Enhua Pharmaceutical: Independent Directors’ 2025 Annual Work Report (Yin Xiaoxing)
Jiangsu Enhua Pharmaceutical Co., Ltd.
Independent directors’ 2025 annual performance report (Yin Xiaoxing)
In 2025, as an independent director of Jiangsu Enhua Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company"), in accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law") and the "Administrative Measures for Independent Directors of Listed Companies" The "Self-Regulatory Guidelines for Listed Companies of Shenzhen Stock Exchange No. 1 - Standardized Operation of Main Board Listed Companies" and other relevant laws and regulations, as well as the requirements of the "Company Articles" and "Working System of Independent Directors", strictly maintain the independence and professional ethics of independent directors, perform their duties with integrity, diligence, responsibility and faithfulness, exercise the powers granted to independent directors by relevant laws and regulations in a compliant, prudent and responsible manner, actively attend relevant company meetings and carefully review various proposals, and effectively safeguard the interests of the company and all shareholders, especially small and medium-sized shareholders. The report on the performance of independent directors’ duties in 2025 is now as follows:
1. Basic information of independent directors
(1) Personal resume and professional background
I am Yin Xiaoxing, a doctoral candidate, and currently a professor and doctoral supervisor in pharmacology at Xuzhou Medical University. He is currently a member of the Teaching Steering Committee for Pharmacy Majors in Colleges and Universities of the Ministry of Education, chairman of the Jiangsu Province Science Class 2 Postgraduate Education Steering Committee, vice chairman of the Jiangsu Provincial Pharmacological Society, and chairman of the Jiangsu Provincial Pharmacological Society’s New Drug Preclinical Pharmacology Professional Committee. He has presided over many projects including the National Natural Science Foundation of China and the Jiangsu Provincial Natural Science Foundation. He has published more than 90 papers included in SCI as the corresponding author, applied for 12 patents as the first author, and granted 4 patents. Successfully established Xuzhou Medical University’s pharmacy undergraduate major and pharmacy discipline system. He is the person in charge of the clinical pharmacy major and pharmacy major at the national first-class professional construction site, and the person in charge of the national first-class course "Clinical Pharmacology". From April 2022 to present, he has served as an independent director of the company.
(2) Description of independence
During the reporting period, my position complied with the independence provisions of the China Securities Regulatory Commission's "Administrative Measures for Independent Directors of Listed Companies", and there were no circumstances that affected my independence. I also submitted the "Self-examination Report on the Independence of Independent Directors" to the company's board of directors for evaluation and verification.
2. Annual performance of duties
In 2025, I was re-elected as an independent director of the company. I actively communicate with the company by attending the company's shareholders' meeting, board of directors, nomination committee, strategy committee, audit committee and on-site surveys, etc., and keep abreast of all aspects of the company's operating conditions. On the basis of fully understanding the company's actual situation, I make independent judgments based on my professional abilities and experience, put forward independent opinions and vote on various proposals submitted by the company, and effectively perform the duties of an independent director. The details are as follows:
(1) Attendance at board of directors meetings
In 2025, the company's board of directors held 10 meetings, and I attended all of them in person without any absence.
Regarding the above-mentioned meeting, before the meeting, I actively collected and obtained the materials and information required for making resolutions according to the matters listed in the company's meeting notice. I carefully reviewed each proposal at the board of directors and actively participated in the discussion. Based on the principles of diligence, responsibility, integrity and responsibility, I voted in favor of all the proposals of the board of directors after careful consideration, and there was no objection or abstention from voting.
(2) Attendance at shareholders’ meetings
In 2025, the company held a total of three shareholders' meetings (i.e., the 2024 annual shareholders' meeting, the first extraordinary shareholders' meeting in 2025 and the second extraordinary shareholders' meeting in 2025), and I personally attended the above meetings.
(3) Attendance at special committees of the board of directors
- In 2025, in accordance with the relevant requirements of the "Rules of Procedure of Special Committees of the Board of Directors" and the "Working System of Independent Directors", I serve as the chairman of the Nomination Committee, a member of the Strategy Committee, and a member of the Audit Committee of the Board of Directors. My specific work is as follows:
(1) As the chairman of the Nomination Committee of the Company's Board of Directors, during my term of office in 2025, I organized and convened 4 Nomination Committee meetings, and reviewed and approved the "Proposal on the Re-election of Non-Independent Directors for the Board of Directors", "The Proposal on the Re-election of Independent Directors for the Board of Directors", "The Proposal on the Re-appointment of the Company's General Manager" and "The Proposal on the Re-appointment of the Company's Deputy General Manager" respectively. "Proposal on the Re-appointment of the Secretary of the Board of Directors as Deputy General Manager", "Proposal on the Re-appointment of the Company's Financial Director", "Proposal on the Supplementary Election of an Independent Director", "The Nomination Committee's 2025 Work Summary and 2026 Work Plan" and other matters. I actively pay attention to the selection criteria and recruitment procedures of the company's directors and managers, conduct an extensive search for qualified directors and managers, review director candidates and manager candidates and make recommendations, so as to create sufficient talent reserves for the company to achieve healthy, stable and sustainable development.
