The income earned by directors in violation of the provisions of this article shall belong to the company; if they cause losses to the company, they shall be liable for compensation.

The provisions of Item (4) of Paragraph 2 of this Article shall apply when close relatives of directors and senior managers, enterprises directly or indirectly controlled by directors, senior managers or their close relatives, and related persons who have other related relationships with directors and senior managers, enter into contracts or conduct transactions with the company.

Article 110 Directors shall abide by laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association, have a duty of diligence to the company, and shall exercise the reasonable care normally due to managers in the best interests of the company when performing their duties.

Directors have the following diligence obligations towards the company:

(1) The rights granted by the company should be exercised prudently, conscientiously and diligently to ensure that the company’s business activities comply with national laws, administrative regulations, securities regulatory rules of the place where the company’s stocks are listed, and the requirements of various national economic policies, and that commercial activities do not exceed the business scope stipulated in the business license;

(2) All shareholders should be treated fairly;

(3) Keep abreast of the company’s business operations and management status;

(4) A written confirmation of the company’s periodic reports should be signed. Ensure that the information disclosed by the company is true, accurate and complete;

(5) Relevant information and information shall be truthfully provided to the Audit Committee and shall not hinder the Audit Committee from exercising its powers;

(6) Other diligence obligations stipulated in laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Article 111 A director fails to attend in person for two consecutive times and does not entrust other directors to attend the meeting.

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If a company is deemed unable to perform its duties during a general meeting, the board of directors shall recommend to the shareholders' meeting that he be removed. Subject to compliance with the securities regulatory rules of the place where the company's shares are listed, a director's attendance at a board meeting via the Internet, video, telephone or other equivalent means will also be deemed to be attended in person.

Article 112 Subject to compliance with the securities regulatory rules of the place where the company's shares are listed, a director may resign before the expiration of his term. Directors who resign should submit a written resignation report to the board of directors. The resignation will take effect on the date the company receives the resignation report, and the company will disclose the relevant information within two trading days.

If the resignation of a director causes the company's board of directors to fall below the legal minimum number of persons, the resignation of an independent director causes the proportion of independent directors on the company's board of directors or special committees to fail to meet the requirements of laws and regulations, the securities regulatory rules of the place where the company's shares are listed, or the provisions of this Articles of Association, or there are no accounting professionals among the independent directors, before the re-elected directors take office, the original directors shall still perform their duties as directors in accordance with laws, administrative regulations, departmental rules, the securities regulatory rules of the place where the company's shares are listed, and the provisions of this Articles of Association.

When a director's resignation takes effect or his term expires, he must complete all transfer procedures to the board of directors. His duty of loyalty to the company and shareholders will not be automatically terminated after the term ends, but will remain valid for two years. The responsibilities that a director shall bear due to the performance of his duties during his term of office shall not be relieved or terminated upon resignation.

Article 113 The shareholders' meeting may resolve to dismiss a director, and the dismissal shall take effect on the date the resolution is made. If a director is dismissed before the expiration of his term without justifiable reasons, the director may request the company to compensate him.

Article 114 No director may act on behalf of the company or the board of directors in his or her own name without the provisions of these Articles of Association or the legal authorization of the board of directors. When a director acts in his own name, if a third party would reasonably believe that the director is acting on behalf of the company or the board of directors, the director shall state his position and identity in advance.

Article 115 If a director causes damage to others when performing company duties, the company will be liable for compensation; if a director commits intentional or gross negligence, he shall also be liable for compensation.

If a director violates laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, or the provisions of these Articles of Association when performing company duties, thereby causing losses to the company, he shall be liable for compensation.

Section 2 Board of Directors

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Article 116 The company shall have a board of directors, which shall be responsible to the shareholders' meeting. The board of directors consists of 10 directors, including 4 independent directors and 1 employee representative director. Except for employee representative directors who are elected by the employee representative conference, workers' conference or other forms of democratic elections, other directors are elected by the shareholders' meeting.

Article 117 The board of directors shall exercise the following powers:

(1) Convene a shareholders’ meeting and report work to the shareholders’ meeting;

(2) Implement the resolutions of the shareholders’ meeting;

(3) Decide on the company’s business plan and investment plan;

(4) Formulate the company’s profit distribution plan and loss compensation plan;

(5) Formulate plans for the company to increase or reduce its registered capital, issue bonds or other securities, and go public;

(6) Formulate plans for the company’s major acquisitions, acquisition of the company’s stocks, or mergers, divisions, dissolutions, and changes to the company’s form;

(7) Decide on matters such as the company’s external investment, acquisition and sale of assets, asset mortgages, external guarantees, entrusted financial management, related transactions, external donations, etc. within the scope authorized by the shareholders’ meeting;

(8) Decide on the establishment of the company’s internal management organization;

(9) Appoint or dismiss the company’s general manager, secretary to the board of directors and other senior managers, and decide on their remuneration, rewards and punishments; based on the nomination of the general manager, decide on the appointment or dismissal of the company’s deputy general manager, chief financial officer and other senior managers, and decide on their remuneration, rewards and punishments;

(10) Formulate the company’s basic management system;

(11) Formulate a plan to amend this Articles of Association;

(12) Management company information disclosure matters;

(13) Propose to the shareholders’ meeting to hire or change the accounting firm for the company’s audit;

(14) Listen to the work report of the company’s general manager and inspect the work of the general manager;

(15) Laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company’s shares are listed, these Articles of Association or other powers granted by the shareholders’ meeting.

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Article 118 The board of directors shall determine the authority for external investment, acquisition and sale of assets, asset mortgages, external guarantees, entrusted financial management, related transactions, external donations, etc., and establish strict review and decision-making procedures; major investment projects shall organize relevant experts and professionals to conduct reviews and submit them to the shareholders' meeting for approval in accordance with laws, administrative regulations, the securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

If the company's purchases, sales of major assets, entrusted financial management, external donations and other transactions (except external guarantees) fall into any of the following circumstances, they will be reviewed by the board of directors:

(1) The total assets involved in the transaction (if there are both book value and appraisal value, whichever is higher) account for more than 10% of the company's latest audited total assets;

(2) The net assets involved in the transaction target (such as equity) (if there are both book value and appraisal value, whichever is higher) account for more than 10% of the company's latest audited net assets, and the absolute amount exceeds 10 million yuan;

(3) The transaction amount (including debts and expenses assumed) accounts for more than 10% of the company’s latest audited net assets, and the absolute amount exceeds RMB 10 million;

(4) The profit generated from the transaction accounts for more than 10% of the company's audited net profit in the most recent fiscal year, and the absolute amount exceeds RMB 1 million;

(5) The operating income related to the transaction target (such as equity) in the most recent fiscal year accounts for more than 10% of the company's audited operating income in the most recent fiscal year, and the absolute amount exceeds RMB 10 million;

(6) The net profit related to the transaction object (such as equity) in the most recent fiscal year accounts for more than 10% of the company's audited net profit in the most recent fiscal year, and the absolute amount exceeds RMB 1 million;

(7) Other circumstances that should be reviewed by the board of directors as stipulated in laws, administrative regulations, and securities regulatory rules of the place where the company's shares are listed.

