证券代码：301408 证券简称：华人健康 公告编号：2025-042 安徽华人健康医药股份有限公司 2025 年第一次临时股东大会决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假 记载、误导性陈述或重大遗漏。 特别提示： 1、本次股东大会未出现否决议案的情形。 2、本次股东大会未涉及变更以往股东大会已通过的决议。 一、会议召开和出席情况 （一）会议召开情况 1、会议召开时间 （1）现场会议召开时间：2025 年 6 月 6 日（星期五）下午 14：00。 （2）网络投票时间：通过深圳证券交易所互联网系统投票的时间为 2025 年 6 月 6 日 9:15-15:00；通过深圳证券交易所交易系统进行网络投票的时间为 2025 年 6 月 6 日上午 9:15-9:25，9:30-11:30，下午 13:00-15:00。 2、现场会议召开地点：安徽省合肥市包河区上海路 18 号华人健康大厦 6 楼 601 会议室。 3、会议召开方式：本次会议采取现场投票和网络投票相结合的方式召开。 4、会议召集人：董事会。 5、会议主持人：董事长何家乐。 6、本次会议的召集、召开符合《中华人民共和 ...

之 法律意见书 上海市静安区山西北路 99 号苏河湾中心 MT25-28 楼 邮编：200085 25-28/F, Suhe Centre, 99 North Shanxi Road, Jing'an District, Shanghai 200085, China 电话/Tel: +86 21 5234 1668 传真/Fax: +86 21 5234 1670 网址/Website: http://www.grandall.com.cn 二零二五年六月 国浩律师（上海）事务所 国浩律师（上海）事务所 关 于 安徽华人健康医药股份有限公司 2025 年第一次临时股东大会 关于安徽华人健康医药股份有限公司 2025 年第一次临时股东大会之法律意见书 致：安徽华人健康医药股份有限公司 安徽华人健康医药股份有限公司（以下简称"公司"）2025 年第一次临时股 东大会于 2025 年 6 月 6 日召开。国浩律师（上海）事务所（以下简称"本所"） 经公司聘请，委派律师参加了公司本次股东大会的全过程，并根据《中华人民共 和国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》（以下 简称"《证券法》"）等法律 ...

华夏时报（www.chinatimes.net.cn）记者 于娜 见习记者 赵文娟 北京报道 在医药零售行业整体放缓扩张节奏的背景下，安徽头部连锁药房企业华人健康（301408.SZ）却反其道而行之，再 次抛出重磅收购计划。近日，公司公告拟以3.27亿元现金收购福建、浙江三家医药连锁公司股权，其中一家标的 资产评估增值率高达近24倍，引发市场对其激进扩张模式的深度审视。 据《华夏时报》记者不完全统计，这已是其2023年上市以来的第6次较大的股权收购，截至2025年一季度末，公司 商誉随之飙升至9.88亿元。耐人寻味的是，在管理层大举并购的同时，阿里健康、华泰大健康、赛富投资等机构 股东却在密集减持。这场"激进扩张"与"资本撤退"的角力，折射出医药零售行业整合期的深层矛盾。《华夏时 报》记者致函华人健康，采访公司并购及股东减持等问题，截至发稿未收到回复。 华人健康"三高"并购隐忧凸显 与行业整体放缓扩张步伐不同，华人健康自上市以来一直不停地买买买。 华人健康是一家医药流通企业，目前覆盖医药零售、医药代理及终端集采、研发生产等领域。由于起步于安徽省 合肥市，长期聚焦省内市场，华人健康稳居安徽地区龙头连锁药店地位。 ...

Core Viewpoint - Anhui Huaren Health Pharmaceutical Co., Ltd. plans to acquire equity stakes in three pharmacy chains for a total of 327 million yuan, aiming to enhance its market share and brand influence in East China [1][2] Group 1: Acquisition Details - The company intends to purchase 46.01% of Fujian Yangzuo Huimin Pharmaceutical Chain Co., Ltd. for 133.4 million yuan, 46.01% of Fujian Haihua Pharmaceutical Chain Co., Ltd. for 125.1 million yuan, and 70.01% of Tonglu Yishengtang Pharmacy Chain Co., Ltd. for 68.3 million yuan [2] - The funding for the acquisitions will come from the company's own funds and a change in the use of part of the raised funds, with 130 million yuan allocated for the acquisitions if approved [2] Group 2: Financial Performance and Valuation - The estimated revenue and net profit for the acquired companies in 2024 are as follows: Yangzuo Huimin 294 million yuan revenue and 5.615 million yuan net profit, Haihua Pharmaceutical 270 million yuan revenue and 11.056 million yuan net profit, and Yishengtang 96.46 million yuan revenue and 0.264 million yuan net profit [3] - The valuation increase rates for the acquired companies are significant: Yangzuo Huimin at 892.79%, Haihua Pharmaceutical at 1029.4%, and Yishengtang at 2350.84% [3] Group 3: Growth and Expansion - Since its listing in March 2023, the company has conducted 22 asset purchase transactions totaling over 1 billion yuan, with major investments including 876 million yuan for five significant equity investments [4] - The company has expanded its store count significantly, adding 440 stores in 2024, with a total of 1,774 stores by the end of the year [6] Group 4: Shareholder Activity - Despite the company's growth, it has faced significant shareholder sell-offs, with major shareholders reducing their stakes, including Alibaba Health and Huatai Health [7][8] - The company has stated that these sell-offs are based on the shareholders' operational and financial needs, and management remains confident in the company's future [8]

