Puluo Pharmaceutical: Announcement of Resolutions of the Fifteenth Meeting of the Ninth Board of Directors
Securities code: 000739 Securities abbreviation: Prolo Pharmaceutical Announcement number: 2025-51 Prolo Pharmaceutical Co., Ltd.
Announcement of Resolutions of the Fifteenth Meeting of the Ninth Board of Directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and contains no false records, misleading statements or major omissions.
The notice of the 15th meeting of the 9th Board of Directors of Pluto Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") was issued by text message on August 29, 2025. The meeting was held on-site in the company's conference room on the afternoon of September 8, 2025. The meeting was chaired by Chairman Zhu Fangmeng. Nine directors should be present at the meeting, but 9 directors were actually present. The convening of this meeting complied with the relevant provisions of the Company Law and the Articles of Association. After deliberation and voting by the directors present at the meeting, the meeting reached the following resolutions:
1. Consideration and approval of the "Proposal on Adjusting the Members of the Special Committees of the Company's Board of Directors"
In view of the fact that the company has adjusted the composition of the board of directors and its special committees, the number of members of the company's board of directors has been adjusted from seven to nine (adding one non-independent director and one employee representative director), the members of the strategy and ESG committee of the board of directors have been adjusted from seven to five, the members of the audit committee of the board of directors have been adjusted from five to three, the members of the nomination committee of the board of directors have been adjusted from five to three, and the members of the remuneration and appraisal committee of the board of directors have been adjusted from five to three.
After adjustment, the members of the special committees of the ninth session of the board of directors of the company are as follows:
- Board Strategy and ESG Committee
Committee members: Zhu Fangmeng, Xu Wenchai, Hu Tiangao, Li Baoping (resume attached), Chen Ling
Chairman: Zhu Fangmeng
- Audit Committee of the Board of Directors
Committee members: Xu Wenchai (resume attached), Qian Juanping, Pan Weiguang
Chairman: Qian Juanping
- Nomination Committee of the Board of Directors
Committee members: Zhu Fangmeng, Pan Weiguang, Chen Ling
Chairman: Pan Weiguang
- Remuneration and Appraisal Committee of the Board of Directors
Committee members: Xu Xinliang, Chen Ling, Qian Juanping
Chairman: Chen Ling
Mr. Zhu Fangmeng no longer serves as a member of the Audit Committee and the Remuneration and Appraisal Committee of the company's Board of Directors; Mr. Xu Xinliang no longer serves as a member of the Strategy and ESG Committee, Audit Committee, and Nomination Committee of the Company's Board of Directors; Ms. Qian Juanping no longer serves as a member of the Strategy and ESG Committee and the Nomination Committee of the Company's Board of Directors; Mr. Chen Ling no longer serves as a member of the Audit Committee of the Company's Board of Directors; Mr. Pan Weiguang no longer serves as a member of the Strategy and ESG Committee, and the Remuneration and Appraisal Committee of the Company's Board of Directors. The term starts from the date of review and approval at this board meeting and ends on the expiration date of the ninth session of the company’s board of directors.
2. Consideration and adoption of the "Proposal on the Election of Directors to Execute Corporate Affairs on behalf of the Company"
In accordance with relevant regulations such as the Company Law and the Articles of Association, all members of the Board of Directors elected Mr. Zhu Fangmeng (resume attached) as a director to execute corporate affairs on behalf of the Company, with a term starting from the date of review and approval by the Board of Directors until the expiration of the term of the ninth Board of Directors of the Company.
Announcement is hereby made.
Board of Directors of Puluo Pharmaceutical Co., Ltd.
September 8, 2025
Attached: Personal resume
- Mr. Zhu Fangmeng: Born in 1972, Master, CEIBS EMBA, Senior Engineer, Senior Economist. He once served as the general manager of the company, the general manager of the company's holding subsidiary Zhejiang Hengdian Puluo Import and Export Co., Ltd., the chairman of Zhejiang Youshengmet Pharmaceutical Co., Ltd., the chairman of Zhejiang Prodebon Pharmaceutical Co., Ltd., the chairman of Zhejiang Puluojiayuan Pharmaceutical Co., Ltd., and the chairman of Zhejiang Puluokangyu Pharmaceutical Co., Ltd. He is currently the assistant president of Hengdian Group Holdings Co., Ltd. and chairman of the company.
Mr. Zhu Fangmeng currently serves as the controlling shareholder of the company and has a related relationship with the company. He directly holds 221,700 shares of the company's shares. Mr. Zhu Fangmeng has not been punished by the China Securities Regulatory Commission and other relevant departments or disciplinary sanctions by stock exchanges. He has not been investigated by judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations. He has not been publicized by the China Securities Regulatory Commission on the illegal and untrustworthy information disclosure platform in the securities and futures markets or included in the list of dishonest persons subject to execution by the People's Court. There is no situation in which he is not allowed to be nominated as a director as stipulated in the "Shenzhen Stock Exchange Self-Regulatory Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies".
- Mr. Xu Wenchai: Born in 1966, Ph.D., associate professor, certified public accountant, and senior economist. He once served as deputy director of the Department of Business Administration of Zhejiang University, and currently serves as director and senior vice president of Hengdian Group Holdings Co., Ltd., and concurrently serves as director of Pluto Pharmaceutical Co., Ltd., Hengdian Group DMC Co., Ltd., Inlova Technology Co., Ltd., Hengdian Group Debang Lighting Co., Ltd., Hengdian Film and Television Co., Ltd., Nanhua Futures Co., Ltd., Zhejiang Xinna Material Technology Co., Ltd., and independent director of Hangzhou Hikvision Robot Co., Ltd.
Mr. Xu Wencai currently serves as the controlling shareholder of the company and has a related relationship with the company. He currently holds 0 shares of the company. Mr. Xu Wencai has not been punished by the China Securities Regulatory Commission and other relevant departments or disciplinary sanctions by stock exchanges. He has not been investigated by judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations. He has not been publicized by the China Securities Regulatory Commission on the illegal and untrustworthy information disclosure platform in the securities and futures markets or included in the list of dishonest persons subject to execution by the people's court. There is no situation in which he is not allowed to be nominated as a director as stipulated in the "Shenzhen Stock Exchange Self-Regulatory Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies".
- Mr. Li Baoping: born in March 1964, Chinese nationality, master's degree, senior economist. He once served as deputy general manager of the No. 8 Construction Company of Dongyang City, Zhejiang Province, assistant to the general manager of Hengdian Group Debon Co., Ltd., assistant to the executive vice president, deputy director of the president's office, deputy director of the Talent and Labor Committee, director of investment supervision and director of human resources of Hengdian Group Holdings Co., Ltd. He is currently a director and vice president of Hengdian Group Holdings Co., Ltd.; he concurrently serves as a director of Hengdian Group Debang Lighting Co., Ltd., Hengdian Film and Television Co., Ltd., Nanhua Futures Co., Ltd., Hengdian Group DMC Co., Ltd., and Zhejiang Xina Materials Technology Co., Ltd.
Mr. Li Baoping currently serves as the controlling shareholder of the company and has a related relationship with the company. He currently holds 0 shares of the company. Mr. Li Baoping has not been punished by the China Securities Regulatory Commission and other relevant departments or disciplinary sanctions by stock exchanges. He has not been investigated by judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations. He has not been publicized by the China Securities Regulatory Commission on the illegal and untrustworthy information disclosure platform in the securities and futures markets or included in the list of dishonest persons subject to execution by the people's court. There is no situation in which he is not allowed to be nominated as a director as stipulated in the "Shenzhen Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies".