Jiashitang: Anli Law Firm’s legal opinion on the third extraordinary general meeting of shareholders of Jiashitang in 2025
Beijing Anli Law Firm
About Jiashitang Pharmaceutical Co., Ltd.
Legal Opinion on the Third Extraordinary Shareholders Meeting in 2025
Document number: Anli Fayi (2025) Jiazi No. 091701
To: Jiashitang Pharmaceutical Co., Ltd.
Beijing Anli Law Firm (hereinafter referred to as the "Firm") accepts the entrustment of Jiashitang Pharmaceutical Co., Ltd. (hereinafter referred to as "Jiashitang" or the "Company") and appoints lawyers Zhang Xiaoguang and Wang Ruixin (hereinafter referred to as the "contracting lawyers") as special legal advisors for the 2025 third extraordinary shareholders' meeting of Jiashitang Pharmaceutical Co., Ltd. held on September 17, 2025 (hereinafter referred to as the "shareholders' meeting"), to attend the meeting and issue this legal opinion.
This legal opinion is based on the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), The "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), China Securities Regulatory Commission's "Rules for Shareholders' Meetings of Listed Companies" (hereinafter referred to as "Shareholders' Meeting Rules"), "Shenzhen Stock Exchange Stock Listing Rules" and other normative documents and the "Articles of Association of Kashitang Pharmaceutical Co., Ltd." (hereinafter referred to as "Articles of Association"), combined with the "Announcement on the Resolution of the 18th Meeting of the Seventh Session of the Board of Directors of Kashitang Pharmaceutical Co., Ltd." and "Jiashitang Pharmaceutical Co., Ltd. Regarding the Convening of 2025 "Notice and Announcement of the Third Extraordinary Shareholders' Meeting of the Year" was issued.
Section 1 Lawyer Statement
This legal opinion only expresses opinions on issues related to this shareholders' meeting before the date of issuance, and does not express opinions on relevant accounting, auditing and other professional matters.
During the preparation of this legal opinion, the attorney in charge has conducted the necessary review of the documents and materials related to the issuance of this legal opinion in accordance with the requirements of China's current laws and regulations.
Before issuing the legal opinion, the attorney in charge has obtained the commitment and guarantee from Jiashitang that the documents and information provided by the company to the attorney in charge are complete, true and valid, without any concealment, falsehood, omission or misleading. If the documents and information are copies or photocopies, they are guaranteed to be consistent with the original or the original.
This legal opinion will only be used by Jiashitang for the purpose of conducting this shareholders’ meeting and may not be used for any other purpose without the consent of the firm.
The handling lawyer agrees to regard this legal opinion as a necessary statutory document for Jiashitang to conduct this shareholders' meeting, submit it to the Shenzhen Stock Exchange and make an announcement together with other relevant materials, and assume responsibility for the legal opinion issued in accordance with the law.
Section 2 Text of Legal Opinion
1. Regarding the convening and convening procedures of this shareholders’ meeting
Jiashitang Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company" or the "Company") held the 18th meeting of the seventh board of directors on August 29, 2025, and reviewed and approved the "Proposal on the Re-appointment of the Accounting Firm", the "Proposal on Revising the "Related Transaction Management Measures of Jiashitang Pharmaceutical Co., Ltd."" and the "Proposal on Convening the Third Extraordinary Shareholders Meeting in 2025".
On August 30, 2025, the board of directors of Jiashitang published the "Notice and Announcement of Jiashitang Pharmaceutical Co., Ltd. on Convening the Third Extraordinary Shareholders' Meeting in 2025" on the Securities Daily, Securities Times and the cninfo.com website, announcing the convener, time, place, method of convening, attendees of the meeting, matters to be considered at the meeting, registration method for the meeting and other matters.
At 15:00 pm on September 17, 2025, the company held this shareholders' meeting in the conference room of Jiashitang Pharmaceutical Co., Ltd., Building 1, No. 11, Kunming Hunan Road, Haidian District, Beijing, at the time and location notified.
2. Regarding the qualifications of persons attending the meeting and the qualifications of the convener
This shareholders' meeting was convened by the board of directors of Jiashitang, and chairman Mr. Xu Xi presided over the meeting, which complied with the provisions of the company law and shareholders' meeting rules.
The announcement of the shareholders’ meeting clarified that the equity registration date for this shareholders’ meeting is September 12, 2025. After the market closes at 15:00 pm on September 12, 2025, all shareholders of Jiashitang registered in the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to participate in this shareholders' meeting. This provision is in compliance with the provisions of the shareholders' meeting rules.
A total of 153 shareholders and shareholder authorized representatives attended this shareholders' meeting, owning and representing 120,825,068 shares, accounting for 41.4200% of the company's total shares. Among them, there were 151 small and medium-sized shareholders and shareholder authorized representatives, owning and representing 37,767,832 shares, accounting for 12.9472% of the company's total shares.
