为出具本法律意见书，本所律师审查了公司提供的以下文件，包括但不限于： 北京市金杜律师事务所 关于荣昌生物制药（烟台）股份有限公司 2025 年第三次临时股东会 之法律意见书 致：荣昌生物制药（烟台）股份有限公司 北京市金杜律师事务所（以下简称本所）接受荣昌生物制药（烟台）股份有限 公司（以下简称公司）委托，根据《中华人民共和国证券法》（以下简称《证券法》）、 《中华人民共和国公司法》（以下简称《公司法》）、中国证券监督管理委员会《上 市公司股东会规则》（以下简称《股东会规则》）等中华人民共和国境内（以下简 称中国境内，为本法律意见书之目的，不包括中国香港特别行政区、中国澳门特别 行政区和中国台湾省）现行有效的法律、行政法规、规章、规范性文件和现行有效 的公司章程的有关规定，指派律师出席了公司于 2025 年 12 月 2 日召开的 2025 年 第三次临时股东会（以下简称"本次股东会"），并就本次股东会相关事项出具本 法律意见书。 5. 2025 年 11 月 14 日，公司刊登于上海证券交易所网站（www.sse.com.cn） 的《荣昌生物制药（烟台）股份有限公司第二届董事会第三十一次会议决议公告》； 6 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年11月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 榮昌生物製藥（煙台）股份有限公司 呈交日期: 2025年12月2日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | H | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 09995 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 208,581,239 | RMB | | 1 RMB | | 208,581,239 | | 增加 / 減少 (-) | | | 0 | | | RMB | | 0 | | 本月底結存 | | | 208,581,239 | RMB | | 1 RMB | | 208,581,239 | | 2. 股份分類 | 普通股 | 股份類別 | A ...

荣昌生物今年以来股价涨209.70%，近5个交易日涨6.57%，近20日跌3.61%，近60日跌3.69%。 今年以来荣昌生物已经4次登上龙虎榜，最近一次登上龙虎榜为6月26日，当日龙虎榜净买入-1.37亿 元；买入总计2.35亿元 ，占总成交额比15.86%；卖出总计3.72亿元 ，占总成交额比25.12%。 资料显示，荣昌生物制药(烟台)股份有限公司位于中国(山东)自由贸易试验区烟台片区烟台开发区北京 中路58号，成立日期2008年7月4日，上市日期2022年3月31日，公司主营业务涉及公司是一家具有全球 化视野的创新型生物制药企业,自成立以来一直专注于抗体药物偶联物(ADC)、抗体融合蛋白、单抗及 双抗等治疗性抗体药物领域。公司致力于发现、开发与商业化创新、有特色的同类首创(first-in-class)与 同类最佳(best-in-class)生物药,以创造药物临床价值为导向,为自身免疫疾病、肿瘤疾病、眼科疾病等重 大疾病领域提供安全、有效、可及的临床解决方案,以满足大量尚未被满足的临床需求。主营业务收入 构成为：销售商品99.46%，出售材料0.38%，租赁服务0.16%。 荣昌生物所属申万行业为： ...

Market Overview - Hong Kong stocks experienced a volatile trend in November, with the index fluctuating between 25,178.63 and 27,188.81 points, failing to break the 27,000-point mark or drop below 25,000 points [1][2] - The market was initially buoyed by the anticipated end of the U.S. government shutdown and easing tensions between China and the U.S., but later faced declines due to concerns over potential interest rate cuts by the Federal Reserve and geopolitical tensions in the Taiwan Strait [1][2] Sector Performance - Bank stocks performed well, with several state-owned banks reaching historical highs, while innovative drug companies like BeiGene (06160) also saw significant gains [2] - Solid-state battery stocks showed strong performance, driven by trends in energy storage and price increases, with notable gains from companies like Longpan Technology (603906) and Weichai Power (000338) [2] Economic Indicators and Expectations - The Federal Reserve's December meeting is a key focus, with market expectations for a rate cut rising significantly, from about 30% to 80% following dovish comments from Fed officials [3] - Upcoming economic work meetings in December are expected to provide guidance on fiscal and monetary policies, with potential increases in deficit rates and special bond quotas [4] Currency and International Factors - The Chinese yuan continues to appreciate against the U.S. dollar, indicating strong domestic factors driving this trend, alongside positive sentiment from foreign investors towards Chinese assets [5] - The market is closely monitoring Japan's potential interest rate hike, which could lead to capital inflows into undervalued Hong Kong stocks [5] Investment Strategies - The investment strategy for December emphasizes following market expectations, particularly regarding policy changes and major events [7][8] - Key sectors to watch include technology, consumer goods, and innovative pharmaceuticals, with a focus on companies that are well-positioned to benefit from upcoming trends and events [8] Company Highlights - **Rongchang Bio (09995)**: Reported a revenue of 1.72 billion yuan for the first three quarters of 2025, a year-on-year increase of 42.3%, with a gross margin of 84.27% [11] - **Leap Motor (09863)**: Achieved a revenue of 19.45 billion yuan in Q3 2025, a year-on-year increase of 97.3%, with a net profit of 150 million yuan [14] - **TCL Electronics (01070)**: Reported a 8.7% increase in TV sales revenue for the first three quarters of 2025, with a significant rise in MiniLED TV sales [16][17] - **MGM China (02282)**: Announced a net income of 8.51 billion HKD in Q3 2025, a 17% year-on-year increase, driven by strong high-end demand [28][29] - **China Gold International (02099)**: Achieved a revenue of 925 million USD in the first three quarters of 2025, nearly doubling year-on-year, with a significant increase in gold and copper production [30][31]

