2025 Independent Director Work Report of Shenlian Biopharmaceutical (Shanghai) Co., Ltd. (Li Shengli)
Shenlian Biopharmaceutical (Shanghai) Co., Ltd.
2025 Independent Directors’ Work Report
2025 During the year, as an independent director of Shenlian Biopharmaceutical (Shanghai) Co., Ltd. (hereinafter referred to as the "Company"), during my tenure, I strictly followed the Company Law, Securities Law, Code of Governance of Listed Companies, Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules, and Independent Directors of Listed Companies. Articles of Association of Shenlian Biopharmaceutical (Shanghai) Co., Ltd. (hereinafter referred to as the "Articles of Association") and "Independent Director System of Shenlian Biopharmaceutical (Shanghai) Co., Ltd." (hereinafter referred to as the "Independent Director System") ") and other relevant regulations and requirements, in line with the attitude of being responsible to all shareholders, we perform our duties honestly, diligently and independently, prudently exercise the rights granted by the company and shareholders, actively participate in the company's shareholders' meetings, the board of directors and its special committee meetings, strictly review various proposals of the board of directors, and express objective and impartial independent opinions on relevant major matters reviewed by the board of directors. We give full play to the professional functions of independent directors, effectively safeguard the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders, and play a positive role in promoting the board of directors' scientific decision-making, the company's standardized operations and high-quality development. I would like to report my performance of duties in 2025 as follows:
1. Basic information of independent directors
The company's board of directors consists of 9 directors, including 3 independent directors, accounting for one-third of the board of directors, which complies with relevant laws, regulations and company systems.
(1) Personal situation of independent directors
Mr. Li Shengli: Born in December 1965, Chinese nationality, no permanent residence abroad, member of the Communist Party of China, doctoral degree. Mr. Li Shengli is mainly engaged in research on ruminant nutrition and feed processing, dairy cattle feed nutritional value assessment, Chinese dairy cattle feed database, dairy cattle feeding standards, perinatal dairy cow nutrition and dairy farm feeding management. He is currently a professor and doctoral supervisor at the School of Animal Science and Technology of China Agricultural University, chief scientist of the National Dairy Industry Technology System, chairman of the Cattle Breeding Branch of the Chinese Society of Animal Husbandry and Veterinary Medicine, vice president of the China Dairy Association, independent director of China Modern Dairy Holdings Co., Ltd., independent director of Australia Asia Group Co., Ltd., and independent director of Shenlian Biotechnology.
I have been deeply engaged in the field of ruminant nutrition and feeding management for a long time, and have a deep understanding of ruminant disease prevention and control and healthy breeding. Currently, the company is actively expanding its business of biological products related to ruminant diseases. My professional background can provide important professional support for the company's R&D projects, product design and clinical application scenarios in this field, and help the company improve its ruminant health product layout.
(2) Status of independent directors serving on special committees of the board of directors
The company's board of directors consists of four special committees: Audit Committee, Remuneration and Assessment Committee, Nomination Committee, and Strategy Committee. I serve as the chairman of the nomination committee of the company's board of directors.
(3) Description of independence
As an independent director of the company, I, my spouse, parents, children, and major social relations do not hold positions in the company or the company's affiliated companies; I, my spouse, parents, and children do not hold positions in shareholder units that directly or indirectly hold more than 5% of the company's issued shares or in the top five shareholder units of the company; I, my spouse, parents, and children do not directly or indirectly hold issued shares of the company More than 1% or one of the top ten shareholders of the company; does not hold a position in an affiliated enterprise of the company's controlling shareholder or actual controller; does not provide financial, legal, consulting, sponsorship and other services to the company, the company's controlling shareholder, actual controller or their respective affiliated enterprises; does not have major business dealings with the company, its controlling shareholder, actual controller or their respective affiliated enterprises, and does not hold a position in a unit with major business dealings and its controlling shareholder or actual controller. I have the independence required by the "Measures for the Management of Independent Directors of Listed Companies", "The Rules for the Listing of Stocks on the Shanghai Stock Exchange's Science and Technology Innovation Board", "Self-Regulatory Supervision Guidelines for Companies Listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operations", "Articles of Association" and "Independent Director System" and the qualifications to serve as an independent director of the company. There are no circumstances that hinder independent and objective judgment, nor are there any circumstances that affect independence.
