Fujian Haixi Pharmaceuticals Co., Ltd. (“HAIXI PHARMA”) has released its amended Articles of Association, effective upon the planned listing of its H shares on the Stock Exchange of Hong Kong. Key provisions follow.

Corporate Profile • Structure: Joint-stock company with perpetual existence; registered capital of RMB 78.71 million, divided into 78.71 million shares at RMB 1 par value. • Share Classes: Domestic unlisted RMB shares and overseas-listed H shares (par value in RMB, traded in HKD). Domestic shares can be converted into H shares after regulatory filing; no shareholder vote required for such conversions. • Business Scope: Pharmaceutical production, wholesale, retail, contract manufacturing, import/export, internet information services, R&D for medical and biochemical products, basic chemical manufacturing, cosmetics production and sales, and other approved activities.

Capital Management • Share Issuance: Board may, within three years of shareholder authorisation, issue up to 50% of existing share capital; non-cash contributions require separate shareholder approval. • Share Repurchase: Permitted for six specific purposes, including capital reduction and employee incentive plans. Post-repurchase cancellation or disposal must occur within 10 days to 3 years, depending on purpose. Aggregate treasury shares capped at 10% of issued capital. • Financial Assistance: Aggregate assistance for share acquisitions limited to 10% of issued capital and requires a two-thirds board vote.

Governance Framework • Shareholders’ Meeting: Highest authority; ordinary resolutions need >50% approval, special resolutions >67%. Extraordinary meetings must be convened within two months under six specified triggers, including losses reaching one-third of paid-in capital or board vacancy below two-thirds. • Board Composition: Nine directors, with independent non-executive directors (INEDs) making up at least one-third, including at least one accounting professional and one Hong Kong resident. Directors serve three-year terms and may be re-elected; cumulative voting optional. • Board Committees: Audit, Nomination, Remuneration & Appraisal, and Strategy Committees established. The Audit Committee (three members, majority INEDs) assumes supervisory powers; the Remuneration Committee oversees equity incentives and executive pay policies. • Senior Management: One General Manager, several Deputy GMs, a Chief Financial Officer, and a Board Secretary. The Board appoints and may dismiss all senior officers.

Profit Distribution • Statutory Reserve: Minimum 10% of annual after-tax profit allocated until the reserve reaches 50% of registered capital. • Dividend Payment: Remaining distributable profit allocated to shareholders pro-rata. Approved cash dividends (or scrip) must be distributed within two months of shareholder approval. • Dividend Currency: RMB for domestic shares; H-share dividends declared in RMB and paid in foreign currency via a Hong Kong-registered receiving agent.

Shareholder Rights & Restrictions • Lock-Up: Pre-IPO shares are non-transferable for one year after H-share listing. Directors and senior management may sell no more than 25% of their holdings per year and are prohibited from trading within set blackout periods. • Connected Transactions: Interested shareholders must abstain from voting; resolutions require >50% (or >67% for special matters) approval by disinterested shareholders.

Audit & Disclosure • Financial Reporting: Interim report within 60 days of half-year end; annual report within 120 days of fiscal year-end (31 December). • External Auditor: Appointed annually by shareholders; removal requires shareholder resolution and prior notice to the auditor. • Information Disclosure: Commitment to “true, accurate, complete and timely” reporting; dual-language releases for H-share investors.

Dissolution & Liquidation • Triggers include term expiry, shareholder resolution, merger/division, licence revocation, or court order. Liquidation must commence within 15 days of trigger, with directors acting as liquidators unless otherwise resolved.

These comprehensive amendments position HAIXI PHARMA for compliance with Hong Kong listing standards while enhancing transparency, risk controls and shareholder protections ahead of its forthcoming H-share debut.