证券代码：603590 证券简称：康辰药业 公告编号：2024-025 北京康辰药业股份有限公司 2023 年年度股东大会决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： (四) 表决方式是否符合《公司法》及《公司章程》的规定，大会主持情况等。 本次股东大会由公司董事会召集并发布公告通知，由公司董事长刘建华先生 主持，会议表决方式为现场和网络投票相结合，本次大会的召集与召开程序、出 席会议人员资格及表决程序符合《公司法》及《公司章程》的规定。 (五) 公司董事、监事和董事会秘书的出席情况 1、公司在任董事 9 人，出席 9 人； 2、公司在任监事 3 人，出席 3 人； 3、公司董事会秘书兼财务总监孙玉萍女士出席了本次会议。 本次会议是否有否决议案：有 一、 会议召开和出席情况 | 1、出席会议的股东和代理人人数 | 11 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数（股） | | | | 63,662,060 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 ...

北京康辰药业股份有限公司 2023 年年度股东大会 会议资料 二〇二四年五月 1 | 2023 | 年年度股东大会会议议程 | 3 | | --- | --- | --- | | 2023 | 年年度股东大会会议须知 | 5 | | 2023 | 年年度股东大会会议议案 | 6 | 北京康辰药业股份有限公司 2023 年年度股东大会会议议程 一、会议时间： 现场会议召开时间：2024 年 5 月 16 日上午 11:00 网络投票起止时间：自 2024 年 5 月 16 日至 2024 年 5 月 16 日。采用上海证 券交易所网络投票系统，通过交易系统投票平台的投票时间为股东大会召开当日 的交易时间段，即 9:15-9:25，9:30-11:30，13:00-15:00；通过互联网投票平台的 投票时间为股东大会召开当日的 9:15-15:00。 二、会议地点：北京市昌平区中关村生命科学园科学园路 7 号院 3 号楼公司第三 会议室 4 （五）股东发言、提问 （六）与会股东（或授权代表）现场投票表决 （七）计票人、监票人统计现场投票结果 （八）休会，汇总网络投票与现场投票表决结果 （九）主持人宣读股东大会表决 ...