2. Annual performance of independent directors’ duties
(1) Attendance at board of directors and shareholders’ meetings
During the reporting period, the company held a total of 5 board meetings and 3 shareholders' meetings. As an independent director, I have been diligent and conscientious in attending the board of directors and shareholders' meetings since taking office, and carefully reviewed various meeting materials provided by the company. On this basis, I exercised my voting rights independently, objectively and prudently, and voted in favor of all the proposals reviewed at the meeting. There was no objection or abstention from voting. During the reporting period, I was not absent without excuse or failed to attend meetings in person twice in a row. During the reporting period, the specific details of my attendance at the company’s board of directors meetings and shareholders’ meetings are as follows:
Participation in the board of directors of shareholders' meetings
situation
independent director
Name Should attend Attend in person Attend by proxy Absent Whether twice in a row Number of times attended shareholders’ meeting Number of times Number of times Did not attend in person Number of times
Li Shengli 5 5 0 0 No 3
(2) Attendance at special committees of the board of directors and special meetings of independent directors
- Special committees of the board of directors
During the reporting period, the company did not hold a meeting of the nomination committee of the board of directors.
- Special meeting of independent directors
During the reporting period, the company held a total of 2 special meetings of independent directors, and I attended both meetings in person. Through special meetings of independent directors, I conducted prior research and verification on major matters such as the company's related transactions and external investments to ensure that relevant matters were in line with the legitimate rights and interests of the company and all shareholders, especially small and medium-sized shareholders.
(3) Communication with internal audit institutions and accounting firms
During the reporting period, I actively communicated with the internal audit institution and the accounting firm that handles the audit business of listed companies on the company's financial and business status, promoted the improvement of the company's internal auditors' professional knowledge and auditing skills, effectively discussed and communicated with the accounting firm on relevant issues, and maintained the objectivity and fairness of the audit results. During the preparation and auditing process of the company's annual financial report, I effectively fulfilled my duties and obligations as an independent director. Actively communicate with the accountants before the annual audit accounting firm comes in for the audit. After the annual audit accountant issues a preliminary audit opinion, the company promptly communicates the preliminary audit opinion with the accountant, pays attention to the problems discovered during the audit process, and ensures that the disclosure of the company's annual report is true, accurate, and complete.
(4) Communication with small and medium-sized shareholders
During the reporting period, as an independent director, I attached great importance to communication with investors, and always paid attention to protecting the interests and legitimate rights and interests of shareholders, especially small and medium-sized investors. During the reporting period, I actively communicated with small and medium-sized shareholders through shareholders' meetings, performance briefings and other means, listened carefully to the voices of investors, and responded to investors' concerns in a timely manner. Next, I will further enrich the communication methods with small and medium-sized shareholders, smooth the communication channels with small and medium-sized shareholders, proactively speak out for small and medium-sized shareholders, protect the legitimate rights and interests of small and medium-sized shareholders, and provide guarantee for the company's value creation and sustainable and healthy development.
(5) On-site inspection situation
During the reporting period, I always paid attention to the company's relevant developments and conducted on-site inspections and understanding of the company's operating conditions, financial management, internal control and other aspects. I maintained close contact with other directors, senior managers or relevant staff of the company to constantly understand the company's operating management and financial status. I also used my professional advantages to put forward corresponding opinions and suggestions on the company's operating management, strategic development, internal control and other aspects, and played a positive role in improving the company's governance structure and standardizing the company's operations.
(6) The company’s cooperation with independent directors
The company's management attaches great importance to communication with me, and promptly reports the company's production and operation status and the progress of major events. This enables me to keep abreast of the company's operating dynamics, and conveys the latest industry information and regulatory policies to me, providing complete conditions and sufficient support for me to perform my duties.
3. Matters of focus in annual performance of duties by independent directors
During the reporting period, in accordance with the relevant laws, regulations and company rules and regulations regarding the responsibilities of independent directors, I focused on and reviewed various matters of the company, and actively made suggestions to the board of directors and special committees, which played a positive role in enhancing the standardization of board operations and the effectiveness of decision-making. The specific situation is as follows:
(1) Related transactions that should be disclosed
During the reporting period, I carefully reviewed the various related transactions that occurred in the company and believed that the related transactions between the company and related parties followed the principles of fair and voluntary transactions, did not violate laws, regulations, the Articles of Association and related systems, did not harm the interests of the company and other shareholders, especially small and medium-sized shareholders and non-related shareholders, and did not affect the company's independence. The company's main business will not form a significant dependence on related parties due to such transactions, which meets the needs of the company's business development and the interests of the company and all shareholders.
(2) Plans for listed companies and relevant parties to change or waive their commitments
During the reporting period, the company and relevant parties did not change or waive their commitments.
(3) Decisions made and measures taken by the board of directors of the acquired listed company regarding the acquisition
During the reporting period, the company was not acquired.
