Puris: Notice on convening the third extraordinary general meeting of shareholders in 2025
Securities code: 301257 Securities abbreviation: Puris Announcement Number: 2025-056 Puris (Shanghai) Pharmaceutical Technology Development Co., Ltd.
Notice on convening the third extraordinary general meeting of shareholders in 2025
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete.
It is complete and there are no false records, misleading statements or major omissions.
In accordance with the relevant provisions of the "Company Law of the People's Republic of China" and the "Articles of Association", as reviewed and approved by the 15th meeting of the third board of directors of Puruis (Shanghai) Pharmaceutical Technology Development Co., Ltd. (hereinafter referred to as the "Company"), it is planned to hold the company's 2025 third extraordinary shareholders' meeting (hereinafter referred to as the "Shareholders' Meeting") on September 26, 2025 (Friday). The relevant matters of this shareholders' meeting are hereby notified as follows:
1. Basic information on convening the meeting
Session of shareholders’ meeting: The third extraordinary shareholders’ meeting in 2025
Convener of the shareholders’ meeting: the company’s board of directors
Legality and compliance of the meeting: The convening of this shareholders’ meeting complied with the relevant laws, administrative regulations, departmental rules, normative documents, Shenzhen Stock Exchange (hereinafter referred to as the “Shenzhen Stock Exchange”) business rules and the Articles of Association.
Date and time of the meeting:
(1) On-site meeting time: 14:45 on September 26, 2025 (Friday);
(2) Online voting time: The specific time for online voting through the Shenzhen Stock Exchange trading system is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on September 26, 2025; the specific time for voting through the Shenzhen Stock Exchange Internet voting system is any time between 9:15-15:00 on September 26, 2025.
- How the meeting will be held: This meeting will adopt a combination of on-site voting and online voting.
(1) On-site voting: The shareholder shall attend the meeting in person or authorize others to attend the on-site meeting through a power of attorney;
(2) Online voting: The company will provide all shareholders with an online voting platform through the Shenzhen Stock Exchange trading system and the Internet voting system. The company’s shareholders can exercise their voting rights through the above systems during online voting hours.
Shareholders of the company can only choose one of the voting methods of on-site voting (on-site voting can entrust a proxy to vote on their behalf) and online voting. If there is repeated voting for the same voting right, the result of the first voting shall prevail.
The equity registration date for the meeting: September 19, 2025 (Friday).
Participants:
(1) Shareholders or their agents who hold the company’s issued voting shares on the equity registration date; all shareholders of the company’s issued voting shares registered with the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. at the close of the market on the afternoon of September 19, 2025, the equity registration date, are entitled to attend this shareholders’ meeting and can entrust a proxy in writing to attend the meeting and vote. The shareholder agent does not have to be a shareholder of the company.
(2) Company directors, supervisors and senior managers;
(3) Lawyers hired by the company;
(4) Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
- Meeting location: Large conference room on the 23rd floor of the World Trade Building, No. 500 Guangdong Road, Huangpu District, Shanghai.
2. Matters to be considered at the meeting
- Coding list of proposals for this general meeting of shareholders
Note proposal
Proposal name Column code checked in this column
Can vote 100 total proposals: all proposals except cumulative voting proposals √ non-cumulative voting proposals
Regarding amending the "Articles of Association" and handling industrial and commercial change registration and filing
1.00√
motion
2.00 Proposal on amending the "Rules of Procedures of the Shareholders' Meeting" √ 3.00 Proposal on amending the "Rules of Procedures of the Board of Directors" √ 4.00 Proposal on formulating and amending part of the company's governance system √ 4.01 Proposal on amending the "External Guarantee Decision Management System" √ 4.02 Proposal on amending the "Major Investment Decision Management System" √ 4.03 Proposal on amending the "Related Transaction Decision Management System" √ 4.04 Proposal on amending the "Raised Funds Management System" √
Regarding the revision of the "Remuneration and Assessment Management System for Directors and Senior Management Personnel"
4.05√
"degree" motion
4.06 Proposal on amending the "Working System for Independent Directors" √
4.07 Proposal on amending the "Accounting Firm Selection and Recruitment System" √
Cumulative voting proposal: Proposal 5.00 is an equal amount election
5.00 Proposal on the by-election of non-independent directors of the third session of the company’s board of directors. Number of candidates: 1
Regarding the election of Mr. Ma Yuping as a non-independent director of the third session of the Board of Directors
5.01√
motion
- Special reminder
(1) The above proposal has been reviewed and approved at the 15th meeting of the company’s third board of directors and the 15th meeting of the third board of supervisors. For details, please refer to the relevant announcement disclosed by the company on the Cninfo Network (http://www.cninfo.com.cn) on the same day.
(2) According to the "Articles of Association" and other relevant regulations, the above proposals 1.00-3.00 are special resolutions and should be passed by more than two-thirds of the voting rights held by shareholders attending the meeting (including shareholders' agents). Among the proposals voted on at this shareholders' meeting, Proposal 4.00 needs to be voted on item by item.