Financial Performance - The company's operating revenue for 2023 reached ¥920,011,779.75, representing a 6.15% increase compared to ¥866,725,922.18 in 2022[24]. - Net profit attributable to shareholders was ¥150,450,744.29, a significant increase of 48.24% from ¥101,490,338.51 in the previous year[24]. - The net cash flow from operating activities increased by 66.56% to ¥199,353,548.33, up from ¥119,690,343.34 in 2022[24]. - Basic earnings per share rose to ¥0.96, reflecting a 47.69% increase from ¥0.65 in 2022[25]. - Total assets at the end of 2023 were ¥3,780,818,095.19, marking a 10.40% increase from ¥3,424,800,761.83 at the end of 2022[24]. - The net assets attributable to shareholders increased by 4.58% to ¥3,059,941,948.61 from ¥2,925,907,946.04 in 2022[24]. - The company reported a quarterly revenue of ¥285,729,671.01 in Q2 2023, which was the highest among the four quarters[28]. - The company achieved a revenue of 920.01 million CNY, representing a year-on-year growth of 6.15%[37]. - The net profit attributable to the parent company was 150.45 million CNY, an increase of 48.24% compared to the previous year[37]. - The net profit attributable to the parent company after deducting non-recurring gains and losses was 126.94 million CNY, up 42.51% year-on-year[37]. Research and Development - The company invested a total of 176.47 million CNY in R&D throughout 2023, supporting the development of innovative drug projects[40]. - The company has established a four-tier talent team structure to enhance its original drug development capabilities[41]. - The company is focusing on unmet clinical needs in areas such as hemostasis, bone metabolism, and oncology for its R&D efforts[44]. - The company has formed partnerships with numerous research institutions and hospitals to enhance its R&D efficiency and quality[45]. - The company is committed to a dual-driven R&D strategy of "self-research + external introduction" to accelerate its innovative drug pipeline[40]. - The company is actively conducting a Phase III clinical trial for KC1036, targeting advanced esophageal squamous cell carcinoma[84]. - The company has a total of 8 major R&D projects, with varying stages from clinical trials to preclinical research[140]. - The company is currently conducting clinical trials for multiple products, including KC1036 and ZY5301, which are in Phase III and have significant market potential[141][148]. Market and Product Development - The sales volume of the drug "Su Ling" increased by 19.83% during the reporting period[38]. - The company achieved a sales target for "Sulingen" in 2023, expanding its market share and solidifying its leading position in the market[48]. - The company is focusing on transforming its marketing management model, establishing a digital self-operated system to enhance marketing capabilities for 2024[48]. - The company has a significant market potential in the perioperative hemostatic drug market, with an estimated surgical volume growth of approximately 9% in 2023, reaching over 80 million cases[56]. - The company is positioned in the pharmaceutical manufacturing industry, focusing on hemostatic, tumor/immunity, and bone metabolism fields[53]. - The company is committed to innovation and quality development, aiming to become a leading international pharmaceutical brand while focusing on high-quality product lines[64]. - The company aims to enhance its market share for its leading hemostatic product "Su Ling" by leveraging its differentiated advantages and expanding its sales network[166]. Compliance and Governance - The company emphasizes the importance of ensuring the authenticity, accuracy, and completeness of the annual report[4]. - The board of directors and supervisory board members have all attended the board meeting[4]. - The company has no record of penalties from securities regulatory agencies in the past three years[191]. - The company is committed to monitoring changes in national pharmaceutical policies to turn challenges into opportunities[172]. - The company is enhancing its quality management system to ensure no quality defects across all production stages[173]. - The company has established a dynamic adjustment mechanism for its medical insurance catalog in response to policy changes[172]. - The company is actively engaging in investor relations to improve governance and transparency[175]. Strategic Initiatives - The company plans to distribute a cash dividend of RMB 3.00 per 10 shares to all shareholders, subject to approval at the shareholders' meeting[6]. - The company plans to continue expanding its market presence and is focusing on new product development and technological advancements[181]. - The company aims to strengthen its position in the pharmaceutical industry through strategic investments and acquisitions[156]. - The company is pursuing strategic collaborations to accelerate the layout of its innovative drug pipeline[86]. - The company will continue to invest in research and development, focusing on innovative drug development across various fields, particularly in oncology and hemostatic agents[164]. Risk Management - The company has outlined various risk factors that may affect its future development strategies and operational goals[10]. - The company is focusing on risk management and process control for new product development to enhance operational quality[173]. - The pharmaceutical industry is facing strong regulatory policies that could impact the company's operations if not addressed timely[172]. Shareholder and Management Information - Liu Jianhua, the chairman, holds 58,466,760 shares, making him the largest shareholder, with a total compensation of 60.49 million yuan for the reporting period[180]. - The total compensation for all directors and senior management during the reporting period amounted to 821.58 million yuan[182]. - The company has maintained a stable leadership structure, with key executives serving multiple terms, ensuring continuity in management[183]. - The company has revised its stock incentive plan, which was approved at the shareholders' meeting held on August 16, 2023[178].