(2) As a member of the Strategy Committee of the company's board of directors, during my term of office in 2025, I will pay close attention to the company's operations and future strategic development trends, proactively communicate with the company's decision-makers and management, keep abreast of the company's operating conditions, the realization of investment goals, etc., and be responsible to investors. During my tenure in 2025, I participated in 2 strategic committee meetings, and reviewed and approved the "Proposal on Foreign Investment and Signing of the Pre-A Series Preferred Stock Purchase Agreement" and the "Company's 2026 Business Plan" and other proposals respectively.
(3) As a member of the Audit Committee of the company's board of directors, during my tenure in 2025, I conscientiously implemented the notice requirements of the China Securities Regulatory Commission and the Shenzhen Stock Exchange on regular reporting work, conscientiously performed the review and supervision of accounting statements, and fully communicated with the audit agency hired by the company, the company's internal audit department and the financial department to ensure the authenticity, accuracy and completeness of the company's regular financial reports. During my tenure in 2025, I participated in a total of 6 audit committee meetings, and reviewed and approved the "Company's 2024 Annual Report and Summary", "2024 Financial Final Report", "Proposal on Re-appointment of the Accounting Firm", "Proposal on Changes in Accounting Policies", "The Company's 2024 Internal Control" "Self-evaluation Report" "Special Report on the Occupation of Funds by Related Parties and External Guarantees" "Proposal on the Assessment Report on the Accounting Firm's Duty Performance in 2024" "Proposal on the Audit Committee's Supervision Report on the Accounting Firm's Duty Performance in 2024" "2025 First Quarter Report" "Internal Audit Department's Work Summary for the First Quarter of 2025 and Work Plan for the Second Quarter" "Proposal on the Re-appointment of the Company's Financial Director" "Proposal on the Re-appointment of the Head of the Company's Internal Audit Department" "The Company's Semi-annual Financial Report for 2025" "The Internal Audit Department's Second Quarter of 2025" Work Summary and Third Quarter Work Plan", "Third Quarter Report of 2025", "Internal Audit Department's Work Summary of the Third Quarter of 2025 and Fourth Quarter Work Plan", "Internal Audit Work Summary of 2025 and Internal Audit Work Plan of 2026" and other proposals.
(4) Communication with internal audit department and accounting firm
During the reporting period, I and other independent directors had multiple communications with the company’s internal audit department, focusing on the integrity of the company’s financial statements and internal control system, the effectiveness of the internal audit function, and supervision and inspection of the internal audit department’s audit work and the establishment, improvement and implementation of the internal control system. I and other independent directors had effective communication with the accounting firm, participated in the discussion of the accounting firm's annual report audit plan, carefully read various materials submitted by the company and the accountant, compared and confirmed it with the company's current year's operating conditions and quarterly reports, and supervised the certified public accountant's annual independent audit of the company's financial statements to ensure that the company disclosed the annual financial status and operating results in a timely, accurate and complete manner, and maintained the objectivity and fairness of the audit results.
(5) Protection of the legitimate rights and interests of investors
I continue to pay attention to the company's information disclosure and supervise the company's information disclosure work to ensure that the company can disclose information truthfully, accurately, completely, timely and fairly in accordance with relevant laws and regulations, providing a good information channel for investors to understand the company's situation in a timely manner.
I carefully review all proposals and relevant attachments submitted to the board of directors for consideration, inquire with relevant company personnel to obtain the information needed to make decisions, and then exercise voting rights independently, objectively and prudently to safeguard the legitimate rights and interests of the company and small and medium-sized shareholders.
I make full use of the opportunity to attend the company's shareholders' meeting, conduct in-depth exchanges and discussions with the participating small and medium-sized shareholders on issues of concern to them, actively answer questions raised by investors, and use this as a bridge to strengthen interaction with investors, and listen extensively to investors' opinions and suggestions.