Group 1 - BlackRock reduced its stake in Rongchang Biologics (09995) by 185,500 shares at a price of HKD 81.6411 per share, totaling approximately HKD 15.1444 million [1] - After the reduction, BlackRock's latest shareholding stands at approximately 10.411 million shares, representing a holding percentage of 4.99% [1]

Group 1 - BlackRock reduced its stake in Rongchang Biologics (09995) by 185,500 shares at a price of HKD 81.6411 per share, totaling approximately HKD 15.1444 million [1] - After the reduction, BlackRock's remaining shareholding is approximately 10.4111 million shares, representing a stake of 4.99% [1]

Core Insights - The biopharmaceutical sector experienced a slight increase of 0.09% on November 28, with Rongchang Biopharmaceutical leading the gains [1] - The Shanghai Composite Index closed at 3888.6, up 0.34%, while the Shenzhen Component Index closed at 12984.08, up 0.85% [1] Biopharmaceutical Sector Performance - Rongchang Biopharmaceutical (688331) closed at 99.70, with a rise of 3.85% and a trading volume of 71,200 shares, amounting to a transaction value of 708 million yuan [1] - Wanzhe Co., Ltd. (000534) saw a closing price of 20.53, increasing by 2.80% with a trading volume of 121,900 shares, totaling 248 million yuan [1] - Kanghua Biopharmaceutical (300841) closed at 81.81, up 2.10%, with a trading volume of 25,700 shares and a transaction value of 208 million yuan [1] - Other notable performers included Nearshore Protein (688137) at 42.25 (+1.81%), and Wofoo Biopharmaceutical (300357) at 31.49 (+1.68%) [1] Capital Flow Analysis - The biopharmaceutical sector saw a net outflow of 533 million yuan from institutional investors, while retail investors contributed a net inflow of 300 million yuan [2] - The sector's overall capital flow indicates a mixed sentiment, with institutional investors withdrawing funds while retail investors increased their positions [2] Individual Stock Capital Flow - Kanghong Pharmaceutical (002773) experienced a net inflow of 4.21 million yuan from institutional investors, while it faced a net outflow of 4.38 million yuan from speculative funds [3] - Notable net inflows from retail investors were observed in stocks like Nuozhilan (920047) with 2.51 million yuan, while stocks like Baik Biopharmaceutical (688276) faced net outflows from retail investors [3]

Core Viewpoint - Rongchang Biopharmaceutical's H-shares have seen a significant increase, with a rise of 5.05% on the previous trading day and an additional 6.68% increase today, reaching 91 HKD [1] Industry Summary - The current wave of innovative drugs is being driven by Chinese companies, particularly in areas such as ADC (Antibody-Drug Conjugates), dual antibodies, second-generation IO (Immuno-Oncology), and GLP-1 [1] - Chinese innovative drug research and development is leading in these fields, with numerous innovative products beginning to "read out" data [1] - The continuous emergence of new technologies and targets, along with ongoing business development (BD) transactions, is expected to further uncover and price the value of early innovation pipelines in Chinese pharmaceutical companies [1]

Core Viewpoint - Rongchang Biologics (09995) experienced a significant stock increase, rising over 7% in the afternoon trading session, with a current price of 90.75 HKD and a trading volume of 319 million HKD, indicating strong market interest and potential investor confidence [1]. Group 1: Clinical Research and Product Development - At the 2025 ESMO annual meeting, clinical research results were published showing that Vidisicimab combined with Toripalimab outperformed chemotherapy as a first-line treatment for HER2-expressing locally advanced or metastatic urothelial carcinoma [1]. - Yongxing Securities reported that the combination therapy of Vidisicimab demonstrates excellent efficacy, marking a significant change in the treatment landscape for urothelial carcinoma [1]. - CITIC Construction Investment noted that in 2025, the core product Taitasip will rapidly expand after receiving approval for new indications, and the data for the combination treatment with Vidisicimab is promising [1]. Group 2: Pipeline and Market Position - The application for the DME indication of RC28 has been accepted, indicating progress in the company's pipeline [1]. - Among the pipeline products, RC148 has received breakthrough therapy designation, with continuous validation of its clinical data [1]. - Overall, the company is accelerating its commercialization process and has a well-structured pipeline, suggesting a positive outlook for future development [1].

Core Viewpoint - Rongchang Biopharmaceutical (09995) experienced a significant stock increase, rising over 7% in the afternoon trading session, with a current price of 90.75 HKD and a trading volume of 319 million HKD, indicating strong market interest and confidence in the company's future prospects [1] Group 1: Clinical Research and Product Development - The 2025 ESMO annual meeting presented clinical research results showing that Vidisicimab combined with Toripalimab outperforms chemotherapy as a first-line treatment for HER2-expressing locally advanced or metastatic urothelial carcinoma [1] - Yongxing Securities reported that the combination therapy of Vidisicimab demonstrates excellent immunotherapy efficacy, marking a significant change in the treatment landscape for urothelial carcinoma [1] - CITIC Securities highlighted that in 2025, the core product Taitasip will rapidly expand after receiving approval for new indications, and the data for the combination treatment of Vidisicimab is outstanding [1] Group 2: Pipeline and Market Position - The application for the DME indication of RC28 has been accepted, indicating progress in the company's pipeline [1] - The investigational drug RC148 has received breakthrough therapy designation, with continuous validation of its clinical data, suggesting strong potential for future market success [1] - Overall, the company is accelerating its commercialization process and has a well-structured pipeline, which bodes well for its future development [1]