Financial Performance - The company's operating revenue for 2023 was ¥920,011,779.75, representing a 6.15% increase from ¥866,725,922.18 in 2022 [24]. - Net profit attributable to shareholders for 2023 reached ¥150,450,744.29, a significant increase of 48.24% compared to ¥101,490,338.51 in 2022 [24]. - The net cash flow from operating activities for 2023 was ¥199,353,548.33, marking a 66.56% increase from ¥119,690,343.34 in 2022 [24]. - Basic earnings per share for 2023 were ¥0.96, up 47.69% from ¥0.65 in 2022 [25]. - The weighted average return on equity increased to 5.03% in 2023, up from 3.49% in 2022, an increase of 1.54 percentage points [25]. - Total assets at the end of 2023 were ¥3,780,818,095.19, a 10.40% increase from ¥3,424,800,761.83 at the end of 2022 [24]. - The net profit after deducting non-recurring gains and losses for 2023 was ¥126,935,433.82, a 42.51% increase from ¥89,072,883.45 in 2022 [24]. - The company reported a net profit of ¥1,817,228.26 in Q4 2023, a significant decrease compared to previous quarters [28]. Research and Development - The company invested a total of 176.47 million CNY in R&D throughout 2023, supporting the development of innovative drug projects [40]. - The company has established a four-tier talent team structure to enhance its original drug development capabilities [41]. - The company is focusing on unmet clinical needs in areas such as hemostasis, perioperative care, bone metabolism, and oncology for its R&D efforts [44]. - The company has formed partnerships with numerous research institutions and hospitals to enhance its R&D efficiency and quality [45]. - The company is committed to a dual-driven R&D strategy of "self-research + external introduction" to accelerate its innovative drug pipeline [40]. - The company is currently conducting clinical trials for multiple products, including KC1036 and ZY5301, which are in Phase III and have shown promising results [141][148]. - The company has a total of 8 major R&D projects, with varying stages of development, including clinical trials and preclinical research [140]. Market and Product Development - The company is focusing on expanding its market presence and enhancing product development strategies in response to changing market dynamics [93]. - The company aims to enhance its market share for its product "Su Ling" by leveraging its differentiated advantages in medical insurance and expanding its presence in the coagulation enzyme market [166]. - The company plans to accelerate the clinical and market progress of its in-development products, focusing on key projects such as KC1036 and the registration of "Jincao Pian" and canine injection products [168]. - The company is committed to expanding its product pipeline in hemostatic drugs, enhancing its competitive advantage in the coagulation drug field [133]. Corporate Governance and Management - The company has a strategy to ensure that the remuneration of directors and senior management is competitive externally and balanced internally [188]. - The board of directors approved the 2023 restricted stock incentive plan, which aims to align the interests of management and shareholders [178]. - The company has appointed new directors and management, including Jin Li, who joined the board in January 2023, indicating a strategic refresh [183]. - The company has a comprehensive remuneration decision-making process involving the board of directors and shareholders [187]. - The company has no rejected proposals during the shareholders' meeting, indicating strong support for its strategic direction [178]. Regulatory and Market Environment - The pharmaceutical industry is undergoing significant regulatory changes, impacting procurement, medical insurance, and overall industry dynamics [160]. - The Chinese pharmaceutical market is projected to grow at a compound annual growth rate (CAGR) of 9.6%, reaching RMB 228.73 billion by 2025 and RMB 299.11 billion by 2030 [162]. - The ongoing medical anti-corruption efforts are expected to enhance transparency and credibility in the pharmaceutical industry, benefiting companies that rely on innovation and high-quality products [61]. Risk Management - The company has detailed various risk factors that may affect its future development strategies and operational goals [10]. - The company has not faced any non-operational fund occupation by controlling shareholders or related parties [8]. - There are no violations of decision-making procedures regarding external guarantees [8]. - The company is actively monitoring changes in national pharmaceutical policies to adapt and turn challenges into opportunities for development [172]. Shareholder Engagement - The company plans to distribute a cash dividend of RMB 3.00 per 10 shares to all shareholders, subject to the approval of the shareholders' meeting [6]. - The company reported a total of 75,577,800 shares held by directors and senior management at the end of the reporting period, an increase of 570,000 shares compared to the beginning of the year [182]. - Liu Jianhua, the chairman, holds 58,466,760 shares, making him the largest shareholder, with a total compensation of 60.49 million yuan for the reporting period [180].

