/Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

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Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Shanghai Stock Exchange

2025/11/22

Stock code: 688759

Stock abbreviation: Bibet

November 2025

3. The meeting will review and vote on resolutions in the order listed in the meeting notice.

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. Speeches or questions from shareholders and their agents should focus on the topics of this shareholders' meeting, be concise and to the point, and last no more than 5 minutes.

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

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.
The host can arrange for the company’s directors, supervisors and senior managers to answer questions raised by shareholders. The host or his designated relevant personnel have the right to refuse to answer questions that may reveal the company's trade secrets and/or inside information and harm the common interests of the company and shareholders.
Shareholders and shareholders' agents attending the general meeting of shareholders shall express one of the following opinions on the proposals submitted for voting: agree, oppose or abstain from voting. 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 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.
This general meeting of shareholders will be witnessed on-site by a practicing lawyer from a law firm hired by the company and a legal opinion will be issued.
During the meeting, participants should pay attention to maintaining order in 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 or infringes on the legitimate rights and interests of other shareholders, and reports to the relevant departments for handling.
The expenses incurred by shareholders in attending this general meeting of shareholders shall be borne by the shareholders themselves. The Company does not distribute gifts to shareholders attending the shareholders' meeting, nor is it responsible for arranging the accommodation of shareholders attending the shareholders' meeting, etc., and treats all shareholders on an equal basis.

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Guangzhou Bibet Pharmaceutical Co., Ltd.

Agenda for the first extraordinary general meeting of shareholders in 2025

1. Meeting time, location and voting method

(1) On-site meeting time: 10:00 on November 28, 2025

(2) On-site meeting location: Conference Room on the 8th floor, No. 3 Yayingshi Road, Science City, Huangpu District, Guangzhou

(3) Meeting 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 28, 2025 to November 28, 2025

Using the Shanghai Stock Exchange's online voting system, the voting time through the trading system voting platform is the trading time period on the day the shareholders' meeting is held, that is, 9:15-9:25, 9:30-11:30, 13:00-15:00; the voting time through the Internet voting platform is 9:15-15:00 on the day the shareholders' meeting is held.

(5) Meeting convener: Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

2. Meeting Agenda

(1) Participants sign in and receive meeting materials

(2) The host announces the start of the meeting and reports the number of shareholders attending the on-site meeting and the number of voting rights held

(3) Read out the instructions for the general meeting of shareholders

(4) Recommend vote counting and scrutinizing members

(5) Review various proposals

Consider the “Proposal on Cancellation of the Board of Supervisors”;
Review the "Proposal on Changing the Company's Registered Capital, Company Type, Amending the Company's Articles of Association, and Handling Industrial and Commercial Change Registration";
Consider the "Proposal on Amending the Management System for the Use of Raised Funds of Guangzhou Bibet Pharmaceutical Co., Ltd.";
Consider the "Proposal on Formulating the "Resignation Management System for Directors and Senior Management of Guangzhou Bibet Pharmaceutical Co., Ltd.";

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Review the "Proposal on Relevant Systems that Need to be Submitted to the Shareholders' Meeting for Review";

5.01 "Proposal on Amending the Rules of Procedure of the Shareholders Meeting of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.02 "Proposal on Amending the Rules of Procedure of the Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.03 "Proposal on Amending the Related Transaction Management System of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.04 "Proposal on Amending the External Investment Management System of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.05 "Proposal on Amending the Management System for Preventing the Occupation of Funds by Controlling Shareholders and Related Parties of Guangzhou Bibet Pharmaceutical Co., Ltd."

5.06 "Proposal on Amending the External Guarantee Management System of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.07 "Proposal on Amending the Working System of Independent Directors of Guangzhou Bibet Pharmaceutical Co., Ltd." 5.08 "Proposal on Amending the Code of Conduct for Directors and Senior Management of Guangzhou Bibet Pharmaceutical Co., Ltd."

5.09 "Proposal on Amending the Cumulative Voting System of Guangzhou Bibet Pharmaceutical Co., Ltd."

Consider the "Proposal on Applying for a Comprehensive Credit Line from the Bank".

(6) Speeches and questions from shareholders and shareholders’ agents present at the meeting

(7) Shareholders and shareholders’ proxies present at the meeting vote on various proposals

(8) Adjournment (statistical voting results)

(9) Resume the meeting and read out the voting results and resolutions of the general meeting of shareholders

(10) Witness the lawyer reading out the legal opinion

(11) Signing meeting documents

(12) The host announces the end of the meeting

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Guangzhou Bibet Pharmaceutical Co., Ltd.

