Kelun Pharmaceutical: Announcement of Resolutions of the Ninth Meeting of the Eighth Board of Directors
Securities code: 002422 Securities abbreviation: Kelun Pharmaceutical Announcement number: 2025-080 Sichuan Kelun Pharmaceutical Co., Ltd.
Announcement of Resolutions of the Ninth Meeting of the Eighth Board of Directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
The notice of the ninth meeting of the eighth board of directors of Sichuan Kelun Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company" or "Kelun Pharmaceutical") was sent to all directors and senior managers by phone and email on October 24, 2025. The ninth meeting of the eighth board of directors was held by communication on October 29, 2025. 9 directors were supposed to attend the meeting, but 9 directors actually attended. The company's senior managers also attended the meeting. The meeting was held in compliance with the provisions of the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law") and other laws, administrative regulations, departmental rules, normative documents and the Articles of Association, and the resolutions made were legal and valid.
This meeting was chaired by Mr. Liu Gexin, the chairman of the company. The directors present reviewed and voted on the following proposals and formed the following resolutions:
- The “Proposal on the Company’s Third Report in 2025” was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
The report for the third quarter of 2025 can be found on the company’s designated website for information disclosure, Cninfo.com (www.cninfo.com.cn), and was also published in the Securities Times, Shanghai Securities News, Securities Daily and China Securities Journal on October 31, 2025.
This proposal was submitted to the Board of Directors for consideration after being reviewed and approved by the Audit Committee of the Board of Directors.
- The "Proposal on Amending the Internal Audit System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the "Company Law", "Audit Law of the People's Republic of China", "Basic Standards for Enterprise Internal Control", "China Internal Auditing Standards", "Shenzhen Stock Exchange Stock Listing Rules" and other relevant laws, regulations and normative documents, and in combination with the "Articles of Association" and the actual situation of the company, the company has made corresponding modifications to the "Internal Audit System".
For details, please refer to the company's "Internal Audit System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
This proposal was submitted to the Board of Directors for consideration after being reviewed and approved by the Audit Committee of the Board of Directors.
- The "Proposal on Amending the Information Disclosure Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with laws, regulations and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Code of Governance for Listed Companies, the Measures for the Administration of Information Disclosure of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, the Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Information Disclosure Management System. Since the revised "Information Disclosure Management System" covers two systems, the "Management System for Submission and Use of External Information" and the "Responsibility System for Major Errors in Annual Report Information Disclosure", the above-mentioned systems will be abolished after this revision.
For details, please refer to the company's "Information Disclosure Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Environmental, Social and Corporate Governance (ESG) Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Environmental, Social and Corporate Governance (ESG) Management System (the system was formerly known as the Social Responsibility Management System).
For details, please refer to the company's "Environmental, Social and Corporate Governance (ESG) Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
This proposal was submitted to the Board of Directors for consideration after being reviewed and approved by the ESG Committee of the Board of Directors.
- The "Proposal on Amending the Public Opinion Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of the Company Law, the Securities Law of the People's Republic of China, the Measures for the Administration of Information Disclosure of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange and other relevant laws, administrative regulations, departmental rules and other normative documents, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Public Opinion Management System.
For details, please refer to the company's "Public Opinion Management System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Amending the Working System of the Board Secretary” was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Securities Law of the People's Republic of China", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the actual situation of the company, the company has made corresponding modifications to the "Working System of the Board Secretary".
For details, please refer to the "Board Secretary Work System" published by the company on October 31, 2025 on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn).
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the Management System of Holdings Subsidiaries" was reviewed and approved
In accordance with the provisions of laws, regulations and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Stock Listing Rules of the Shenzhen Stock Exchange, the Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies, the Basic Standards for Enterprise Internal Control, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Management System of Controlled Subsidiaries.
For details, please refer to the "Management System of Holding Subsidiaries" published by the company on October 31, 2025 on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn).
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the "Insider Information Insider Registration and Management System" was reviewed and approved
In accordance with the provisions of relevant laws, regulations and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Measures for the Administration of Information Disclosure of Listed Companies, the Supervisory Guidelines for Listed Companies No. 5 - Insider Registration and Management System for Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Insider Registration and Management System.
For details, please refer to the "Insider Information Insider Registration and Management System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Anti-Fraud System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Basic Standards for Enterprise Internal Control", "Shenzhen Stock Exchange Stock Listing Rules", and in combination with the "Articles of Association" and the company's actual situation, the company has made corresponding modifications to the "Anti-Fraud System".
For details, please see the company's "Anti-Fraud System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Amending the External Guarantee Management System” was reviewed and approved
In accordance with the provisions of laws, regulations and normative documents such as the Company Law, the Civil Code of the People's Republic of China, Listed Company Supervision Guide No. 8 - Supervisory Requirements for Capital Transactions and External Guarantees of Listed Companies, Shenzhen Stock Exchange Stock Listing Rules, Shenzhen Stock Exchange Self-Regulatory Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies, and in combination with the Articles of Association and the company's actual situation, the company has made corresponding modifications to the External Guarantee Management System.
For details, please refer to the company's "External Guarantee Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the Major Events Reporting System" was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Securities Law of the People's Republic of China", "Shenzhen Stock Exchange Stock Listing Rules", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the company's actual situation, the company has made corresponding modifications to the "Major Event Reporting System".