Financial Performance - The company's operating revenue for 2023 reached ¥920,011,779.75, representing a 6.15% increase compared to ¥866,725,922.18 in 2022 [24]. - Net profit attributable to shareholders was ¥150,450,744.29, a significant increase of 48.24% from ¥101,490,338.51 in the previous year [24]. - The net cash flow from operating activities increased by 66.56% to ¥199,353,548.33, up from ¥119,690,343.34 in 2022 [24]. - Basic earnings per share rose to ¥0.96, reflecting a 47.69% increase from ¥0.65 in 2022 [25]. - The weighted average return on equity improved to 5.03%, an increase of 1.54 percentage points from 3.49% in 2022 [25]. - Total assets at the end of 2023 were ¥3,780,818,095.19, a 10.40% increase from ¥3,424,800,761.83 at the end of 2022 [24]. - The company reported a quarterly revenue of ¥285,729,671.01 in Q2 2023, which was the highest among the four quarters [28]. - The net profit attributable to shareholders in Q3 2023 was ¥55,744,481.89, showing a strong performance compared to Q1 and Q4 [28]. - The net profit attributable to the parent company was 150.45 million CNY, an increase of 48.24% compared to the previous year [37]. - The net profit attributable to the parent company after deducting non-recurring gains and losses was 126.94 million yuan, up 42.51% year-on-year [81]. Research and Development - The company invested a total of 176.47 million CNY in R&D throughout 2023, supporting the development of innovative drug projects [40]. - The company has established a four-tier talent team structure to enhance its original drug development capabilities [41]. - The company is focusing on unmet clinical needs in areas such as hemostasis, bone metabolism, and oncology for its R&D innovations [44]. - The company has formed partnerships with numerous research institutions and hospitals to enhance its R&D efficiency and quality [45]. - The company has made significant progress in its innovative drug development pipeline, including the formal establishment of the project KC1086 [40]. - The company aims to transform its innovative drugs from "China New" to "Global New," reshaping its goals and operational processes [40]. - The R&D personnel count reached 80, accounting for 27% of the total workforce, with 96% holding a bachelor's degree or higher [83]. - The company is conducting a Phase III clinical trial for KC1036, targeting unmet clinical needs in advanced esophageal squamous cell carcinoma [84]. - The company has a total of 8 major R&D projects, with varying stages from clinical trials to preclinical research [140]. - The company has not canceled any major R&D projects during the reporting period, indicating a stable pipeline [143]. Market and Product Development - The sales volume of the drug "Su Ling" increased by 19.83% year-on-year, benefiting from the renewal of medical insurance negotiations [38]. - The company achieved its sales target for "Sulingen" by expanding market share and activating low-activity terminals, benefiting from the removal of medical insurance payment restrictions [48]. - The company is focusing on developing differentiated oncology drugs to enhance clinical value and competitive advantages in a highly concentrated market [171]. - The company aims to enhance its market share for its product "Su Ling" by leveraging its differentiated advantages in the coagulation enzyme market and expanding its sales network [166]. - The company plans to accelerate the clinical and market progress of its in-development products, focusing on key projects such as KC1036 and "Jincao Pian" registration [168]. Governance and Management - The company has confirmed that all board members are present and responsible for the accuracy and completeness of the annual report [4]. - The company has not faced any issues with a majority of directors being unable to guarantee the authenticity of the annual report [9]. - The company appointed Niu Zhanqi as the new president on July 20, 2023, with a stock grant of 350,000 shares during the reporting period [180]. - The company has established a compensation committee to review and recommend remuneration for senior management based on performance assessments [187]. - The company emphasizes the need for competitive and balanced remuneration for its directors and senior management based on industry standards and company performance [188]. - The company has a total of 8 directors and supervisors, with remuneration linked to performance and responsibilities [188]. - The company has maintained a consistent attendance record at board meetings, with no directors missing consecutive meetings [193]. Risk Management and Compliance - The company has outlined various risk factors that may affect its future development strategies and operational goals [10]. - The report emphasizes the importance of investment risk awareness regarding future plans and strategic developments [7]. - The company has not reported any non-operating fund occupation by controlling shareholders or related parties [8]. - There are no violations of decision-making procedures regarding external guarantees [8]. - The company has not faced any penalties from securities regulatory authorities in the past three years [191]. Market Trends and Opportunities - The Chinese pharmaceutical market is expected to grow steadily, with a projected 9% increase in surgical volume in 2023, indicating significant market potential for hemostatic drugs [56]. - The aging population in China, with 12.4% suffering from osteoporosis, presents a growing market for osteoporosis treatments [57]. - The prevalence of osteoporosis in individuals over 50 years old in China is 32.1% for women and 6% for men, indicating a significant public health issue with a large market potential for osteoporosis treatment drugs [58]. - The company’s product "Su Ling" is the only national class I new drug in the blood coagulation enzyme market, demonstrating significant clinical efficacy, safety, and economic value, with a strong competitive advantage [62][65]. - The company is actively involved in the pharmaceutical industry, which is influenced by new policies promoting the coordinated development of medical insurance, healthcare, and pharmaceuticals [160].

关于对北京康辰药业股份有限公司 2023 年度财务报表出具带强调事项段无保留意见 审计报告的专项说明 华兴专字[2024]23014450060 号 华兴会计师事务所 (特殊普通合伙) 计师事务所(特殊普通合 CERTIFIED PUBLIC ACCOUN 关于对北京康辰药业股份有限公司 2023年度财务报表出具带强调事项段无保留意见 审计报告的专项说明 华兴专字[2024]23014450060号 北京康辰药业股份有限公司全体股东: 本所接受委托,审计了北京康辰药业股份有限公司(以下简称康辰药业 或公司）2023年度财务报表。我们按照中国注册会计师审计准则的规定计划 和实施审计工作,结合本年审计实施情况及已获取的审计证据,我们出具了 华兴审字[2024]23014450011号审计报告,意见类型为带强调事项段无保留意 见。现就出具带强调事项段无保留意见审计报告的情况专项说明如下: 一、审计报告中强调事项段的主要内容 公司2020年收购泰凌医药国际有限公司（以下简称泰凌国际）100%股权, 泰凌国际的主要资产为密盖息产品的独家知识产权、营销及分销权即泰凌国 际账面的无形资产。该无形资产系泰凌国际2016年、2 ...

