Shanghai Haohai Biological Technology Co., Ltd. (“Haohai Biotec”) disclosed its fully-restated Articles of Association, approved by the board on 20 March 2026. The document consolidates the company’s latest capital data, corporate-governance framework and profit-distribution policy.

Capital Structure • Registered capital: RMB 229.98 million, divided into 229.98 million ordinary shares with a par value of RMB 1. • Share breakdown: 194.05 million A-shares (84.38%) and 35.93 million H-shares (15.62%). • Share classes: ordinary shares only; domestic shares and overseas-listed foreign shares remain interchangeable under regulatory approval. • Repurchase: board-level approval allowed for employee incentives, bond conversions or to protect shareholder value (up to 10% of issued share capital, to be cancelled or transferred within three years).

Share Transfer Restrictions • Pre-IPO domestic shares remain locked for one year after initial listing. • Directors and senior management cannot dispose of more than 25% of their holdings per year during tenure and are subject to six-month lock-ups after departure. • Short-swing trading gains within six months must be disgorged to the company.

Governance Framework • Board size: 5–19 directors; external directors ≥ 50%; independent directors ≥ one-third (minimum three). • An audit committee replaces the traditional supervisory committee and assumes statutory supervisory duties. • Other standing committees: strategy & sustainable development, nomination, and remuneration & assessment. • Audit committee must comprise only non-executive directors (minimum three) with an accounting professional as convener. • Annual board meetings: ≥ four; extraordinary meetings can be requisitioned by shareholders holding ≥ 10% of voting rights, > ½ of independent directors, the audit committee or the chairman. • Major external guarantees, large asset transactions (> 30% of total assets) and certain related-party transactions require shareholder approval.

Dividend & Profit-Distribution Policy • Mandatory annual cash dividend when the company records positive distributable profit and no significant capital expenditure constraints exist. • Cash payout ratios linked to development stage: – Mature, no major capex: ≥ 80% of distributable profit. – Mature with major capex: ≥ 40%. – Growth with major capex: ≥ 20%. • Interim dividends permitted; cumulative distributions not to exceed net profit for the period. • Statutory reserve: 10% of annual after-tax profit until reserves reach 50% of registered capital. • Dividend forms: cash or scrip; scrip dividends subject to prudent capital-management criteria.

Capital Management & Corporate Actions • Share repurchases for capital reduction require shareholder resolutions; employee incentive-related repurchases need two-thirds board approval. • Mergers, spin-offs, dissolutions or issuance of bonds/convertibles must be approved by special resolutions (≥ two-thirds voting rights). • Audit committee approval is required for appointing or dismissing the external auditor and the finance head.

Disclosure & Reporting • Interim results to be published within two months of half-year end, with the interim report within three months; annual results within three months of year-end and annual report within four months. • The company prohibits maintaining off-book accounts and mandates strict internal-control and audit procedures.

The revised charter codifies Haohai Biotec’s current legal, regulatory and listing-rule requirements, reinforcing shareholder protections, board independence and a transparent dividend regime.