If the data involved in the calculation of the above indicators is negative, its absolute value will be used for calculation.

If the laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association stipulate that the above transactions need to be submitted to the shareholders' meeting for review, they shall also be submitted to the shareholders' meeting for review after the board of directors' review.

Article 119 The company's external guarantees must be reviewed by the board of directors. If the laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these articles of association require it to be submitted to the shareholders' meeting for review, the board of directors must also review it after review.

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The articles of association (draft) of Guangdong Marumi Biotechnology Co., Ltd. were submitted to the shareholders' meeting for review. When the board of directors considers the company's external guarantees, in addition to the approval of more than half of all directors, it must also be reviewed and approved by more than two-thirds of the directors attending the board meeting.

Article 120 Related transactions between the company and related legal persons with an amount exceeding RMB 3 million and accounting for more than 0.5% of the company's latest audited net asset value (except for guarantees provided by the company). Related transactions between the company and related natural persons with an amount exceeding RMB 300,000 shall be reviewed by the board of directors. The above-mentioned transactions must be approved by more than half of all independent directors before being submitted to the board of directors for review.

When the board of directors considers related party transactions, related directors should abstain from voting.

Article 121 The general manager's office meeting decides on major transactions and related transactions that do not meet the standards of Articles 118 and 120 of this Article. Members of the general manager's office meeting who are related to the matters under consideration shall abstain from voting.

Article 122 The board of directors shall explain to the shareholders' meeting the non-standard audit opinions issued by certified public accountants on the company's financial report.

Article 123 The Board of Directors shall formulate the Rules of Procedure of the Board of Directors as an attachment to these Articles of Association and submit them to the Shareholders' Meeting for review and approval to ensure that the Board of Directors implements the resolutions of the Shareholders' Meeting, improves work efficiency, and ensures scientific decision-making.

Article 124 The chairman of the board of directors shall exercise the following powers:

(1) Preside over shareholders’ meetings and convene and preside over board meetings;

(2) Supervise and inspect the implementation of board resolutions;

(3) In the event of force majeure emergencies such as severe natural disasters, exercise special power to handle company affairs in compliance with legal provisions and the company's interests, and report to the company's board of directors afterwards;

(4) Other powers granted by the board of directors.

Article 125 If the chairman of the board of directors is unable or fails to perform his duties, more than half of the directors shall jointly elect a director to perform his duties.

Article 126 The board of directors shall hold at least four meetings every year, convened by the chairman of the board of directors.

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All directors shall be notified in writing 14 days before the opening date.

Article 127 The company shall convene an extraordinary meeting of the board of directors when the chairman deems it necessary or when required by the securities regulatory authorities. Shareholders representing more than 1/10 of the voting rights, more than 1/3 of the directors or the audit committee may propose to convene an extraordinary meeting of the board of directors. The chairman of the board of directors shall convene and preside over a board meeting within 10 days after receiving the proposal.

Article 128 All directors shall be notified of extraordinary board meetings two working days before the meeting. In an emergency, if an extraordinary meeting of the board of directors needs to be convened as soon as possible, for the benefit of the company, the board of directors office may issue a meeting notice at any time by telephone or other oral means without being subject to the notification time limit stipulated in these Articles, but the convener shall make an explanation at the meeting.

Article 129 The notice of board meeting shall include the following contents:

(1) Meeting date and location;

(2) Meeting period;

(3) Reasons and issues;

(4) The date of issuing the notice;

(5) Other contents stipulated in laws, administrative regulations, departmental rules, normative documents, securities regulatory rules of the place where the company's shares are listed, and the company's articles of association.

Article 130 A board meeting can only be held if more than half of the directors are present. The voting on resolutions of the board of directors shall be based on one person, one vote. Resolutions made by the board of directors must be approved by more than half of all directors. If an independent director votes against or abstains from voting on a board resolution, he shall explain the specific reasons and basis, the legality and compliance of the matters involved in the resolution, possible risks, and the impact on the rights and interests of the company and small and medium-sized shareholders. When a company discloses board resolutions, it shall also disclose the dissenting opinions of independent directors and state them in the board resolutions and meeting minutes.

Article 131 If a director has a relationship with an enterprise or individual involved in matters resolved at a board meeting, the director shall report to the board of directors in writing in a timely manner. Directors with related relationships may not exercise voting rights on this resolution, nor may they exercise voting rights on behalf of other directors. The board meeting can be held if more than half of the unrelated directors are present, and resolutions made at the board meeting must be passed by more than half of the unrelated directors.

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If the number of unrelated directors present at the board of directors is less than 3, the matter shall be submitted to the shareholders' meeting for review. If laws, regulations or the securities regulatory rules of the place where the company's shares are listed have additional restrictions on directors' participation in board meetings and voting, those provisions shall prevail. When the board of directors considers related party transactions, directors (including authorized agents) who are related to the related party matters may attend the board of directors and explain their views to the directors present in accordance with the meeting procedures, but they must abstain from voting when voting.

Article 132 The voting method at the board of directors meeting shall be: registered vote, show of hands or oral vote. If an off-site meeting is held by instant messaging methods such as video, telephone conference, etc., directors shall vote on the spot. If an off-site meeting is held by fax, email or other written means, the directors shall send voting votes to the company within the time specified in the meeting notice.

Article 133 Board meetings shall be attended by the directors in person. If a director is unable to attend for any reason, he may entrust another director in writing to attend on his behalf. The power of attorney shall state the name of the agent, matters of agency, scope of authorization and validity period, and shall be signed or sealed by the principal. Directors attending meetings on their behalf shall exercise their rights within the scope of authorization. If a director fails to attend a board meeting or appoint a representative to attend, he shall be deemed to have given up his right to vote at the meeting.

Article 134 The board of directors shall keep minutes of its decisions on the matters discussed at the meeting, and the directors attending the meeting shall sign on the minutes.

The minutes of board of directors meetings shall be kept as company files and shall be kept for no less than 10 years.

Article 135 The minutes of board meetings shall include the following contents:

(1) The date, place, method and name of the convener of the meeting;

(2) The names of directors present and the names of directors (agents) entrusted by others to attend the board of directors;

(3) Meeting agenda;

(4) Key points of the director’s speech;

(5) The voting method and results of each resolution matter (the voting results should indicate the number of votes in favor, against or abstention);

(6) Other contents stipulated in laws, administrative regulations, departmental rules, normative legal documents and the securities regulatory rules of the place where the company's shares are listed.