Proposal for the First Extraordinary General Meeting of Shareholders in 2025

Proposal 1:

Proposal on Cancellation of the Supervisory Board

Dear shareholders:

In accordance with the requirements of the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the China Securities Regulatory Commission's "Transitional Arrangements Related to the Implementation of Supporting Systems and Rules of the New Company Law" and other laws, regulations and normative documents, the company plans to cancel the board of supervisors and let the audit committee of the board of directors exercise the provisions of the "Company Law" The "Shareholders' Meeting" was renamed "Shareholders' Meeting", and the current "Articles of Association", "Rules of Procedure for the Shareholders' Meeting", "Rules of Procedure for the Board of Directors" and other company-related governance systems were simultaneously revised. The original "Rules of Procedure for the Board of Supervisors" were simultaneously abolished, and the supervisory duties of the company's Board of Supervisors were naturally removed. Before the company's board of supervisors is officially cancelled, the company's board of supervisors will continue to perform corresponding duties in accordance with laws, regulations and the current "Articles of Association" and other relevant provisions.

For matters such as the company's cancellation of the board of supervisors and modification of the "Articles of Association", the shareholders' meeting is requested to authorize the board of directors to designate a special person to handle the industrial and commercial registration and filing matters related to the company's cancellation of the board of supervisors and modification of the "Articles of Association". The authorization is valid from the date of review and approval by the shareholders' meeting until the completion of the above matters.

Please consider the above proposals.

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials Proposal 2:

Regarding changes to the company's registered capital, company type, and revision of the "Articles of Association"

And handle the proposal to change the industrial and commercial registration

Dear shareholders:

Since the company has publicly issued 90 million RMB ordinary shares (A shares) to the public and will be listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange on October 28, 2025, after the completion of this issuance, the company’s registered capital will be RMB 36,003.665. 70,000 yuan was changed to RMB 450,036,657, and the company type was changed from "joint-stock limited company (foreign investment, unlisted)" to "joint-stock limited company (foreign investment, listed)". The specific changes will be subject to the market supervision and management department's change registration.

In accordance with the provisions of the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Guidelines on the Articles of Association of Listed Companies and other laws, regulations and normative documents, and in light of the actual situation of the company's initial public offering of shares and listing on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the name of the "Articles of Association (Draft)" of Guangzhou Bibet Pharmaceutical Co., Ltd. is now changed to the "Articles of Association of Guangzhou Bibet Pharmaceutical Co., Ltd." (hereinafter referred to as the "Articles of Association"), and at the same time, some contents of the "Articles of Association" are revised.

In view that the company has held the fourth (temporary) meeting of the second board of directors on August 30, 2025 to consider and approve the relevant proposals for amending the "Articles of Association", and has held the seventh (temporary) meeting of the second board of directors on November 11, 2025 to consider and approve the "Proposal on Changing the Company's Registered Capital, Company Type, Amending the Articles of Association, and Handling Industrial and Commercial Change Registration", the company plans to cancel the board of supervisors, change the registered capital, company type, modify the "Articles of Association", etc.

In addition, for the company to cancel the board of supervisors, change the registered capital, company type, amend the "Articles of Association" and other matters, the shareholders' meeting is requested to authorize the board of directors to designate a special person to handle the company's cancellation of the board of supervisors, change the registered capital, company type, modification of the "Articles of Association" and other matters related to industrial and commercial registration and filing. The authorization is valid from the date of review and approval by the shareholders' meeting to the completion of the above matters.

For details, please refer to the "Guangzhou Bibet Pharmaceutical Co., Ltd.'s Announcement on Changing the Company's Registered Capital, Company Type, Amending the Articles of Association, and Handling Industrial and Commercial Change Registration" disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) on November 13, 2025 (Announcement Number: 2025-005).

Please consider the above proposals.

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials Proposal 3:

Regarding the revision of the "Use of Funds Raised by Guangzhou Bibet Pharmaceutical Co., Ltd."

Proposal on "Management System"

Dear shareholders:

In order to further improve the corporate governance structure, promote standardized operations, and clarify the relevant content of the replacement of raised funds, in accordance with the provisions of the "Company Law of the People's Republic of China", the Securities Law of the People's Republic of China and other relevant laws, regulations and normative documents, and in conjunction with the "Supervisory Rules for Listed Companies' Raised Funds", Article 15, Paragraph 2, "In the process of implementation of investment projects with raised funds, in principle, direct payment shall be made with raised funds, and in matters such as payment of personnel salaries, purchase of overseas products and equipment, etc. If it is really difficult to pay directly with funds, the replacement can be implemented within six months after payment with self-raised funds." According to the regulations and the company's actual situation, the company plans to revise the "Management System for the Use of Raised Funds of Guangzhou Bibet Pharmaceutical Co., Ltd.". For details, please refer to the "Management System for the Use of Raised Funds of Guangzhou Bibet Pharmaceutical Co., Ltd." disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn) on November 13, 2025.

