Core Viewpoint - The company aims to enhance its corporate governance by improving the board structure and protecting the interests of minority shareholders and stakeholders through the establishment of a set of regulations for independent directors [1][2]. Group 1: Independent Director Definition and Responsibilities - Independent directors are defined as those who do not hold any position other than as a director or committee member and have no direct or indirect interests that could affect their independent judgment [2]. - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must fulfill their responsibilities according to laws, regulations, and the company's articles of association [2][3]. Group 2: Meetings and Decision-Making - The company is required to hold independent director meetings at least once a year, with special meetings called as needed, ensuring all independent directors are notified in advance [4][5]. - Decisions made in independent director meetings require a majority agreement from all independent directors and must be documented, including the basis for opinions and the legality of discussed matters [4][5][6]. Group 3: Special Powers and Responsibilities - Independent directors have specific powers that require majority approval in their meetings, including hiring external consultants for audits or proposals to convene shareholder meetings [5][6]. - Independent directors must maintain confidentiality regarding meeting discussions and are responsible for signing off on meeting records [6]. Group 4: Implementation and Compliance - The regulations will take effect upon approval by the company's board and will be modified as necessary to comply with national laws and the company's articles of association [6]. - The board of directors holds the authority to interpret these regulations [6].

科兴生物制药股份有限公司 信息披露暂缓与豁免事务管理制度 信息批 科兴生物制药股份有限公司 第一章 总则 第一条 为规范科兴生物制药股份有限公司（以下简称"公司"）的信息披露暂缓与豁免 行为，督促公司及相关信息披露义务人（以下简称"信息披露义务人"）依法、合规地履行信 息披露义务，保护投资者的合法权益，根据《中华人民共和国公司法》《中华人民共和国证券 法》、《上海证券交易所科创板股票上市规则》（以下简称"《上市规则》"）、上海证券交 易所《上海证券交易所科创板上市公司自律监管指引第1号——规范运作》（以下简称"《规 范运作》"）《上市公司信息披露暂缓与豁免管理规定》等法律、法规、规章和《科兴生物制 药股份有限公司章程》（以下简称"《公司章程》"）、《科兴生物制药股份有限公司信息披 露管理制度》（以下简称"《信息披露管理制度》"）等内部制度的有关规定，结合公司实际 情况，制定本制度。 第二条 信息披露义务人按照《上市规则》、《规范运作》及其他相关法律、法规、规范 性文件的规定，办理信息披露暂缓、豁免业务的，适用本制度。 第三条 公司和其他信息披露义务人应当真实、准确、完整、及时、公平地披露信息，不 得滥用暂缓或 ...

General Principles - The document outlines the management system for the shares held by directors and senior management of Sinovac Biotech Ltd, aiming to strengthen the declaration, disclosure, supervision, and management of their stock trading activities [1][2] - The system is established in accordance with various laws and regulations, including the Company Law and Securities Law of the People's Republic of China, as well as the company's articles of association [1] Share Trading Regulations - Directors and senior management must be aware of and comply with laws prohibiting insider trading, market manipulation, and short-term trading before buying or selling company shares [2] - They are encouraged to stabilize stock prices by purchasing shares during significant price declines [2] - Directors and senior management are prohibited from engaging in margin trading or derivative transactions involving the company's stock [2][3] Share Transfer Restrictions - There are specific conditions under which shares held by directors and senior management cannot be transferred, including within one year of the company's stock listing and within six months after leaving the company [3][4] - Additional restrictions apply if the company is under investigation for securities violations or if the directors and senior management have been penalized for such violations [4] Shareholding and Transfer Management - Core technical personnel are subject to additional restrictions on transferring shares acquired before the company's initial public offering, including a 12-month lock-up period and annual transfer limits [4][5] - Directors and senior management must notify the board secretary of their trading plans in writing, and the secretary must verify the appropriateness of the transaction [3][5] Disclosure Requirements - Directors and senior management must disclose any changes in their shareholdings within two trading days of the change, including details such as the number of shares before and after the change, the date, and the price [6][16] - They are also required to report their personal information to the company and the stock exchange at specified times, including upon appointment and when there are changes [16][19] Compliance and Accountability - The company and its directors and senior management must ensure that all information related to shareholding and transfer is timely, truthful, accurate, and complete, bearing legal responsibility for any discrepancies [19] - The board secretary is responsible for managing the data and information related to directors and senior management's shareholdings and must report any violations to regulatory authorities [19]