(6) Exercise of special powers of independent directors
During the reporting period, as an independent director, I:
There is no proposal to convene a board of directors;
Failure to independently hire external audit institutions and consulting institutions to audit, consult or verify specific matters of the company;
Failure to publicly solicit voting rights from shareholders before the shareholders’ meeting;
No request was made to the board of directors to convene an extraordinary shareholders' meeting.
(7) Situation of working on-site at the company
In 2025, I strictly abide by the relevant laws, regulations and the company's articles of association for the performance of independent directors' duties, and made full use of participation in the board of directors, shareholders' meetings, and special committee meetings of the board of directors to gain an in-depth understanding of the company's internal control and financial status. I focused on understanding the company's operating status, management status, construction and implementation of the internal control system and other related matters, and was informed of the progress of the company's major events in a timely manner. In addition, alone or together with other independent directors, accompanied by the relevant person in charge of the company, I conducted on-site surveys and inspections of the company many times. I listened to reports from relevant personnel many times and conducted on-site investigations to understand the company's daily operating conditions and possible operating risks, and made suggestions for the company's business development. This enabled me to actively and effectively perform my duties as an independent director, give full play to the role of guidance and supervision, and effectively safeguard the interests of the company's shareholders, especially the interests of the majority of small and medium-sized shareholders. I have worked on site for a total of 17 days.
3. Matters of focus in annual performance of duties
In 2025, I will strictly comply with laws and regulations such as the Company Law, the Code of Governance of Listed Companies, the Measures for the Administration of Independent Directors of Listed Companies, and the Articles of Association, faithfully and diligently perform my duties, give full play to the supervisory role of independent directors, and safeguard the legitimate rights and interests of the company and all shareholders, especially small and medium shareholders. During the reporting period, the key matters of concern are as follows:
(1) Related transactions
In 2025, in line with the principles of impartiality, fairness, objectivity and independence, we focused on the company's related-party transactions, focusing on the review of related-party transaction parties, transaction content, transaction amount, necessity, fairness and rationality of related-party transactions. Related directors and related shareholders abstained from voting. The decision-making procedures of the board of directors complied with relevant laws and regulations and the Articles of Association, and were legal and effective. During the reporting period, I did not find any situation in the company's related-party transactions that harmed the interests of the company and its shareholders, especially small and medium-sized shareholders.
(2) Disclosure of regular reports and internal control evaluation reports
During the reporting period, the company strictly complied with the requirements of the "Company Law", "Securities Law", "Measures for the Administration of Information Disclosure of Listed Companies", "Shenzhen Stock Exchange Stock Listing Rules" and other relevant laws, regulations and normative documents, and prepared and disclosed the "Company's 2024 Annual Report", "The Company's 2024 Internal Control Self-Evaluation Report" and "The Company's 2025 First Quarter Report" on time The "Company's 2025 Semi-Annual Report" and "The Company's 2025 Third Quarterly Report" accurately disclosed the financial data and important matters during the reporting period, fully demonstrated the company's operating conditions to investors, and there were no false records, misleading statements or major omissions. The company's review and disclosure procedures for periodic reports are legal and compliant, and the financial data are true and accurate.
(3) Re-appointment of accounting firm
On March 16, 2025, the 14th meeting of the Audit Committee of the 6th Board of Directors of the company reviewed and approved the "Proposal on Re-appointment of the Accounting Firm". I reviewed the specific circumstances of the proposed audit agency and passed the review of the professional qualifications, business capabilities, and integrity of BDO Accounting Firm (Special General Partnership). I believe that it can meet the company's requirements for an audit institution and is competent for the company's audit work in 2025. I agree to re-appoint Shun Lun Pan Certified Public Accountants (Special General Partnership) as the company's audit institution for 2025 for a period of one year. The proposal has been reviewed and approved at the 16th meeting of the company's sixth board of directors and the company's 2024 annual shareholders' meeting, and it was agreed to re-appoint Shun Li Xin Certified Public Accountants (Special General Partnership) as the company's audit agency for 2025. The review and disclosure procedures performed by the company when it re-appointed an accounting firm complied with relevant laws and regulations.
(4) Regarding the remuneration of directors, supervisors and senior managers
The "Proposal on the Remuneration of the Company's Directors, Supervisors and Senior Management Personnel" has been submitted for consideration at the eighth meeting of the Remuneration and Assessment Committee of the sixth session of the Board of Directors and the 16th meeting of the sixth session of the Board of Directors. When the "Proposal on the Remuneration of the Company's Directors, Supervisors and Senior Management Personnel" was considered at the eighth meeting of the Remuneration and Assessment Committee of the sixth session of the Board of Directors and the 16th meeting of the sixth session of the Board of Directors, I abstained from voting as an associated director, and the proposal was directly submitted to the company's 2024 Annual General Meeting of Shareholders for review and approval. The remuneration plans, assessment systems and payment procedures for directors, supervisors and senior managers formulated by the company are in compliance with relevant laws, regulations and the company's articles of association, and do not harm the interests of the company and shareholders.