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Section 3 Independent Directors

Article 136 Independent directors shall conscientiously perform their duties in accordance with laws, administrative regulations, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association, play a role in decision-making, supervision and balance, and professional consultation on the board of directors, safeguard the overall interests of the company, and protect the legitimate rights and interests of small and medium-sized shareholders.

Article 137 Independent directors must maintain their independence. The following persons are not allowed to serve as independent directors:

(1) Personnel working in the company or affiliated enterprises and their spouses, parents, children, and major social relations;

(2) Directly or indirectly hold more than 1% of the company’s issued shares or are natural person shareholders and their spouses, parents, and children among the top 10 shareholders of the company;

(3) Shareholders who directly or indirectly hold more than 5% of the company’s issued shares or persons who serve among the top five shareholders of the company and their spouses, parents, and children;

(4) Personnel working in affiliated enterprises of the company’s controlling shareholder or actual controller and their spouses, parents, and children;

(5) Persons who have significant business dealings with the company, its controlling shareholders, actual controllers, or their respective subsidiaries, or persons who hold positions in units with significant business dealings, their controlling shareholders, or actual controllers;

(6) Personnel who provide financial, legal, consulting, sponsorship and other services to the company and its controlling shareholders, actual controllers or their respective affiliated enterprises, including but not limited to all members of the project team of the intermediary agency providing services, reviewers at all levels, persons who signed the report, partners, directors, senior managers and principal persons in charge;

(7) Persons who have had the circumstances listed in items 1 to 6 in the past 12 months;

(8) Other personnel who are not independent as stipulated in laws, administrative regulations, the regulations of the securities regulatory authority in the place where the company's shares are listed, the business rules of the stock exchange and these Articles of Association.

The subsidiaries of the company's controlling shareholders and actual controllers in items 4 to 6 of the preceding paragraph do not include enterprises controlled by the same state-owned asset management institution as the company and which are not affiliated with the company in accordance with relevant regulations.

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Independent directors should conduct self-examinations on their independence every year and submit the self-examination results to the board of directors. The board of directors should evaluate the independence of serving independent directors every year and issue special opinions, which should be disclosed at the same time as the annual report.

Article 138 To serve as an independent director of a company, one must meet the following conditions:

(1) Qualified to serve as a director of a listed company in accordance with laws, administrative regulations, the regulations of the securities regulatory authority in the place where the company’s shares are listed, the business rules of the stock exchange and other relevant regulations;

(2) Meet the independence requirements stipulated in this Articles of Association;

(3) Have basic knowledge of the operation of listed companies and be familiar with relevant laws, regulations and rules;

(4) Have more than five years of legal, accounting or economic work experience necessary to perform the duties of an independent director;

(5) Have good personal moral character and have no bad records such as major breach of trust;

(6) Other conditions stipulated in laws, administrative regulations, securities regulatory authorities in the place where the company's shares are listed, business rules of the stock exchange and these Articles of Association.

Article 139 As a member of the board of directors, independent directors have a duty of loyalty and diligence to the company and all shareholders, and prudently perform the following duties:

(1) Participate in the decision-making of the board of directors and express clear opinions on the matters discussed;

(2) Supervise potential major conflicts of interest between the company and its controlling shareholders, actual controllers, directors, and senior managers, and protect the legitimate rights and interests of small and medium-sized shareholders;

(3) Provide professional and objective suggestions on the company’s business development and promote the improvement of the board’s decision-making level;

(4) Other responsibilities stipulated in laws, administrative regulations, securities regulatory authorities in the place where the company's shares are listed, and these Articles of Association.

Article 140 Independent directors shall exercise the following special powers:

(1) Independently hire intermediaries to audit, consult or verify specific matters of the company;

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(2) Propose to the board of directors to convene an extraordinary shareholders’ meeting;

(3) Proposing to convene a board meeting;

(4) Publicly solicit shareholder rights from shareholders in accordance with the law;

(5) Express independent opinions on matters that may damage the rights and interests of the company or small and medium-sized shareholders;

(6) Other powers stipulated in laws, administrative regulations, securities regulatory authorities in the place where the company's shares are listed, and these Articles of Association.

The exercise of the powers listed in items 1 to 3 of the preceding paragraph by independent directors shall be subject to the consent of more than half of all independent directors.

If an independent director exercises the powers listed in paragraph 1, the company will promptly disclose it. If the above powers cannot be exercised normally, the company will disclose the specific circumstances and reasons.

Article 141 The following matters shall be submitted to the board of directors for review after being approved by more than half of all independent directors of the company:

(1) Related transactions that should be disclosed;

(2) Plans for the company and relevant parties to change or waive their commitments;

(3) The decisions made and measures taken by the board of directors of the acquired listed company regarding the acquisition;

(4) Other matters stipulated in laws, administrative regulations, provisions of the China Securities Regulatory Commission, other securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Article 142 The company shall establish a special meeting mechanism attended by all independent directors. The board of directors' review of related transactions and other matters shall be approved in advance by a special meeting of independent directors.

The company holds special meetings of independent directors regularly or irregularly. Matters listed in Items (1) to (3) of Paragraph 1 of Article 141 of this Article and Article 142 shall be reviewed by special meetings of independent directors.

Special meetings of independent directors can study and discuss other matters of the company as needed.

Special meetings of independent directors shall be convened and presided over by an independent director jointly elected by more than half of the independent directors;

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Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft) When the convener fails to perform or is unable to perform his duties, two or more independent directors may convene themselves and elect a representative to preside over the meeting.

Minutes of special meetings of independent directors shall be made in accordance with regulations, and the opinions of independent directors shall be stated in the minutes. Independent directors should sign and confirm the meeting minutes.

The company provides convenience and support for the convening of special meetings of independent directors.

Section 4 Special Committees of the Board of Directors

Article 143 The board of directors shall set up special committees for audit, remuneration and assessment, nomination, and strategy to perform their duties in accordance with the Articles of Association and the authorization of the board of directors. The proposals of the special committees shall be submitted to the board of directors for review and decision. The working procedures of special committees are formulated by the board of directors. The members of the special committees shall all be composed of directors. Among them, independent directors shall constitute the majority of the audit committee, nomination committee, and remuneration and assessment committee and shall serve as the convener. At least one independent director of the audit committee shall be an accounting professional and shall serve as the convener.

Article 144 The Audit Committee shall exercise the powers of the Board of Supervisors as stipulated in the Company Law.