(3) Proposal 5.00 will be voted on using a cumulative voting system. Proposal 5.00 is subject to the approval of Proposal 1.00. For details of the resumes of relevant personnel, please see the "Announcement on the Resignation of Some Directors and Supervisors of the Company and the By-Election of Non-Independent Directors" disclosed by the company on the Cninfo Network (http://www.cninfo.com.cn) on the same day. One non-independent director should be elected in this by-election of the third session of the Board of Directors. The number of electoral votes held by shareholders is the number of shares with voting rights multiplied by the number of candidates. Shareholders can allocate the number of electoral votes they have among the candidates to the limit of the number of candidates (zero votes can be cast), but the total number of electoral votes must not exceed the number of electoral votes they have.
(4) During the review of Proposal 4.05, related shareholders will recuse themselves from the proposal and cannot accept the entrustment of other shareholders to vote.
3. Meeting registration matters
Registration method: On-site, email, letter or fax registration (email, letter or fax shall be based on the time of arrival at the company).
Registration time: September 24, 2025 (Wednesday) 9:30-11:30 and 13:00-17:00.
Registration location: Large conference room on the 23rd floor of the World Trade Building, No. 500 Guangdong Road, Huangpu District, Shanghai.
Registration procedures:
(1) If a natural person shareholder attends in person, he or she shall register with his/her ID card, stock account card, etc.; if an agent attends by proxy, he or she shall register with the agent's ID card, power of attorney, copy of the principal's ID card, stock account card, etc. of the principal.
(2) If the legal representative of a legal person shareholder attends, he or she must present his or her ID card, certificate of identity of the legal representative, a copy of the business license of the legal person shareholder (stamped with the official seal), and a stock account card; if a legal person shareholder entrusts an agent to attend, he or she must present the ID card of the agent, a power of attorney signed by the legal representative of the legal person shareholder (with the official seal), a copy of the business license of the legal person shareholder (stamped with the official seal), and the stock account card. Please see Appendix 2 of this notice for the format of the power of attorney to attend the on-site meeting.
(3) Non-resident shareholders can register by email, letter or fax (the registration time is subject to the time when the email, fax or letter is received). Telephone registration is not accepted. Shareholders please carefully fill in the "Registration Form for Shareholders Participating" (Attachment 3) for registration confirmation. Emails, letters or faxes must be delivered to the company's Secretary of the Board Office before 17:00 on September 24, 2025.
Mailing address for letters: 23rd Floor, World Trade Building, No. 500 Guangdong Road, Huangpu District, Shanghai (please mark the words "Shareholders' Meeting" on the envelope)
- Contact information:
Address: 23rd Floor, World Trade Building, No. 500 Guangdong Road, Huangpu District, Shanghai
Postal code: 200001
Contact person: Lai Xiaolong
Contact number: 021-60755800
Fax number: 021-60755803
Email: [email protected]
- Meeting expenses: This on-site meeting is expected to last half a day, and participating shareholders or shareholders’ agents are responsible for all expenses.
4. Specific operational procedures for participating in online voting
At this general meeting of shareholders, shareholders can participate in voting through the Shenzhen Stock Exchange trading system and the Internet voting system (address: http://wltp.cninfo.com.cn). The specific operating procedures for online voting are detailed in Appendix 1 of this notice.
5. Documents for reference
Resolution of the 15th meeting of the company’s third board of directors;
Resolution of the 15th meeting of the company’s third supervisory board.
Announcement is hereby made.
Attachments:
Specific operational procedures for participating in online voting;
Letter of authorization;
Registration form of participating shareholders.
Board of Directors of Puruis (Shanghai) Pharmaceutical Technology Development Co., Ltd.
Attachment 1 on September 9, 2025:
Specific procedures for participating in online voting
1. Online voting procedures
Voting code and voting abbreviation: The voting code is “351257” and the voting abbreviation is “Purui Voting”.
Fill in the decision-making form.
For non-cumulative voting proposals, fill in the voting opinions: agree, oppose, abstain.
For cumulative voting proposals, report the number of electoral votes cast for a candidate. Shareholders of listed companies shall vote within the limit of the number of electoral votes they have for each proposal group. If the number of electoral votes cast by a shareholder exceeds the number of electoral votes he or she has, or if the number of votes cast by a shareholder exceeds the number of candidates for election in a differential election, the votes cast by the shareholder for that proposal group will be deemed invalid. If you disagree with a candidate, you can vote 0 for that candidate.
Examples of the number of electoral votes held by shareholders under the proposal group are as follows:
Elect non-independent directors (e.g. Proposal 1.00, adopt equal election, the number of candidates to be elected is 1)
The number of electoral votes held by shareholders = the total number of voting shares represented by shareholders × 1
Shareholders can arbitrarily allocate their electoral votes among one non-independent director candidate, but the total number of votes must not exceed the number of electoral votes they possess.
- Shareholders voting on the general proposal are deemed to express the same opinions on all other proposals except the cumulative voting proposal.