证券代码：603590 证券简称：康辰药业 公告编号：临 2024-015 北京康辰药业股份有限公司 第四届董事会第八次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 一、董事会会议召开情况 北京康辰药业股份有限公司（以下简称"公司"）第四届董事会第八次会议 通知于 2024 年 4 月 15 日以电子邮件方式发出，会议于 2024 年 4 月 25 日 10:00 在北京市昌平区中关村生命科学园科学园路7号院3号楼公司第三会议室以现场 与通讯表决相结合的方式召开。本次会议由公司董事长刘建华先生主持，应出席 董事 9 名，实际出席董事 9 名。公司监事及高级管理人员列席本次会议。本次会 议的参与表决人数及召开程序符合《公司法》和《公司章程》的有关规定，合法 有效。 二、董事会会议审议情况 1、审议通过《关于 2023 年年度报告及摘要的议案》 具体内容详见公司同日于指定信息披露媒体披露的《北京康辰药业股份有限 公司 2023 年年度报告》和《北京康辰药业股份有限公司 2023 年年度报告摘要》。 表决结果：9 票 ...

北京康辰药业股份有限公司董事会审计委员会对 华兴会计师事务所（特殊普通合伙） 履行监督职责情况的报告 北京康辰药业股份有限公司（以下简称"公司"）聘请华兴会计师事务所（特 殊普通合伙）（以下简称"华兴会计师事务所"）为公司 2023 年度财务报告和内 部控制审计机构。 公司审计委员会在取得华兴会计师事务所提交的带强调事项段的无保留意 见审计报告后，对年度财务会计报表进行审议，并同意提交公司董事会审核。 董事会审计委员会对华兴会计师事务所 2023 年度财务审计工作进行了核查 和评估，认为该所在对公司审计期间勤勉尽职，遵循执业准则，独立地对公司会 计报表发表意见，较好的完成了各项审计任务。 三、总结评价 公司董事会审计委员会依据相关法律法规和公司内部制度等相关规定，充分 发挥专业委员会的作用，对会计师事务所相关资质和执业能力等进行了评价，在 年报审计期间与会计师事务所进行了充分的讨论和沟通，督促会计师事务所及时、 准确、客观、公正地出具审计报告，切实履行了审计委员会对会计师事务所的监 督职责。 根据《中华人民共和国公司法》 《中华人民共和国证券法》 《上市公司治 理准则》 《国有企业、上市公司选聘会计师事务所管 ...

北京康辰药业股份有限公司监事会 对《董事会关于 2023 年度财务报告非标准审计意见 涉及事项的专项说明》的意见 北京康辰药业股份有限公司（以下简称"公司"）聘请华兴会计师事务所（特 殊普通合伙）（以下简称"华兴"）为公司 2023 年度财务报告审计机构，华兴 对公司 2023 年度财务报告出具了带有强调事项段的无保留意见的审计报告。根 据中国证监会《公开发行证券的公司信息披露编报规则第 14 号——非标准审计 意见及其涉及事项的处理》和《上海证券交易所股票上市规则》等相关规定的要 求，公司董事会对 2023 年度非标准审计意见涉及事项出具了《董事会对会计师 事务所出具 2023 年度带强调事项段的无保留意见审计报告的专项说明》，监事 会对上述专项说明发表意见如下： 监事会认为:《董事会关于2023年度财务报告非标准审计意见涉及事项的专 项说明》客观、真实，符合公司的实际情况，监事会同意董事会的前述说明。 北京康辰药业股份有限公司监事会 2024年4月25日 ...

华兴会计师事务所（特殊普通合伙） 会计师事务所(特殊普通合 CERTIFIED PUBLIC ACCOUNTA 计 信 报 审 华兴审字[2024]23014450011 号 北京康辰药业股份有限公司 投 华兴审字[2024]23014450011号 北京康辰药业股份有限公司全体股东: 一、审计意见 我们审计了北京康辰药业股份有限公司(以下简称康辰药业或公司)财 务报表,包括 2023年12月 31 目的合并及母公司资产负债表,2023年度的合 并及母公司利润表、合并及母公司现金流量表、合并及母公司所有者权益变 动表,以及相关财务报表附注。 我们认为,后附的财务报表在所有重大方面按照企业会计准则的规定编 制,公允反映了康辰药业 2023年12月31日的合并及母公司财务状况以及 2023 年度的合并及母公司经营成果以及现金流量。 二、形成审计意见的基础 我们按照中国注册会计师审计准则的规定执行了审计工作。审计报告的 "注册会计师对财务报表审计的责任"部分进一步阐述了我们在这些准则下 的责任。按照中国注册会计师职业道德守则,我们独立于康辰药业,并履行 了职业道德方面的其他责任。我们相信,我们获取的审计证据是充分、 ...