A total of 8 shareholders and shareholder authorized representatives attended the shareholders' meeting, owning and representing 117,649,775 shares, accounting for 40.3315% of the company's total shares. Among them, there were 6 small and medium-sized shareholders and shareholder authorized representatives, owning and representing 34,592,539 shares, accounting for 11.8587% of the company's total shares.
A total of 145 shareholders and shareholder authorized representatives voted online, owning and representing 3,175,293 shares, accounting for 1.0885% of the company's total shares. Among them, there were 145 small and medium-sized shareholders and shareholder authorized representatives, owning and representing 3,175,293 shares, accounting for 1.0885% of the company's total shares.
The shareholders and agents attending the shareholders' meeting on site all held stock account cards, ID cards or other documents or certificates indicating their identities. The shareholders' agents also submitted a shareholder power of attorney and a valid personal identity document. The organizing lawyer believes that the shareholders and agents attending the shareholders' meeting on site complied with the provisions of the shareholders' meeting rules.
The attendance of the company's directors, senior managers and attorneys at this shareholders' meeting complied with the provisions of the shareholders' meeting rules.
3. Voting procedures and voting results of the meeting
- The meeting reviewed and voted on the "Proposal on Re-appointment of the Accounting Firm"
After the proposal was reviewed and approved by the board of directors of Jiashitang on August 29, 2025, the proposal was submitted to the company's shareholders' meeting for review. On August 30, 2025, Jiashitang disclosed the "Announcement on the Resolutions of the 18th Meeting of the Seventh Session of the Board of Directors of Jiashitang", the "Announcement on the Proposed Re-appointment of the Accounting Firm" and the "Notice and Announcement on Convening the Third Extraordinary Shareholders' Meeting in 2025" in Securities Daily, Securities Times and the cninfo.com website.
The total voting results were: 119,841,218 shares were in favor, accounting for 99.1857% of the total number of shares with valid voting rights present at this shareholders’ meeting; 837,700 shares were opposed, accounting for 0.6933% of the total number of shares with valid voting rights present at this shareholders’ meeting; 146,150 shares were abstained (among them, default abstention due to failure to vote) 0 shares), accounting for 0.1210% of the total number of shares with valid voting rights present at this shareholders’ meeting.
The total voting result of the small and medium-sized shareholders was: 36,783,982 shares were approved, accounting for 97.3950% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 837,700 shares were opposed, accounting for 2.2180% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders' meeting; 146,150 abstentions shares (of which 0 shares abstained by default due to non-voting), accounting for 0.3870% of the total number of shares with valid voting rights for small and medium-sized shareholders attending this shareholders’ meeting.
- The meeting reviewed and voted on the “Proposal on Amending the Measures for the Management of Related Transactions of Jiashitang Pharmaceutical Co., Ltd.”
After the proposal was reviewed and approved by the board of directors of Jiashitang on August 29, 2025, the proposal was submitted to the company's shareholders' meeting for review. On August 30, 2025, Jiashitang disclosed the "Resolution of the 18th Meeting of the Seventh Session of the Board of Directors of Jiashitang", the "Announcement on Revising the Measures for the Management of Related Transactions" and the "Notice and Announcement on Convening the Third Extraordinary Shareholders' Meeting in 2025" in Securities Daily, Securities Times and the cninfo.com website.
The total voting results were: 119,853,418 shares were in favor, accounting for 99.1958% of the total number of shares with valid voting rights present at this shareholders’ meeting; 829,900 shares were opposed, accounting for 0.6869% of the total number of shares with valid voting rights present at this shareholders’ meeting; 141,750 shares were abstained (among them, abstention by default due to failure to vote) 0 shares), accounting for 0.1173% of the total number of shares with valid voting rights present at this shareholders’ meeting.
The total voting results of small and medium-sized shareholders were: 36,796,182 shares were approved, accounting for 97.4273% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 829,900 shares were opposed, accounting for 2.1974% of the total number of shares with valid voting rights of small and medium-sized shareholders attending this shareholders’ meeting; 141,750 abstentions shares (of which 0 shares abstained by default due to non-voting), accounting for 0.3753% of the total number of shares with valid voting rights for small and medium-sized shareholders attending this shareholders’ meeting.
Before the shareholders' meeting proposal is voted on, shareholder representatives Wang Hongyu, Wang Meng and lawyers are elected to be jointly responsible for counting and supervising the votes. The company separately counts the number of shareholders attending the meeting, representative shares and voting status, and announces the voting results on the spot. Shareholders present at the meeting did not raise any objection to the voting results.
4. Conclusion
The attorney responsible believes that the convening and convening procedures of the company's shareholders' meeting, the qualifications of the people attending the meeting, the qualifications of the convener, the voting procedures, and the voting results are all in compliance with laws, regulations, other normative documents and the company's articles of association, and the resolutions formed at the meeting are legal and valid.
There are six original copies of this legal opinion, no copies.
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Lawyer in charge of Beijing Anli Law Firm (seal):
Zhang Xiaoguang Lawyer Wang Ruixin Lawyer
September 17, 2025