Article 145 The Audit Committee shall consist of three members who are directors who do not serve as senior managers of the company. The majority of the members shall be independent directors, and accounting professionals among the independent directors shall serve as the convener.

Article 146 The Audit Committee is responsible for reviewing the company's financial information and its disclosure, supervising and evaluating internal and external audit work and internal control. The following matters shall be submitted to the Board of Directors for review after being approved by more than half of all members of the Audit Committee:

(1) Disclose financial information and internal control evaluation reports in financial accounting reports and periodic reports;

(2) Appoint or dismiss the accounting firm that handles the company’s audit business;

(3) Appoint or dismiss the company’s financial director;

(4) Changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards;

(5) Other matters stipulated in laws, administrative regulations, provisions of the China Securities Regulatory Commission, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

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Article 147 The Audit Committee shall hold at least one meeting every quarter. Extraordinary meetings may be convened upon the proposal of two or more members, or when the convener deems it necessary. Meetings of the Audit Committee must be attended by more than two-thirds of the members.

Resolutions made by the Audit Committee must be approved by more than half of the members of the Audit Committee.

The voting on resolutions of the Audit Committee shall be one person, one vote.

The audit committee shall produce meeting minutes in accordance with regulations when making resolutions, and the members of the audit committee who attended the meeting shall sign on the meeting minutes.

The working procedures of the Audit Committee are formulated by the Board of Directors.

Article 148 The Remuneration and Appraisal Committee is responsible for formulating and conducting assessment standards for directors and senior managers, formulating and reviewing remuneration policies and plans such as the remuneration determination mechanism, decision-making process, payment and stop-payment recourse arrangements for directors and senior managers, and making recommendations to the board of directors on the following matters:

(1) Remuneration of directors and senior managers;

(2) Formulating or changing equity incentive plans and employee stock ownership plans, and achievements in granting benefits to incentive targets and conditions for exercising their rights;

(3) Directors and senior managers arrange shareholding plans for the subsidiaries to be spun off;

(4) Other matters stipulated in laws, administrative regulations, provisions of the China Securities Regulatory Commission, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

If the board of directors fails to adopt or fully adopts the recommendations of the Remuneration and Appraisal Committee, it shall record the opinions of the Remuneration and Appraisal Committee and the specific reasons for failure to adopt them in the resolution of the board of directors and disclose them.

Article 149 The Nomination Committee is responsible for formulating the selection criteria and procedures for directors and senior managers, selecting and reviewing candidates for directors and senior managers and their qualifications, and making recommendations to the board of directors on the following matters:

(1) Nominate or appoint or remove directors;

(2) Appoint or dismiss senior managers;

(3) Laws, administrative regulations, regulations of the China Securities Regulatory Commission, and securities regulatory rules of the place where the company’s shares are listed

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Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft) and other matters stipulated in this Articles of Association.

If the board of directors fails to adopt the recommendations of the nomination committee or does not fully adopt them, it shall record the opinions of the nomination committee and the specific reasons for failure to adopt them in the board resolution and disclose them.

Article 150 The main responsibilities and authorities of the Strategy Committee are:

(1) Conduct research and make suggestions on the company’s long-term development strategic plan;

(2) Conduct research and make recommendations on major investment and financing plans that are subject to approval by the board of directors as stipulated in this Article of Association;

(3) Conduct research and make recommendations on major capital operations and asset management projects that are subject to approval by the board of directors as stipulated in this Article of Association;

(4) Conduct research and make suggestions on other major matters affecting the company’s development;

(5) Inspect the implementation of the above matters.

Chapter 6 Senior Management

Article 151 The company shall have a general manager who shall be appointed or dismissed by the board of directors. The general manager may nominate a deputy general manager, who shall be appointed or dismissed by the board of directors.

The company’s general manager (CEO), deputy general managers (chief financial officer, chief marketing officer, etc.) and secretary of the board of directors are the company’s senior managers.

Article 152 Article 107 of the Articles of Association regarding the circumstances regarding the prohibition of serving as a director and the resignation management system shall also apply to senior managers.

The provisions of Article 109 of the Articles of Association regarding directors’ duty of loyalty and Article 110 (4) to (6) of this Article regarding directors’ duty of diligence shall also apply to senior managers.

Article 153 Persons who hold other administrative positions other than directors and supervisors in the company's controlling shareholder units shall not serve as senior managers of the company.

Article 154 The term of office of the general manager is three years, and the general manager can be re-elected.

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Article 155 The general manager shall be responsible to the board of directors and shall exercise the following powers:

(1) Preside over the company’s production, operation and management work, organize the implementation of board resolutions, and report work to the board of directors;

(2) Organize and implement the company’s annual business plan and investment plan;

(3) Formulate a plan for the establishment of the company’s internal management organization;

(4) Formulate the company’s basic management system;

(5) Formulate specific regulations of the company;

(6) Request the board of directors to appoint or dismiss the company’s deputy general manager and financial director;

(7) Decide to appoint or dismiss management personnel other than those who shall be appointed or dismissed by the board of directors;

(8) Other powers granted by this Articles of Association or the Board of Directors.

The general manager attends board meetings.

Article 156 The general manager shall formulate general manager work rules and submit them to the board of directors for approval before implementation.

Article 157 The general manager’s working rules include the following contents:

(1) The conditions, procedures and participants for the general manager meeting;

(2) The specific responsibilities and division of labor of the general manager and other senior managers;

(3) The use of company funds and assets, the authority to sign major contracts, and the reporting system to the board of directors;

(4) Other matters deemed necessary by the board of directors.

Article 158 The general manager may resign before the expiration of his term of office. The specific procedures and methods for the resignation of the general manager shall be stipulated in the labor contract between the general manager and the company.

Article 159 The company may set up several deputy general managers to assist the general manager in carrying out his work based on the actual situation.

Article 160 The company shall have a secretary to the board of directors who shall be responsible for the preparation, preparation and

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Guangdong Marumi Biotechnology Co., Ltd. maintains the company's articles of association (draft) documents, manages the company's shareholder information, and handles information disclosure matters.

The secretary of the board of directors shall abide by the relevant provisions of laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, and these Articles of Association.

Article 161 If a senior manager performs the company's duties and causes damage to others, the company will be liable for compensation; if a senior manager commits intentional or gross negligence, he shall also be liable for compensation. If senior managers violate laws, administrative regulations, departmental rules, securities regulatory rules of the place where the company's shares are listed, or the provisions of these Articles of Association when performing their duties, causing losses to the company, they shall be liable for compensation.

Article 162 The senior managers of the company shall faithfully perform their duties and safeguard the best interests of the company and all shareholders.

If a company's senior managers fail to faithfully perform their duties or violate their fiduciary obligations, thereby causing damage to the interests of the company and public shareholders, they shall bear liability for compensation in accordance with the law.