(4) Disclosure of financial information in financial accounting reports and periodic reports, and internal control evaluation reports
During the reporting period, I reviewed the company's 2024 annual report, internal control evaluation report, 2025 first quarter report, 2025 semi-annual report and 2025 third quarter report, and paid attention to key matters. I believe that the financial information and internal control evaluation report in the company's periodic reports comply with relevant laws and regulations and the company's internal governance system. The content is true, accurate and complete, and meets the requirements of the Accounting Standards for Business Enterprises. At the same time, the company has established a relatively complete and effective internal control standard system, which can be effectively implemented. During the reporting period, I found no major flaws in the design or implementation of the company's internal controls.
(5) Appointment and dismissal of accounting firms that undertake the company’s audit business
During the reporting period, the company re-appointed Rongcheng Accounting Firm (Special General Partnership) as the company's external audit agency. I have fully understood and reviewed the professional capabilities, investor protection capabilities, independence and integrity of Rongcheng Accounting Firm (Special General Partnership), and believe that it has the qualifications to engage in securities business and the experience and ability to provide audit services to listed companies. During the period of providing audit services to the company, it adheres to the principle of independent auditing, diligently and responsibly, objectively, fairly and fairly reflects the company's financial status and operating results, effectively performs the responsibilities of an audit institution, and can meet the company's 2025 annual financial report audit work needs. The company's decision-making process for renewing the appointment of Rongcheng Accounting Firm (Special General Partnership) as the company's auditor for 2025 complies with the provisions of the Company Law, Securities Law, Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules, and Articles of Association, and does not harm the interests of the company and all shareholders.
(6) Appointment or dismissal of financial officers of listed companies
During the reporting period, the company did not appoint or dismiss the financial person in charge of listed companies.
(7) Changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards
During the reporting period, the Company did not make any changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards.
(8) Nominate or appoint or remove directors, hire or dismiss senior managers
- Nominate or appoint or remove directors
The company held the first meeting of the 2025 Workers' Congress on December 25, 2025, and elected Mr. Zhang Zhen as the employee director of the company's fourth board of directors. After the completion of this election, the number of directors who are also senior managers of the company and directors who are employees in the fourth session of the board of directors of the company does not exceed one-half of the total number of directors of the company, which is in compliance with relevant laws, regulations and the Articles of Association.
- Appointment or dismissal of senior managers
During the reporting period, except for the resignation of Mr. Nie Wenhao, the company's deputy general manager due to work adjustment, the company did not appoint or dismiss senior managers.
(9) Remuneration of directors and senior managers, formulating or changing equity incentive plans and employee stock ownership plans, ensuring that incentive objects are granted rights and conditions for exercising rights and interests are met, and directors and senior managers arrange stock ownership plans in subsidiaries to be spun off
I have reviewed the remuneration of directors and senior managers of the company during the reporting period. The remuneration of directors and senior managers serving in the company consists of salary and bonuses, etc., and is determined based on their positions, years of service, performance appraisal results, etc. Directors and senior managers do not receive allowances. The remuneration of independent directors is determined by the company with reference to the average level of remuneration of independent directors in the capital market. I believe that the remuneration of the company's directors and senior managers is set with reference to the level of domestic listed companies in the same industry, combined with the company's actual operating conditions and regional salary levels. It can promote the enthusiasm of directors and senior managers and promote the company's development without harming the interests of the company and small and medium-sized shareholders.
During the reporting period, the company had no directors or senior managers arranging shareholding plans for the subsidiaries it planned to spin off.
4. Overall evaluation and suggestions
In 2025, as an independent director of the company, I have conducted good and effective communication and cooperation with the company's board of directors and operating management based on the principles of prudence, objectivity and independence, and with a diligent and responsible attitude. I have paid full attention to the company's development status and kept abreast of the company's production and operation information. I have made rational suggestions to the company based on my accumulated professional knowledge and professional experience in the field of ruminant nutrition and feeding management, continued to promote the improvement of the company's governance system, and effectively safeguarded the rights and interests of all shareholders, especially small and medium-sized shareholders.
2026 In the year, I will continue to uphold the attitude of prudence, diligence and responsibility to all shareholders, strengthen the study of relevant laws, regulations and regulatory provisions, pay close attention to industry trends, especially policies and market changes in the field of ruminant epidemic prevention, strengthen communication and cooperation with the company's board of directors and management, actively participate in the company's decision-making on major matters and the improvement of the governance structure, give full play to my professional knowledge and experience to provide constructive opinions and suggestions to the company, effectively perform the duties of an independent director, further promote the company's standardized operations, and contribute more to the company's sustainable, healthy and stable development.
Independent Director: Li Shengli
April 28, 2026