Core Points - The articles outline the articles of association for Kexing Biopharm Co., Ltd., detailing the company's legal framework, governance structure, and operational guidelines [2][4][5]. Group 1: General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [2][3]. - The registered capital of the company is RMB 201,257,250.00 [3]. - The company is permanently established and has its legal representative as the chairman [3][4]. Group 2: Business Objectives and Scope - The company's mission is to promote the development of high-quality biopharmaceuticals and enhance their clinical value, focusing on safety and reliability for patients [5]. - The business scope includes research, production, and sales of biological products, chemical drugs, raw materials, and traditional Chinese medicine, among others [5]. Group 3: Shares - The company has issued a total of 201,257,250 shares, all of which are ordinary shares denominated in RMB [6][20]. - The issuance of shares follows principles of openness, fairness, and justice, ensuring equal rights for all shares of the same category [6][7]. Group 4: Shareholder Rights and Responsibilities - Shareholders have rights to dividends, attend meetings, supervise the company, and access company documents [13][34]. - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not abuse their rights to harm the company or other shareholders [40][41]. Group 5: Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting required to be held within six months after the end of the fiscal year [21][52]. - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of the shares [56][61]. Group 6: Decision-Making and Voting - Major decisions, such as capital increases, mergers, and significant asset transactions, require approval from the shareholders' meeting [21][49]. - Voting procedures and requirements for decision-making are clearly defined, ensuring transparency and accountability [30][34].

科兴生物制药股份有限公司 目 录 第一章 总 则 第一条 为规范科兴生物制药股份有限公司（以下简称"公司"）的关联交易， 保证公司关联交易的公允性，维护公司及公司全体股东的合法权益，根据《中华 人民共和国公司法》（以下称"《公司法》"）《企业会计准则第 36 号——关联方 披露》《上海证券交易所科创板股票上市规则》（以下简称"《科创板股票上市规 科兴生物制药股份有限公司 （修订稿） 二〇二五年七月 《上海证券交易所上市公司自律监管指引第 5 号——交易与关联交易》等 则》"） 有关法律法规及《科兴生物制药股份有限公司章程》（以下称"《公司章程》"） 的有关规定，结合公司实际情况，制订本制度。 第二条 本制度对公司股东、董事和高级管理人员具有约束力，公司股东、 董事和高级管理人员必须遵守。 第三条 公司关联交易应当定价公允、决策程序合规、信息披露规范，保证 关联交易的合法性、必要性、合理性和公允性，保持公司的独立性，不得利用关 联交易调节财务指标，损害公司利益。 第四条 关联交易活动应遵循以下基本原则： （一）平等、自愿、等价、有偿的原则； （二）公平、公正、公开的原则； （三）不损害公司及非关联股东合法权益的 ...

有关规定，结合公司实际情况，制定本细则。 科兴生物制药股份有限公司 二〇二五年七月 科兴生物制药股份有限公司 第一章 总 则 第一条 为规范科兴生物制药股份有限公司（以下简称"公司"或"本公司"） 总经理、副总经理及其他高级管理人员的管理水平和管理效率，进一步规范公司 总经理、副总经理及其他高级管理人员的议事方式和决策程序，保证总经理、副 总经理及其他高级管理人员能够合法有效地履行其职责，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》、《上海证券交 易所科创板上市公司自律监管指引第 1 号——规范运作》等有关法律、法规、规 范性文件以及《科兴生物制药股份有限公司章程》 （以下简称"《公司章程》"）的 第二条 本细则所称高级管理人员是指公司的总经理、副总经理、财务总监、 董事会秘书和《公司章程》规定的其他人员。 第三条 公司依法设置总经理一名，总经理由董事长提名，并由董事会批准 后聘任或解聘。总经理主持公司日常经营活动和管理工作组织，负责组织实施董 事会决议，对董事会负责。 公司设置其他高级管理人员若干名，协助总经理工作。其他高级管理人员是 指公司的副总经理、董事会秘书、财务总监 ...