Chapter 7 Financial Accounting System, Profit Distribution and Auditing

Section 1 Financial Accounting System

Article 163 The company shall formulate its financial accounting system in accordance with laws, administrative regulations and the provisions of relevant state departments. If the securities regulatory rules of the place where the company's shares are listed have other provisions, such provisions shall prevail.

Article 164 The company shall submit and disclose an annual report to the securities regulatory authorities and stock exchanges where the company's shares are listed within 4 months from the end of each fiscal year in accordance with regulations, and submit and disclose an interim report to the securities regulatory authorities and stock exchanges where the company's stocks are listed within 2 months from the end of the first half of each fiscal year in accordance with regulations.

The above-mentioned annual report and interim report are prepared in accordance with the relevant laws, administrative regulations, and securities regulatory rules of the place where the company's shares are listed.

Article 165 The company shall not maintain separate accounting books other than the statutory accounting books. The company's funds are not stored in accounts opened in any individual's name.

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Article 166 When a company distributes its after-tax profits for the year, it shall withdraw 10% of the profits and include them in the company's statutory public reserve fund. If the cumulative amount of the company's statutory reserve fund is more than 50% of the company's registered capital, no further withdrawals can be made.

If the company's statutory reserve fund is insufficient to make up for losses in previous years, it shall first use the current year's profits to make up for the losses before withdrawing the statutory reserve fund in accordance with the provisions of the preceding paragraph.

After the company withdraws the statutory public reserve fund from the after-tax profits, it can also withdraw the discretionary public reserve fund from the after-tax profits upon resolution of the shareholders' meeting.

The remaining after-tax profits after the company has made up for losses and withdrawn the reserve fund shall be distributed according to the proportion of shares held by shareholders, except where laws and regulations, the regulatory rules of the place where the company's securities are listed, or these articles of association do not provide for distribution according to the proportion of shareholdings. If the shareholders' meeting distributes profits to shareholders in violation of the Company Law, the shareholders shall return the profits distributed in violation of the regulations to the company; if losses are caused to the company, the shareholders and the responsible directors and senior managers shall bear the liability for compensation.

The company's shares held by the company will not participate in the distribution of profits.

The company must appoint one or more collection agents in Hong Kong for H share shareholders. The collection agent shall collect and keep the dividends distributed by the company in respect of H shares and other amounts payable on behalf of the relevant H-share holders, pending payment to such H-share holders. The collection agent appointed by the company shall comply with the requirements of laws, regulations and the securities regulatory rules of the place where the company's shares are listed.

Article 167 The company's public reserve shall be used to make up for the company's losses, expand the company's production and operations, or be converted into increasing the company's capital.

To make up for the company's losses from the public reserve fund, the discretionary public reserve fund and statutory public reserve fund shall be used first; if it still cannot be made up, the capital public reserve fund may be used in accordance with regulations.

When the statutory reserve fund is converted to increase the registered capital, the remaining reserve fund will not be less than 25% of the company's registered capital before the conversion.

Article 168: After the company's shareholders make a resolution on the profit distribution plan, or after the company's board of directors formulates a specific plan based on the conditions and upper limits for interim dividends for the next year reviewed and approved by the annual shareholders' meeting, the distribution of dividends (or shares) must be completed within 2 months.

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Article 169 The company implements a sustained and stable profit distribution policy. The company's profit distribution should pay attention to reasonable investment returns for investors and take into account the company's sustainable development. On the premise of ensuring normal operations, we adhere to the basic principle of giving priority to cash dividends, and the proportion of annual cash dividends to distributable profits for the current period is maintained at a reasonable and stable level. When the company convenes the annual shareholders' meeting to review the annual profit distribution plan, it may review and approve matters related to the interim cash dividend for the next year. The upper limit of interim dividends for the next year reviewed by the annual shareholders' meeting shall not exceed the net profit attributable to the company's shareholders during the corresponding period. The board of directors formulates a specific interim dividend plan based on the resolution of the shareholders' meeting and subject to the conditions for profit distribution.

The company's profit distribution shall not exceed the range of cumulative distributable profits, and shall not damage the company's ability to continue operating. The company’s profit distribution policy is as follows:

(1) Subject to meeting the conditions for cash dividends, the company shall give priority to profit distribution in the form of cash dividends.

The specific conditions for the company to distribute dividends in cash are: (1) the company's current year's profit and accumulated undistributed profits are positive; (2) the audit institution issues a standard unqualified audit report on the company's financial report for that year; (3) the company has no major investment plans or major cash expenditures (except for investment projects with raised funds). Major investment plans or major cash expenditures refer to: the company's next 12 The cumulative expenditure on external investment or asset acquisition planned within the month reaches or exceeds 50% of the company's latest audited net assets, and exceeds RMB 50 million.

(2) When the above conditions for cash dividends are met, the company's profits distributed in cash each year should not be less than 10% of the distributable profits realized in that year, and the cumulative profits distributed in cash in the past three years should not be less than 30% of the average annual distributable profits realized in those three years. If the company has real and reasonable factors such as growth potential and dilution of net assets per share, the company may use stock dividends to distribute profits.

(3) In principle, the company conducts annual profit distribution once a year, and the company can conduct mid-term profit distribution based on the company's profitability and capital needs.

(4) The company's board of directors should comprehensively consider factors such as the characteristics of the company's industry, development stage, its own business model, profitability, and whether there are major capital expenditure arrangements, distinguish the following situations, and propose differentiated cash dividend policies: (1) If the company's development stage is a mature stage and there are no major capital expenditure arrangements, when making profit distribution, the proportion of cash dividends in this profit distribution should be at least 80%; (2) The company issues

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If the company's development stage is in a mature stage and there are major capital expenditure arrangements, when making profit distribution, the proportion of cash dividends in this profit distribution should be at least 40%; (3) If the company's development stage is in the growth stage and there are major capital expenditure arrangements, when making profit distribution, the proportion of cash dividends in this profit distribution should be at least 20%; if the company's development stage is not easy to distinguish but there are major capital expenditure arrangements, it can be handled in accordance with the provisions of the preceding paragraph.

(5) The company's annual profit distribution plan is formulated by the board of directors based on the provisions of the company's articles of association, the company's profits and capital needs, etc. The audit committee shall review the profit distribution plan and express its opinions. Independent directors can solicit opinions from minority shareholders, propose dividend proposals, and submit them directly to the board of directors for review. After the board of directors has reviewed and approved the profit distribution plan, it shall submit the plan to the shareholders' meeting for review and decision.

