Beijing Tong Ren Tang Chinese Medicine Company Limited (TONGRENTANGCM) signed a new Product Sales Framework Agreement with its 38.05 % shareholder Tong Ren Tang Technologies on 29 June 2026. The framework governs the supply and procurement of Chinese-medicine raw materials, semi-finished and finished products (the “Relevant Products”) within mainland China from 29 June 2026 to 31 December 2028.

Under the agreement, Tong Ren Tang Technologies Group may purchase, and TONGRENTANGCM may supply, Relevant Products “from time to time” for production or sales needs. Specific orders will be set out in separate implementation agreements.

Proposed transaction caps (exclusive of PRC VAT) are: • 29 Jun – 31 Dec 2026: HK$13.00 million • Calendar 2027: HK$38.00 million • Calendar 2028: HK$72.00 million

For reference, purchases under the previous distribution framework were negligible: HK$0.20 million in 2023 and nil in 2024–2025, versus historical annual caps of HK$74.00 million, HK$85.00 million and HK$98.00 million, respectively. Low utilisation reflected changes in mainland distribution channels for the group’s owned products, notably Sporoderm-broken Ganoderma Lucidum Spores Powder Capsule (GLSPC).

Pricing of supplies will follow prevailing market rates benchmarked quarterly against at least two independent third-party quotations, or on a cost-plus basis referencing the average gross profit margin of comparable products over the past three years. Payments are due within three months of receipt of goods and invoices.

The transaction constitutes a continuing connected transaction under Chapter 14A of the Hong Kong Listing Rules. As all applicable percentage ratios for the new caps exceed 0.1 % but are below 5 %, the arrangement requires announcement and annual review but is exempt from independent shareholders’ approval.

TONGRENTANGCM cited alignment with current procurement needs, improved supply-chain coordination and wider market reach via Tong Ren Tang Technologies’ network as principal reasons for adopting the new model. Internal controls include monthly price monitoring, quarterly benchmarking, and annual review by independent non-executive directors and the external auditor to ensure adherence to pricing policies and cap limits.

Non-executive director Ms Feng Li, who also sits on the board of Tong Ren Tang Technologies, abstained from voting on the board resolution approving the agreement. No other directors were required to abstain.