2025 First Extraordinary General Meeting of Shareholders Meeting Materials
Stock code:
688443
Stock abbreviation: Zhixiang Jintai
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
Meeting materials for the first extraordinary general meeting of shareholders of the year
2025
year month
2025 11
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials
Directory
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. Instructions for the First Extraordinary General Meeting of Shareholders in 2025...1 Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. Agenda for the First Extraordinary General Meeting of Shareholders in 2025...3 Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. Proposal of the First Extraordinary General Meeting of Shareholders in 2025...5 Proposal One: Proposal on Cancellation of the Board of Supervisors, Amendment of the Articles of Association, and Registration of Industrial and Commercial Changes...5 Proposal Two: Proposal on Amending Part of the Company's Governance System......................................6 Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. Meeting Materials of the First Extraordinary General Meeting of Shareholders in 2025
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
Instructions for the First Extraordinary General Meeting of Shareholders in 2025
In order to safeguard the legitimate rights and interests of all shareholders, ensure the normal order and efficiency of the shareholders' meeting, and ensure the smooth progress of the shareholders' meeting, these instructions are specially formulated in accordance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "Articles of Association of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.", "Rules of Procedure for the Shareholders' Meeting of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd." and other relevant regulations.
In order to confirm the attendance qualifications of shareholders or their agents or other attendees attending the meeting, meeting staff will conduct necessary verification of the identities of those attending the meeting, and those being verified are requested to cooperate.
In order to ensure the solemnity and normal order of the shareholders' meeting and effectively protect the legitimate rights and interests of shareholders (or shareholders' agents) attending the meeting, the company has the right to refuse other persons to enter the venue in accordance with the law, except for shareholders (or shareholders' agents) attending the meeting, company directors, supervisors, senior managers, witnessing lawyers and persons invited by the board of directors.
Shareholders (or shareholders’ agents) attending the meeting must arrive at the meeting site 30 minutes before the meeting, and please show their securities account card, ID card or legal entity certificate, power of attorney and other documents to sign in and confirm their qualifications to participate in the meeting. 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 number of voting rights held.
Shareholders and shareholders' agents participating in the shareholders' meeting shall enjoy the rights to speak, question, vote and other rights in accordance with the law. Shareholders and shareholders' agents participating in the general meeting of shareholders shall conscientiously perform their legal obligations and shall not infringe upon the legitimate rights and interests of the company and other shareholders and shareholders' agents, or disrupt the normal order of the general meeting of shareholders.
Shareholders and shareholders' agents who request to speak must follow the agenda of the meeting and obtain permission from the host of the meeting before they can speak. When multiple shareholders and shareholders' agents request to speak at the same time, the person who raises his hand first will speak; if the order cannot be determined, the moderator shall designate the speaker. During the meeting, only shareholders and their proxies will be allowed to speak or ask questions. Speeches or questions from shareholders and their agents should focus on the topics of this meeting, be concise and to the point, and in principle should not exceed 5 minutes.
When shareholders and shareholders' agents request to speak, they shall not interrupt the report of the meeting reporter or the speeches of other shareholders and shareholders' agents. During the voting at the shareholders' meeting, shareholders and shareholders' agents shall no longer speak. If shareholders and shareholders' agents violate the above regulations, the meeting host has the right to refuse or stop them. Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials
The host can arrange for the company’s directors, supervisors and senior managers to answer questions raised by shareholders. The host or the person designated by the host has the right to refuse to answer questions that may reveal the company's trade secrets and/or inside information and damage the common interests of the company and shareholders.
Shareholders and shareholders' proxies attending the general meeting of shareholders, unless they are required to abstain from voting, should express one of the following opinions on the proposals submitted for voting: agree, oppose or abstain. Shareholders present on site are required to sign their names on the voting ballot. If the form is not filled in, filled in too much, filled in incorrectly, has illegible handwriting, does not have the signature of the voter or does not vote, the voter will be deemed to have given up the right to vote, and the voting results of the shares held by him will be counted as "abstention".
This general meeting of shareholders will vote through a combination of on-site voting and online voting. An announcement on the resolution of the general meeting of shareholders will be issued based on the results of on-site voting and online voting.
During the meeting, participants should pay attention to maintaining the order of the venue, do not move around at will, set their mobile phones to silent mode, and refuse personal recording, video and photography. Meeting staff have the right to stop any behavior that interferes with the normal proceedings of the meeting, provokes trouble or infringes on the legitimate rights and interests of other shareholders, and reports to the relevant departments for handling.
This meeting will be witnessed on-site by a practicing lawyer from a law firm hired by the company and a legal opinion will be issued.
12. The expenses incurred by shareholders to attend this shareholders' meeting shall be borne by the shareholders themselves.
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
Agenda for the first extraordinary general meeting of shareholders in 2025
1. Meeting time, location and voting method
(1) Meeting time: 10:30 am on November 18, 2025
(2) Meeting location: Chongqing Junhao Hotel, No. 9 Jinyuan Road, Jiangbei District, Chongqing
(3) Voting method: combination of on-site voting and online voting
(4) Online voting system, start and end dates and voting time
Online Voting System: Shanghai Stock Exchange Shareholders Meeting Online Voting System
The start and end time of online voting: From November 18, 2025 to November 18, 2025, the Shanghai Stock Exchange online voting system will be used. The voting time through the trading system voting platform will be the trading time period on the day of the shareholders’ meeting, that is, 9:15-9:25, 9:30-11:30, 13:00-15:00; the voting time through the Internet voting platform will be 9:15-15:00 on the day of the shareholders’ meeting.
(5) Meeting convenor: Company Board of Directors
2. Meeting Agenda
(1) Participants sign in, receive meeting materials, and shareholders register to speak
(2) The host announces the start of the meeting and reports to the meeting the number of shareholders attending the on-site meeting and the number of voting rights they hold.
(3) The host reads out the instructions for the general meeting of shareholders
(4) Recommend vote counting and scrutinizing members
(5) Review of meeting proposals
Serial number Bill name
1 "Proposal on Cancellation of the Board of Supervisors, Amendment of the Articles of Association, and Processing of Industrial and Commercial Change Registration" 2.00 "Proposal on Amending Part of the Company's Governance System"
2.01 "Rules of Procedure of the Board of Directors"
2.02 "Rules of Procedure for Shareholders' Meeting"
2.03 "Working System of Independent Directors"
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials
2.04 "Raised Funds Management System"
2.05 "External Guarantee Management System"
2.06 "Foreign Investment Management System"
2.07 "Related Transaction Management System"
2.08 "Implementation Rules of Cumulative Voting System"
(6) In response to the resolutions reviewed at the meeting, shareholders and shareholders’ agents made speeches and asked questions
(7) Shareholders and shareholders’ proxies present at the meeting vote on various proposals
(8) Adjourn the meeting (to collect the voting results of the on-site meeting)
(9) When the meeting resumes, the moderator announces the on-site voting results (the final voting results are subject to the company’s announcement)
(10) Witness the lawyer reading out the legal opinion
(11) Signing meeting documents
(12) End of meeting
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
Proposals for the First Extraordinary General Meeting of Shareholders in 2025
Proposal 1: Proposal on canceling the Board of Supervisors, amending the Articles of Association and handling changes in industrial and commercial registration
Dear shareholders and shareholders’ agents:
In accordance with relevant regulations such as the "Company Law of the People's Republic of China (Revised in 2023)" (hereinafter referred to as the "Company Law"), the China Securities Regulatory Commission's "Transitional Arrangements Related to the Implementation of Supporting Institutions and Rules of the New Company Law" and the "Guidelines on the Articles of Association of Listed Companies (Revised in 2025)", combined with the actual development of the company, the company will no longer have a board of supervisors, and the audit committee under the company's board of directors will exercise the powers of the board of supervisors stipulated in the "Company Law" and other laws and regulations. The "Rules of Procedure of the Supervisory Board of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd." shall be abolished accordingly. The provisions concerning the Board of Supervisors and Supervisors in the company's various rules and regulations no longer apply. The relevant provisions in the "Articles of Association of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd." (hereinafter referred to as the "Articles of Association") shall be revised. At the same time, the board of directors shall propose to the general meeting of shareholders to authorize the company management to handle formalities such as industrial and commercial change registration and articles of association filing. Changes and filing registration shall be subject to the content approved by the market supervision and management authority. Before the company's general meeting of shareholders considers and approves the cancellation of the board of supervisors, the company's second board of supervisors will still perform its duties in strict accordance with laws, regulations and normative documents.
For details, please refer to the "Announcement on Cancellation of the Board of Supervisors, Revision of the Articles of Association and Part of the Company's Governance System" (announcement number: 2025-047) and the "Articles of Association of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd." disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) on October 31, 2025.
This proposal has been reviewed and approved at the fifth meeting of the company's second board of directors and the fourth meeting of the second board of supervisors, and is now submitted to shareholders and shareholders' agents for review.
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
Meeting materials of the first extraordinary general meeting of shareholders of Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd. in 2025 on November 18, 2025
Proposal 2: Proposal on Amending Part of the Company’s Governance System
Dear shareholders and shareholders’ agents:
In order to further promote the company's standardized operations and improve the level of corporate governance, in accordance with the latest laws and regulations, normative documents such as the "Company Law", "Guidelines on the Articles of Association of Listed Companies (Revised in 2025)", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Science and Technology Innovation Board Self-Regulatory Guidelines No. 1 - Standardized Operation" and the latest revisions of the "Articles of Association", and in light of the company's actual situation, it is planned to revise part of the company's governance system, as follows:
Sub-motion number Motion name
2.01 "Rules of Procedure of the Board of Directors"
2.02 "Rules of Procedure for Shareholders' Meeting"
2.03 "Working System of Independent Directors"
2.04 "Raised Funds Management System"
2.05 "External Guarantee Management System"
2.06 "Foreign Investment Management System"
2.07 "Related Transaction Management System"
2.08 "Implementation Rules of Cumulative Voting System"
For details, please refer to the "Announcement on Cancellation of the Supervisory Board, Revision of the Articles of Association and Partial Governance Systems of the Company" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) on October 31, 2025 (Announcement No.: 2025-047) and the full text of the revised system.
This proposal has been reviewed and approved item by item at the fifth meeting of the company's second board of directors, and is now submitted to shareholders and shareholders' agents for review.
Chongqing Zhixiang Jintai Biopharmaceutical Co., Ltd.
November 18, 2025