Before the shareholders' meeting reviews the profit distribution plan, the company should actively communicate and exchange with shareholders, especially small and medium-sized shareholders, through multiple channels, and fully listen to the opinions and demands of small and medium-sized shareholders; when reviewing the profit distribution plan, the company should provide online voting methods for shareholders to vote; the audit committee should supervise the board of directors' formulation of the company's profit distribution plan and the decision-making process; when the board of directors reviews the profit distribution plan, it must be approved by a majority vote of all directors before it can be submitted to the shareholders' meeting for review.

(6) If the company meets the conditions for cash dividends but does not propose a cash dividend plan, or the total cash profits planned to be distributed by the company is less than 10% of the distributable profits realized in the current year, or the cumulative profits distributed in cash in the past three years are less than 30% of the average annual distributable profits realized in those three years, the company's board of directors should make a special explanation of the specific reasons, the exact use of the retained undistributed profits and the income situation. The audit committee should review and express opinions on this, and disclose it in the company's designated media.

(7) If a shareholder illegally appropriates company funds, the company shall deduct the cash dividend distributed by the shareholder to repay the funds occupied.

(8) If the company really needs to adjust its profit distribution policy (including cash dividend policy) based on its production and operation conditions, investment planning and long-term development needs, the adjusted profit distribution policy (including cash dividend policy) shall not violate relevant laws, regulations, normative documents and the relevant provisions of this Articles of Association; when the company adjusts its profit distribution policy (including cash dividend policy), the board of directors shall demonstrate the reasons for the adjustment in detail and form a written demonstration report, and the audit committee shall issue clear opinions. The company's proposal to adjust the profit distribution policy (including cash dividend policy) is submitted to the company's shareholders' meeting for review after being reviewed and approved by the board of directors, and passed by more than two-thirds of the voting rights held by shareholders attending the shareholders' meeting. Shareholders meeting to review and adjust profit distribution policies (including cash dividend policies)

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When it comes to matters, the company should provide shareholders with online voting methods to vote.

(9) The company shall disclose in detail the formulation and implementation of the cash dividend policy in the annual report, and explain whether it complies with the provisions of the company's articles of association or the requirements of the resolution of the shareholders' meeting, whether the dividend standards and proportions are clear and clear, and whether the relevant decision-making procedures and mechanisms are complete; if the profit distribution plan for the year is not determined in accordance with the established cash dividend policy or the minimum cash dividend proportion, the specific reasons shall be disclosed; whether small and medium-sized shareholders have the opportunity to fully express their opinions and demands, and whether the legitimate rights and interests of small and medium-sized shareholders are fully protected, etc. If the cash dividend policy is adjusted or changed, a detailed explanation should be given as to whether the conditions and procedures for the adjustment or change are compliant and transparent.

Section 2 Internal Audit

Article 170 The company shall implement an internal audit system and clarify the leadership structure, responsibilities and authorities, staffing, funding guarantee, application of audit results and accountability for internal audit work.

The company's internal audit system is implemented after approval by the board of directors and disclosed to the outside world.

Article 171 The company’s internal audit institution shall supervise and inspect the company’s business activities, risk management, internal control, financial information and other matters.

Article 172 The internal audit institution shall be responsible to the board of directors. The internal audit institution shall accept the supervision and guidance of the audit committee during the supervision and inspection of the company's business activities, risk management, internal control, and financial information. If the internal audit institution discovers relevant major issues or clues, it shall immediately report directly to the audit committee.

Article 173 The internal audit institution is responsible for the specific organization and implementation of the company's internal control evaluation. The company issues an annual internal control evaluation report based on the evaluation report and relevant information issued by the internal audit institution and reviewed by the audit committee.

Article 174 When the audit committee communicates with external audit units such as accounting firms and national audit institutions, the internal audit institutions shall actively cooperate and provide necessary support and collaboration.

Article 175 The audit committee shall participate in the assessment of the person in charge of internal audit.

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Section 3 Appointment of Accounting Firm

Article 176 The company shall employ an accounting firm that complies with the Securities Law and the securities regulatory rules of the place where the company's shares are listed to conduct accounting statement audits, net asset verification and other related consulting services. The appointment period shall be one year and may be renewed.

Article 177 The company's appointment or dismissal of an accounting firm shall be decided by the shareholders' meeting. The board of directors shall not appoint an accounting firm before the shareholders' meeting makes a decision.

Article 178 The company guarantees to provide true and complete accounting vouchers, accounting books, financial accounting reports and other accounting information to the accounting firm hired, and shall not refuse, conceal or make false statements.

Article 179 The audit fees of an accounting firm shall be determined by the shareholders' meeting.

Article 180 When the company dismisses or no longer re-appoints the accounting firm, it shall notify the accounting firm 30 days in advance. When the company's shareholders meeting votes on the dismissal of the accounting firm, the accounting firm shall be allowed to state its opinions.

If an accounting firm proposes to resign, it shall explain to the shareholders' meeting whether there are any improper circumstances in the company.

Chapter 8 Notices and Announcements

Section 1 Notice

Article 181 The company’s notice shall be issued in the following forms:

(1) Delivered by a dedicated person;

(2) Sent by mail, fax, email, etc.;

(3) By way of announcement;

(4) Other forms stipulated in laws, administrative regulations, departmental rules, regulatory rules of the place where the company's shares are listed, or these Articles of Association.

Article 182 In compliance with laws, administrative regulations, regulatory rules of the place where the company’s shares are listed and this Chapter

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Under the premise that the notice issued by the company is made in the form of announcement, once the announcement is made, all relevant personnel will be deemed to have received the notice.

The "announcements" mentioned in this Articles shall be made to Announcements issued to shareholders of A shares or announcements required to be issued in China in accordance with relevant regulations and these Articles of Association refer to the release of information on the website of the Shanghai Stock Exchange and media that meet the conditions stipulated by the China Securities Regulatory Commission; in terms of announcements issued to shareholders of H shares or announcements required to be issued in Hong Kong in accordance with relevant regulations and these Articles of Association, the announcement must be published on the company's website, the website of the Hong Kong Stock Exchange and other websites specified by the Hong Kong Listing Rules from time to time in accordance with the requirements of the relevant Hong Kong Listing Rules.

As for the company's method of providing and/or distributing corporate communications to H-share holders in accordance with the requirements of the listing rules of the place where the company's shares are listed, and subject to the securities regulatory rules of the place where the company's shares are listed, the company may also send or provide corporate communications to the company's H-share holders electronically or by publishing information on the company's website or the website of the stock exchange where the company's shares are listed, instead of sending corporate communications to H-share holders by hand or by postage-paid mail.

Article 183 The notice of the company's shareholders' meeting shall be made by public announcement.

Article 184 The company shall notify the board of directors of the meeting by hand, mail, email, fax, etc. However, special meetings of the board of directors convened for urgent reasons shall be excepted if approved by the securities regulatory rules of the place where the company's shares are listed or otherwise provided for in these Articles of Association.