For details, please refer to the company's "Major Event Reporting System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Related Party Transaction System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of the Company Law, the Securities Law of the People's Republic of China, the Stock Listing Rules of the Shenzhen Stock Exchange and other laws, regulations, rules and normative documents, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the "Related Transaction System".
For details, please refer to the "Related Transaction System" published by the company on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Hedging Business Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the Civil Code of the People's Republic of China, the Company Law, the Securities Law of the People's Republic of China, the Measures for the Administration of Information Disclosure of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, the Self-Regulatory Guidelines for Listed Companies of the Shenzhen Stock Exchange No. 7 - Transactions and Related Transactions, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Hedging Business Management System.
For details, please refer to the company's "Hedging Business Management System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the Information Disclosure Suspension and Exemption Management System" was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Shenzhen Stock Exchange Stock Listing Rules", "Listed Companies Information Disclosure Suspension and Exemption Management Regulations", "Shenzhen Stock Exchange Listed Companies Self-Regulatory Guidelines No. 7 - Transactions and Related Transactions" and other laws, regulations, rules and normative documents, and in combination with the "Articles of Association" and the company's actual situation, the company has made corresponding modifications to the "Information Disclosure Suspension and Exemption Management System".
For details, please refer to the "Information Disclosure Suspension and Exemption Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Debt Financing Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Securities Law of the People's Republic of China", "Shenzhen Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the actual situation of the company, the company has made corresponding modifications to the "Debt Financing Management System".
For details, please refer to the company's "Debt Financing Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the "External Donation Management System"" was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Public Welfare Donation Law of the People's Republic of China", the "Company Law", "Shenzhen Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the company's actual situation, the company has made corresponding modifications to the "External Donation Management System".
For details, please refer to the company's "External Donation Management System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Investor Relations Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Measures for the Administration of Information Disclosure of Listed Companies, the Guidelines for the Management of Investor Relations of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, and the Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Investor Relations Management System.
For details, please refer to the company's "Investor Relations Management System" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Securities Investment Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Securities Law of the People's Republic of China", "Shenzhen Stock Exchange Stock Listing Rules", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the actual situation of the company, the company has made corresponding modifications to the "Securities Investment Management System".
For details, please refer to the company's "Securities Investment Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Amending the Internal Accountability Measures for Securities Violations and Violations” was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Securities Law of the People's Republic of China", "Shenzhen Stock Exchange Stock Listing Rules", "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and in combination with the "Articles of Association" and the company's actual situation, the company has made corresponding modifications to the "Internal Accountability Measures for Securities Violations and Violations".
For details, please refer to the "Internal Accountability Measures for Securities Violations and Violations" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the "Proposal on Amending the General Manager's Work Rules" was reviewed and approved.
In accordance with the provisions of laws, regulations, rules and normative documents such as the Company Law, the Code of Governance of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, the Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations of Main Board Listed Companies, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the "General Manager Work Rules".
For details, please refer to the "General Manager Work Rules" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Amending the Information Disclosure Management System for Debt Financing Instruments in the Inter-bank Bond Market” was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Measures for the Administration of Debt Financing Instruments of Non-financial Enterprises in the Inter-bank Bond Market, the Measures for the Administration of Information Disclosure of Corporate Credit Bonds, the Rules for Information Disclosure of Debt Financing Instruments of Non-financial Enterprises in the Inter-bank Bond Market, and in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the Information Disclosure Management System for Debt Financing Instruments of the Inter-bank Bond Market.
For details, please refer to the "Information Disclosure Management System for Debt Financing Instruments in the Interbank Bond Market" published on the company's designated information disclosure website, cninfo.com (www.cninfo.com.cn) on October 31, 2025.
- The "Proposal on Amending the Market Value Management System" was reviewed and approved with 9 votes in favor, 0 votes against, and 0 abstentions.
In accordance with the provisions of laws, regulations, rules and normative documents such as the "Company Law", "Securities Law of the People's Republic of China", "Several Opinions of the State Council on Strengthening Supervision and Preventing Risks to Promote High-Quality Development of Capital Markets", "Shenzhen Stock Exchange Stock Listing Rules", "Supervisory Guidelines for Listed Companies No. 10 - Market Value Management", and in combination with the "Articles of Association" and the actual situation of the company, the company has made corresponding modifications to the "Market Value Management System".
- With 9 votes in favor, 0 votes against, and 0 abstentions, the “Proposal on Amending the Foreign Investment Management System” was reviewed and approved
In accordance with the provisions of laws, regulations, rules and normative documents such as the Company Law, the Securities Law of the People's Republic of China, the Code of Governance for Listed Companies, 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 in combination with the Articles of Association and the actual situation of the company, the company has made corresponding modifications to the "Foreign Investment Management System".
For details, please refer to the company's "Foreign Investment Management System" published on the company's designated information disclosure website cninfo.com (www.cninfo.com.cn) on October 31, 2025.
This proposal was submitted to the Board of Directors for consideration after being reviewed and approved by the Strategy Committee of the Board of Directors.
Documents available for inspection:
1. Board resolution signed by the directors present and stamped with the seal of the board of directors;
- Certification documents reviewed by the special committee of the board of directors.
Announcement is hereby made.
Board of Directors of Sichuan Kelun Pharmaceutical Co., Ltd.
October 31, 2025