Core Points - The document outlines the information disclosure management system of Sinovac Biotech Ltd, ensuring timely, accurate, and complete disclosure of significant information that may impact the trading price of the company's securities and investor decisions [2][3][4]. Group 1: General Principles - The information disclosure is a continuous responsibility of the company, requiring compliance with laws, regulations, and relevant rules [6][7]. - Information must be disclosed truthfully, accurately, and completely, avoiding misleading statements or omissions [7][8]. - All investors should receive disclosed information simultaneously, with no advance disclosure to any individual or entity [7][8]. Group 2: Disclosure Obligations - The company and its subsidiaries must adhere to the established disclosure regulations [3][4]. - Major events that could significantly affect the company's securities must be disclosed immediately [14][15]. - The company must disclose regular reports, including annual, semi-annual, and quarterly reports, within specified timeframes [21][22]. Group 3: Reporting Procedures - The internal process for handling undisclosed information begins when a significant event occurs or is anticipated [20]. - The board of directors must approve all periodic reports before disclosure [30][31]. - Any discrepancies between preliminary and final reports must be corrected promptly [12][28]. Group 4: Media and Communication - The company must use qualified media for disclosures, ensuring that information is not published in other media before it appears in the designated channels [48][49]. - The board secretary is responsible for coordinating and organizing the disclosure process, ensuring compliance with all regulations [50][51]. Group 5: Accountability and Compliance - Directors and senior management are accountable for the accuracy and completeness of disclosed information [64][65]. - Violations of disclosure obligations may result in disciplinary actions against responsible individuals [66][67]. - The company must review its disclosure practices following any regulatory penalties or criticisms [67][68].

Core Points - The document outlines the insider information management system of Sinovac Biotech Ltd, aiming to ensure fair information disclosure and prevent insider trading [1][2][3] - The board of directors is responsible for managing insider information and ensuring the accuracy and completeness of insider information registries [2][3] - Insider information is defined as any undisclosed information that could significantly impact the company's operations, finances, or stock prices [1][2] Insider Information and Management - Insider information includes significant changes in business strategy, major investments, important contracts, and any events that could lead to substantial financial losses [1][2] - The company must maintain a registry of individuals who have access to insider information, including their roles and the nature of the information they possess [3][4] - All parties involved in the management of insider information must ensure confidentiality and are prohibited from trading based on undisclosed information [6][7] Responsibilities and Compliance - The company is required to report insider information registries and significant event memorandums to regulatory authorities within five trading days after public disclosure [6][7] - Individuals with insider information must sign confidentiality agreements and are prohibited from disclosing or trading based on that information until it is publicly available [6][9] - Violations of the insider information management system can result in disciplinary actions, including termination and legal consequences [7][8]

Core Viewpoint - The company aims to establish a robust investor relations management system to enhance communication with investors, protect their rights, and improve corporate governance and overall value [1][3]. Group 1: Principles and Objectives of Investor Relations Management - The investor relations management should adhere to principles of compliance, equality, proactivity, honesty, efficiency, and interactive communication [2][3]. - The primary objectives include fostering a positive relationship with investors, building a stable investor base, promoting a culture of respect for investors, maximizing overall corporate benefits, and increasing transparency in information disclosure [3][4]. Group 2: Communication and Disclosure Practices - The company will communicate key information regarding its development strategy, financial status, and significant events through various channels, including regular reports, shareholder meetings, and the company website [4][6]. - The company is committed to timely and fair information disclosure, ensuring that all communications are clear, accurate, and devoid of misleading statements [8][10]. Group 3: Organizational Structure and Responsibilities - The board secretary is designated as the head of investor relations management, overseeing daily operations and ensuring compliance with relevant regulations [11][12]. - The company will maintain a database for investor relations management, documenting all activities and communications to ensure transparency and accountability [13][14].

Core Points - The company establishes a remuneration and assessment committee to enhance governance structure and manage the compensation of directors and senior management [1][2] - The committee consists of three directors, including two independent directors, and is responsible for formulating and reviewing compensation policies and assessment standards [2][3] - The committee's decisions must be submitted to the board for approval, and any non-accepted recommendations must be documented with reasons [3][4] Group 1 - The remuneration and assessment committee is tasked with developing assessment standards for directors and senior management, as well as reviewing compensation mechanisms [3][4] - The committee's decisions are subject to board approval and must be disclosed if not fully adopted [3][7] - The committee is supported by the company's human resources center, which provides necessary operational data and performance metrics [4][5] Group 2 - The committee meetings require a two-thirds attendance of members to be valid, and decisions are made by majority vote [6][7] - Meeting records must include details such as date, attendees, agenda, and voting results, and are kept as company archives [7][8] - The committee has the authority to invite other directors and senior management to meetings for reporting or questioning [6][7]