Article 185 If a company notice is sent by person, the recipient shall sign (or stamp) the delivery receipt, and the date of receipt by the recipient shall be the date of delivery; if the notice is delivered by mail, 3 working days from the date of delivery to the post office shall be the date of delivery; if the notice of the company is sent by email or fax, the date of delivery shall be the day of sending; if the notice of the company is sent by way of announcement, the date of publication of the first announcement shall be the date of delivery.

Article 186 If the meeting notice is not sent to a person who has the right to receive the notice due to accidental omission or such person fails to receive the meeting notice, the meeting and the resolutions passed at the meeting will not be invalid.

Section 2 Announcement

Article 187 The company shall designate media that meet the conditions stipulated by the China Securities Regulatory Commission and the official website of the Shanghai Stock Exchange (www.sse.com.cn) as media to publish company announcements and other information that needs to be disclosed.

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Guangdong Marumi Biotechnology Co., Ltd.'s Articles of Association (Draft) Regarding announcements to H-share shareholders or announcements that are required to be issued in Hong Kong in accordance with relevant regulations and these Articles of Association, the announcement must be made on the company's website, the website of the Hong Kong Stock Exchange and other websites specified by the Hong Kong Listing Rules from time to time in accordance with the requirements of the relevant Hong Kong Listing Rules.

Chapter 9 Merger, spin-off, capital increase, capital reduction, dissolution and liquidation

Section 1 Merger, spin-off, capital increase and capital reduction

Article 188 The merger of a company may take the form of merger by absorption or merger by new establishment.

When a company absorbs other companies, it is called a merger, and the absorbed company is dissolved. The merger of two or more companies to establish a new company is a new merger, and the merging parties are dissolved.

Article 189 If the price paid for the merger of a company does not exceed 10% of the company's net assets, it can be done without a resolution of the shareholders' meeting, unless otherwise provided in this Article of Association.

If a company merges in accordance with the provisions of the preceding paragraph without a resolution of the shareholders' meeting, it shall be subject to a resolution of the board of directors.

Article 190 When a company merges, the merging parties shall sign a merger agreement and prepare a balance sheet and property list. The company shall notify its creditors within 10 days from the date of making the merger resolution, and shall make an announcement in a newspaper or the national enterprise credit information publicity system within 30 days. Creditors may require the company to pay off debts or provide corresponding guarantees within 30 days from the date of receipt of the notice, or within 45 days from the date of announcement if no notice is received.

Article 191 When a company merges, the claims and debts of the merging parties shall be inherited by the surviving company or the newly established company after the merger.

Article 192 When a company is divided, its property shall be divided accordingly.

When a company is divided, a balance sheet and property list must be prepared. The company shall notify creditors within 10 days from the date of making the separation resolution, and shall make an announcement in a newspaper or the national enterprise credit information publicity system within 30 days.

Article 193 The debts incurred before the division of the company shall be jointly and severally borne by the company after the division. However, this shall not be the case unless otherwise agreed upon in a written agreement between the company and its creditors regarding debt settlement before the division.

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Article 194 If the company needs to reduce its registered capital, it will prepare a balance sheet and property list. The company shall notify creditors within 10 days from the date when the shareholders' meeting makes a resolution to reduce the registered capital, and shall make an announcement in a newspaper or the national enterprise credit information publicity system within 30 days. Creditors have the right to require the company to pay off debts or provide corresponding guarantees within 30 days from the date of receipt of the notice, or within 45 days from the date of announcement if no notice is received.

When a company reduces its registered capital, it shall reduce its capital contribution or shares accordingly in proportion to the shares held by shareholders, unless otherwise provided by law or these Articles of Association.

Article 195 If the company still has losses after making up for its losses in accordance with the provisions of Paragraph 2 of Article 166 of this Article, it may reduce its registered capital to make up for the losses. If the registered capital is reduced to make up for losses, the company shall not distribute to shareholders, nor may it exempt shareholders from their obligation to pay capital contributions or share payments.

If the registered capital is reduced in accordance with the provisions of the preceding paragraph, the provisions of Paragraph 2 of Article 194 of this Article shall not apply, but an announcement shall be made in a newspaper or the national enterprise credit information publicity system within 30 days from the date when the shareholders' meeting makes a resolution to reduce the registered capital.

After the company reduces its registered capital in accordance with the provisions of the preceding two paragraphs, it shall not distribute profits until the cumulative amount of the statutory reserve fund and discretionary reserve fund reaches 50% of the company's registered capital.

Article 196 If the registered capital is reduced in violation of the Company Law and other relevant provisions, the shareholders shall return the funds received, and those who reduce or reduce the capital contribution shall be restored to their original status; if losses are caused to the company, the shareholders and the responsible directors and senior managers shall bear the liability for compensation.

Article 197 When the company issues new shares to increase its registered capital, shareholders do not have preemptive subscription rights, unless otherwise provided in the Articles of Association or the shareholders' meeting decides that shareholders have preemptive subscription rights.

Article 198 If a company is merged or divided and the registered items are changed, the change registration shall be carried out with the company registration authority in accordance with the law; if the company is dissolved, the company shall be deregistered in accordance with the law; if a new company is established, the company establishment registration shall be carried out in accordance with the law.

If a company increases or decreases its registered capital, it must apply for change registration with the company registration authority in accordance with the law.

Section 2 Dissolution and Liquidation

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Article 199 The company is dissolved for the following reasons:

(1) The business period stipulated in these articles of association expires or other reasons for dissolution stipulated in these articles of association occur;

(2) The shareholders’ meeting resolves to dissolve;

(3) Dissolution is required due to company merger or division;

(4) The business license has been revoked, ordered to close, or revoked in accordance with the law;

(5) If the company encounters serious difficulties in its operation and management, and its continued existence will cause heavy losses to the interests of shareholders, and cannot be solved through other means, shareholders holding more than 10% of the voting rights of all shareholders of the company may request the People's Court to dissolve the company.

If a company encounters the reasons for dissolution specified in the preceding paragraph, it shall publicize the reasons for dissolution through the national enterprise credit information publicity system within ten days.

Article 200 If a company falls under the circumstances of Items (1) and (2) of Article 199 of the Articles of Association and has not yet distributed property to shareholders, it may continue to exist by amending the Articles of Association or passing a resolution of the shareholders' meeting. Amending the Articles of Association or making a resolution at the shareholders' meeting in accordance with the provisions of the preceding paragraph must be approved by more than two-thirds of the voting rights held by shareholders attending the shareholders' meeting.