When shareholders vote repeatedly on the general proposal and specific proposals, the first valid vote shall prevail. If shareholders vote on specific proposals first and then vote on the general proposal, the voting opinions on the specific proposals that have been voted on shall prevail, and for other unvoted proposals, the voting opinions on the general proposal shall prevail. If shareholders vote on the general proposal first and then vote on the specific proposals, the voting opinions on the general proposal shall prevail.
2. Voting procedures through the Shenzhen Stock Exchange trading system
Voting time: Trading hours on September 26, 2025, namely 9:15-9:25, 9:30-11:30 and 13:00-15:00.
Shareholders can log in to the trading client of the securities company to vote through the trading system.
3. Voting procedures through the Shenzhen Stock Exchange Internet voting system
The Internet voting system will start voting at any time between 9:15-15:00 on September 26, 2025.
Shareholders who vote online through the Internet voting system must go through identity authentication in accordance with the "Shenzhen Stock Exchange Investor Network Service Identity Authentication Business Guidelines (Revised in 2016)" and obtain a "Shenzhen Stock Exchange Digital Certificate" or "Shenzhen Stock Exchange Investor Service Password." The specific identity authentication process can be found in the Rules and Guidelines column of the Internet voting system http://wltp.cninfo.com.cn.
Based on the service password or digital certificate obtained, shareholders can log in to http://wltp.cninfo.com.cn to vote through the Shenzhen Stock Exchange’s Internet voting system within the specified time.
Attachment 2:
Power of attorney
I hereby authorize Mr. (Ms.) to represent me (or my company) to attend the 2025 Third Extraordinary General Meeting of Shareholders of Puruis (Shanghai) Pharmaceutical Technology Development Co., Ltd., to vote on the following proposals on my behalf (or my company’s) in accordance with the instructions below, and to sign the relevant documents that need to be signed at this meeting. If there are no clear voting instructions, the trustee may vote in favor, against or abstain from voting on the following proposals at his or her discretion: Same, Against, Abstain Remarks
Italian rights proposal
Proposal name Check code in this column
columns can
Take 100 votes Total proposals: All proposals except cumulative voting proposals √Non-cumulative voting proposals
Regarding amending the "Articles of Association" and handling industrial and commercial changes
1.00 Registration and Filing Proposal √
Proposal on Amending the Rules of Procedure for Shareholders’ Meetings
2.00√
Proposal on Amending the "Rules of Procedures of the Board of Directors"
3.00√
Proposal on formulating and revising some of the company's governance systems
4.00 case √
Regarding the revision of the "Decision-making and Management System for External Guarantees"
4.01 Proposal √
Regarding the revision of the "Major Investment Decision Management System"
4.02 Proposal √
Regarding the revision of the "Decision-making and Management System for Related Party Transactions"
4.03 Proposal √
Proposal on Amending the "Raised Funds Management System"
4.04√
Regarding the revision of the "Remuneration and Regulations of Directors and Senior Management Personnel"
4.05 √Proposal on Assessment Management System"
Proposal on Amending the "Working System for Independent Directors"
4.06√
Regarding the revision of the "Accounting Firm Selection and Recruitment System"
4.07 Proposal √
Cumulative voting proposal: Proposal 5.00 is an equal election, fill in the number of electoral votes cast for the candidate
Regarding the by-election of non-independent directors of the third session of the Board of Directors of the Company Number of candidates Number of votes in favor 5.00
motion 1 person
Regarding the election of Mr. Ma Yuping as the third session of the Board of Directors
5.01 Proposal of independent directors √
Note: 1. Other proposals other than cumulative voting proposals can only have one vote. Please mark "√" in the column of "Agree" or "Objection" or "Abstain"; for cumulative voting proposals, fill in the number of electoral votes cast for a certain candidate. Shareholders of listed companies shall vote within the limit of the number of electoral votes they have for each proposal group. If the number of electoral votes cast by a shareholder exceeds the number of electoral votes he or she has, or if the number of votes cast by a shareholder exceeds the number of candidates for election in a differential election, the votes cast by the shareholder for that proposal group will be deemed invalid. If you disagree with a candidate, you can vote 0 for that candidate;
In this power of attorney, shareholders can only vote on the total proposal, which is deemed to express the same opinion on all other proposals except the cumulative voting proposal. When shareholders vote on the general proposal and specific proposals repeatedly, the vote on the specific proposal shall prevail;
The unit’s entrustment must be stamped with the unit’s official seal and signed by the legal representative;
The validity period of the power of attorney: from the date of signing of this power of attorney to the end of the shareholders' meeting.
Client (signature or seal):
Client’s ID number or unified social credit code:
Client’s securities account number:
Nature of the principal’s shareholding:
Number of shares held by the client:
Date of issue of power of attorney:
The validity period of the power of attorney is:
Trustee (signature):
Trustee ID number:
Attachment 3:
Registration form of participating shareholders
Name of individual shareholder/
Name of legal person shareholder
ID number/business Legal person shareholder legal professional license number Representative name Shareholder account number Number of shares held Contact number Email address Postal code
Agent’s ID card Agent’s name
number
Signature of shareholder (legal person shareholder stamps official seal):