Please consider the above proposals.

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials Proposal 4:

Regarding the formulation of "Directors and Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

Proposal on "Resignation Management System for Senior Management Personnel"

Dear shareholders:

In order to further improve the corporate governance structure and promote standardized operations, in accordance with the provisions of the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Code of Governance of Listed Companies, the Guidelines on the Articles of Association of Listed Companies, the Shanghai Stock Exchange's Science and Technology Innovation Board Stock Listing Rules and other relevant laws, regulations and normative documents, and based on the actual situation of the company, the company plans to formulate the "Guangzhou Bibet Pharmaceutical Co., Ltd. Directors and Senior Management Resignation Management System". This system integrates the company's 2 The core content of the "Resignation Management System for Directors and Senior Management of Guangzhou Bibet Pharmaceutical Co., Ltd." was reviewed and approved at the fourth (temporary) meeting of the second board of directors held on August 30, 2025, and the relevant provisions of the resignation management system for senior managers were added. For details, please refer to the "Resignation Management System for Directors and Senior Managers of Guangzhou Bibet Pharmaceutical Co., Ltd." disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn) on November 13, 2025.

Please consider the above proposals.

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials

Proposal 5:

Proposals on relevant systems that need to be submitted to the general meeting of shareholders for consideration

Dear shareholders:

Because the company plans to cancel the board of supervisors and let the audit committee of the board of directors exercise the powers of the board of supervisors stipulated in the "Company Law" and further improve the corporate governance system in accordance with the "Company Law" (including changing the name of the "shareholders' meeting" to "shareholders' meeting", etc.), the company needs to make corresponding revisions to the company's relevant governance systems such as the "Rules of Procedure for the Shareholders' Meeting" and the "Rules of Procedure for the Board of Directors".

The specific system is shown in the following table::

Serial number System name

1 Rules of Procedure for the Shareholders Meeting of Guangzhou Bibet Pharmaceutical Co., Ltd.

2 Rules of Procedure of the Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

3 Related transaction management system of Guangzhou Bibet Pharmaceutical Co., Ltd.

4 Foreign investment management system of Guangzhou Bibet Pharmaceutical Co., Ltd.

5 Guangzhou Bibet Pharmaceutical Co., Ltd.’s management system to prevent capital occupation by controlling shareholders and related parties

6 External Guarantee Management System of Guangzhou Bibet Pharmaceutical Co., Ltd.

7 Working system of independent directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

8 Code of Conduct for Directors and Senior Management of Guangzhou Bibet Pharmaceutical Co., Ltd.

9 Cumulative voting system of Guangzhou Bibet Pharmaceutical Co., Ltd.

The above systems have been reviewed and approved at the seventh (temporary) meeting of the second board of directors held on November 11, 2025. For details of the text of each system, please refer to the relevant announcements disclosed by the company on the Shanghai Stock Exchange website (www.sse.com.cn) on November 13, 2025. This proposal is now submitted to the shareholders' meeting for consideration.

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025

Guangzhou Bibet Pharmaceutical Co., Ltd. 2025 First Extraordinary General Meeting of Shareholders Meeting Materials Proposal 6:

Proposal on applying for a comprehensive credit line from the bank

Dear shareholders:

The company's second meeting of the second board of directors held on March 15, 2025 and the 2024 annual general meeting of shareholders held on April 7, 2025 reviewed and approved the "Proposal on Applying for Comprehensive Credit Lines from Banks", agreeing that the company and its subsidiaries plan to apply for comprehensive credit lines from banks such as China Merchants Bank in 2025 for a maximum total credit limit of RMB 200 million, with a period of one year from the date of approval by the general meeting of shareholders.

According to the company's operating needs and in line with the strategic development pace, the company plans to increase the credit limit by RMB 200 million on the basis of the aforementioned credit limit. Therefore, the company plans to apply for a comprehensive credit limit of up to RMB 400 million from China Merchants Bank, Industrial Bank and other banks in 2025. The actual financing amount and financing period will be determined based on the company's actual needs for operating funds, and shall be subject to the contract signed with the bank within the credit limit.

The company proposes to authorize the general manager of the company to sign all contracts, agreements and other legal documents related to all credits (including but not limited to credit, borrowing, financing, etc.) within the above credit limit on behalf of the company. All legal and economic responsibilities arising therefrom shall be borne by the company. The authorization period is valid for one year from the date of approval by the shareholders' meeting.

Please consider the above proposals.

Board of Directors of Guangzhou Bibet Pharmaceutical Co., Ltd.

November 13, 2025