Article 201 The company shall

If the company is dissolved under the provisions of Items (4) and (5), it shall be liquidated. The directors shall be the liquidation obligors of the company and shall form a liquidation group to carry out liquidation within fifteen days from the date of occurrence of the reasons for dissolution.

The liquidation committee shall be composed of directors, unless otherwise stipulated in the Articles of Association or another person shall be elected by resolution of the shareholders' meeting. If the liquidation obligor fails to perform liquidation obligations in a timely manner and causes losses to the company or creditors, he shall be liable for compensation.

Article 202 The liquidation committee shall exercise the following powers during the liquidation period:

(1) Clean up the company’s properties and prepare a balance sheet and property list respectively;

(2) Notify and announce creditors;

(3) Handle the company’s unfinished business related to liquidation;

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(4) Pay the taxes owed and the taxes incurred during the liquidation process;

(5) Clearing claims and debts;

(6) Dispose of the company’s remaining property after paying off its debts;

(7) Participate in civil litigation activities on behalf of the company.

Article 203 The liquidation team shall notify creditors within 10 days from the date of establishment, and shall make an announcement within 60 days in a newspaper or on the national enterprise credit information publicity system. Creditors shall declare their claims to the liquidation team within 30 days from the date of receipt of the notice, or within 45 days from the date of announcement if the notice is not received. When a creditor declares a creditor's right, he shall explain the relevant matters of the creditor's right and provide supporting materials. The liquidation team shall register the claims.

During the period of reporting claims, the liquidation team shall not pay off creditors.

Article 204 After clearing the company's assets and preparing a balance sheet and property list, the liquidation team shall formulate a liquidation plan and submit it to the shareholders' meeting or the people's court for confirmation.

The company's property is the remaining property after paying liquidation expenses, employees' wages, social insurance fees and statutory compensation, paying taxes owed, and paying off the company's debts respectively, and the company distributes the remaining property according to the proportion of shares held by shareholders. During the liquidation period, the company continues to exist, but it cannot carry out business activities unrelated to the liquidation.

The company's property shall not be distributed to shareholders before it is paid off in accordance with the provisions of the preceding paragraph.

Article 205 If, after cleaning up the company's property and preparing a balance sheet and property list, the liquidation team finds that the company's property is insufficient to pay off its debts, it shall apply to the People's Court for bankruptcy liquidation in accordance with the law.

After the People's Court accepts the bankruptcy application, the liquidation team shall hand over the liquidation affairs to the bankruptcy administrator designated by the People's Court.

Article 206 After the company's liquidation is completed, the liquidation team shall prepare a liquidation report, submit it to the shareholders' meeting or the people's court for confirmation, and submit it to the company registration authority to apply for cancellation of company registration.

Article 207 Members of the liquidation committee shall perform their liquidation duties and shall have the duty of loyalty and diligence.

If members of the liquidation team fail to perform their liquidation duties and cause losses to the company, they shall be liable for compensation;

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Guangdong Marumi Biotechnology Co., Ltd. Articles of Association (Draft) If the company or its creditors cause losses intentionally or with gross negligence, they shall be liable for compensation.

Article 208 If a company is declared bankrupt in accordance with the law, bankruptcy liquidation shall be carried out in accordance with the laws on enterprise bankruptcy.

Chapter 10 Modification of the Articles of Association

Article 209 The company will amend its articles of association under any of the following circumstances:

(1) After the Company Law or relevant laws, administrative regulations and the securities regulatory rules of the place where the company’s shares are listed are revised, the matters stipulated in the articles of association conflict with the provisions of the revised laws, administrative regulations and the securities regulatory rules of the place where the company’s shares are listed;

(2) The company's situation changes and is inconsistent with the matters recorded in the articles of association;

(3) The shareholders' meeting decides to amend the articles of association.

Article 210 If the amendments to the articles of association passed by the resolution of the shareholders' meeting should be reviewed and approved by the competent authority, they must be reported to the competent authority for approval; if they involve company registration matters, the change registration must be handled in accordance with the law.

Article 211 The Board of Directors shall amend the Articles of Association in accordance with the resolution of the shareholders' meeting to amend the Articles of Association and the approval opinions of the relevant competent authorities.

Article 212 Amendments to the articles of association are information required to be disclosed by laws, administrative regulations, and securities regulatory rules of the place where the company's shares are listed, and shall be announced in accordance with regulations.

Chapter 11 Supplementary Provisions

Article 213 Interpretation

(1) Controlling shareholders refer to shareholders whose shares account for more than 50% of the company's total share capital; or shareholders who hold less than 50% of the shares, but whose voting rights are sufficient to have a significant impact on the resolutions of the shareholders' meeting, or controlling shareholders as defined by the securities regulatory rules of the place where the company's shares are listed.

(2) Actual controller refers to the person who can actually support the company through investment relationships, agreements or other arrangements.

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A natural person, legal person or other organization that cooperates with the company's activities.

(3) Related relationships refer to the relationships between the company’s controlling shareholders, actual controllers, directors, and senior managers and the companies they directly or indirectly control, as well as other relationships that may lead to the transfer of the company’s interests, as well as related relationships involved under the Hong Kong Listing Rules. However, state-controlled enterprises are related not only because they are also controlled by the state.

(4) The meaning of “accounting firm” in these Articles is consistent with the meaning of “auditor” in the Hong Kong Listing Rules, and the meaning of “independent director” is consistent with the meaning of “independent non-executive director” in the Hong Kong Listing Rules.

Article 214 The board of directors may formulate detailed articles of association in accordance with the provisions of this Article of Association. The Articles of Association shall not conflict with the provisions of this Article.

Article 215 These Articles of Association are written in Chinese. If there is any discrepancy between the Articles of Association in any other language or different versions and the Articles of Association, the latest Chinese version of the Articles of Association filed with the Guangzhou Municipal Administration for Market Regulation shall prevail.

Article 216 The terms “above” and “within” in this Article include the original number; “over”, “beyond” and “more than” do not include the original number.

Article 217 The Board of Directors of the Company shall be responsible for the interpretation of these Articles of Association. If this Articles of Association is inconsistent with laws and regulations, or the provisions of the securities regulatory authority or stock exchange where the company's shares are listed, the laws, regulations, securities regulatory authorities or stock exchanges where the company's shares are listed shall apply.

Article 218 The attachments to this Articles of Association include the Rules of Procedure for the Shareholders’ Meeting and the Rules of Procedure for the Board of Directors.

Article 219 After the Articles of Association are reviewed and approved by the shareholders' meeting, they will become effective and enforceable from the date when the company's H-share issuance is registered with the China Securities Regulatory Commission and listed for trading on the Stock Exchange of Hong Kong Limited.

Guangdong Marumi Biotechnology Co., Ltd. November 2025

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