(5) Correction of accounting policies, accounting estimates or major accounting errors due to reasons other than changes in accounting standards
In 2025, the company will not make accounting policies, accounting estimates or correction of major accounting errors for reasons other than changes in accounting standards.
(6) Nominate or appoint or remove directors, hire or dismiss senior managers
In 2025, the board of directors reviewed and approved the "Proposal on the Re-appointment of Non-Independent Directors at the General Election of the Board of Directors", "The Proposal on the Re-appointment of Independent Directors at the General Election of the Board of Directors", "The Proposal on the Re-appointment of the General Manager of the Company", "The Proposal on the Re-appointment of the Company's Deputy General Manager", "The Proposal on the Re-appointment of the Secretary of the Board of Directors as Deputy General Manager", "The Proposal on the Re-appointment of the Company's Financial Director", "The Proposal on the Supplementary Election of an Independent Director" and other motions. The review procedures for the nomination, appointment and removal of directors, and the appointment of senior managers are in compliance with relevant regulations. Candidates for election or appointment are all qualified and qualified, and there is no harm to the interests of the company and shareholders.
(7) Matters related to equity incentive plans
In 2025, the board of directors reviewed and approved the "Proposal on Adjusting the Repurchase Price of Restricted Stocks", "The Proposal on the Repurchase and Cancellation of Part of Restricted Stocks", "The Proposal on the Achievements of Removing the Restriction Conditions for the First Restriction Period of Restricted Stocks Granted under the Restricted Stock Incentive Plan in 2024" and other proposals. Due to the implementation of cash dividends, the company adjusts the repurchase price of restricted stocks and repurchases and cancels restricted stocks that have been granted to incentive targets but have not yet met the conditions for lifting restrictions. This is in compliance with the "Measures for the Administration of Equity Incentives for Listed Companies" and the company's "Incentive Plan" and other relevant laws and regulations. The procedures are legal and have not had a substantial impact on the company's financial status and operating results, nor have they harmed the interests of the company and shareholders. The company has handled the lifting of sales restrictions after the expiration of the first lock-up period for the restricted stocks granted to incentive targets who meet the qualifications for lifting sales restrictions. The qualifications of the incentive targets that can be lifted from sales restrictions are legal and valid, and the procedures for lifting sales restrictions are legal and effective, and there is no harm to the interests of the company and shareholders.
(8) Implementation of information disclosure
Since I became an independent director of the company, I have continued to pay attention to the company's information disclosure work. The company can strictly comply with the Company Law, the Stock Listing Rules of the Shenzhen Stock Exchange, the Self-Regulatory Guidelines for Listed Companies of the Shenzhen Stock Exchange No. 1 - Standardized Operations of Main Board Listed Companies, and other laws and regulations, normative documents, and internal systems such as the Articles of Association to perform the disclosure of regular reports and temporary announcements, and the relevant disclosures are true, accurate and complete.
4. Overall evaluation and work prospects
In 2025, I will strictly follow the provisions and requirements of relevant laws, regulations and company systems, and based on the principles of objectivity, fairness and independence, starting from the protection of the legitimate rights and interests of small and medium-sized shareholders, I will pay attention to the company's operation, pay attention to the company's daily operating activities and the impact of external environment and market changes on the company, and pay attention to Pay attention to the management's implementation of the board of directors' resolutions, the establishment and improvement of the internal control system, and the improvement of the governance structure, actively participate in the company's major decisions, review and supervise important matters, faithfully and diligently perform the duties of independent directors, and effectively safeguard the legitimate rights and interests of the company and all shareholders.
In 2026, I will, as always, adhere to the principles of prudence, diligence and loyalty, actively and effectively perform my duties as an independent director, give full play to professional synergy, work closely with other independent directors, maintain good communication with the company's board of directors and management, jointly promote the company to improve its governance structure, optimize operating decisions, prevent operating risks, help the company achieve steady and high-quality development, ensure that the company's various operations and management work are carried out legally, compliantly and efficiently, and safeguard the fundamental interests of the company and all shareholders, especially the legitimate rights and interests of small and medium-sized shareholders.
Hereby report!
Independent Director: Yin Xiaoxing
April 16, 2026