Core Viewpoint - The Chinese pharmaceutical retail market is experiencing robust growth due to increasing health awareness and rising healthcare demands, with a projected annual growth rate of 5% to 6% by 2025 [1] Company Summary - Anhui Huaren Health Pharmaceutical Co., Ltd. plans to acquire equity stakes in three pharmaceutical chain companies in Fujian and Zhejiang provinces for approximately 327 million yuan [1] - The acquisitions include a 46.01% stake in Yangzu Huimin Pharmaceutical Chain Co., Ltd. for 133 million yuan, a 46.01% stake in Fujian Haihua Pharmaceutical Chain Co., Ltd. for 125 million yuan, and a 70.01% stake in Tonglu Yishengtang Pharmacy Chain Co., Ltd. for 68.26 million yuan [1] - The company aims to deepen its market presence in East China and leverage the acquired companies' networks, brand recognition, and customer resources to enhance its market share and brand influence locally [1] Industry Summary - The performance commitment agreements signed with the acquired companies set sales targets of no less than 295 million yuan, 310 million yuan, and 325 million yuan for the years 2025, 2026, and 2027, respectively, along with corresponding net profit targets [2] - The acquisition is expected to impact the competitive landscape of the pharmaceutical retail market in East China, prompting other companies to accelerate their own expansion and consolidation efforts [2] - The move serves as a reference case for industry consolidation, promoting a trend towards scale and concentration within the sector [2] - The company plans to continue its strategy of focusing on East China while optimizing its industry layout and enhancing service quality and customer experience [2] - With the advancement of internet technology and changing consumer purchasing habits, the company will explore an online-offline integration model to improve operational efficiency and market competitiveness [3]

Group 1 - Qingmu Technology plans to reduce its shareholding by up to 3%, amounting to no more than 2.776 million shares [1] - Newcap received a decision from the police to revoke the case against its actual controller, who was previously detained for insider trading [2] - Rhine Biotech's directors and executives plan to collectively reduce their holdings by up to 0.14%, totaling no more than 1.0185 million shares [3] Group 2 - Puli Tui's stock and convertible bonds will be delisted on May 22, 2025 [5] - *ST Nong Shang will have its delisting risk warning lifted and will resume trading on May 23, 2025 [7] - State Grid Information Communication plans to acquire 100% equity of Yili Technology for approximately 1.853 billion yuan [9] Group 3 - Kelun Pharmaceutical's subsidiary received drug registration approval for a new injectable product, which is the first of its kind in China [10] - Aishida plans to acquire 7% equity of its subsidiary Zhejiang Qianjiang Robot Co., Ltd. for 13.09 million yuan [11] - Hongming Co. is planning to acquire 83% equity of Shenzhen Chisu Automation Equipment Co., Ltd. for approximately 151 million yuan [12] Group 4 - JuJiao Co. plans to reduce its shareholding by up to 2.6%, totaling no more than 2.093 million shares [14] - AVIC Financial's stock will be delisted on May 27, 2025 [16] - Jingwang Electronics' major shareholders plan to reduce their holdings by up to 2.99% [17] Group 5 - Huaren Health intends to acquire stakes in three pharmaceutical chain companies for a total of 327 million yuan [18] - Huanrui Century's original shareholders are required to compensate for unfulfilled performance commitments with 116 million shares [20] - Tefa Service's shareholders plan to reduce their holdings by up to 3% [21] Group 6 - Maipu Medical is planning to acquire at least 51% of Easy Medical's equity, which will constitute a major asset restructuring [22] - *ST Jinshi will have its delisting risk warning lifted and its stock will resume trading on May 23, 2025 [22] - Guoke Micro is planning a major asset restructuring and will suspend trading [23] Group 7 - Defu Technology intends to acquire 100% equity of an overseas electronic circuit copper foil company [24] - Xince Standard's shareholder plans to reduce its holdings by up to 1% [25] - Xiouqiang Co. plans to reduce its holdings by up to 3% [27]

Core Viewpoint - The competition among major platforms like Ele.me, JD.com, and Meituan in the food delivery sector has expanded into the pharmaceutical category, leading to a significant rise in the instant retail of medicines, with platforms investing in traffic resources, supply chains, and innovative marketing strategies [1][4]. Group 1: Market Dynamics - The instant retail of pharmaceuticals is experiencing rapid growth, becoming a crucial part of the outpatient pharmaceutical retail market [1][4]. - JD Health's "Buy Medicine in Seconds" feature has seen a threefold increase in order volume due to enhanced traffic resources [4][6]. - The instant retail sector is evolving from high-frequency to low-frequency demand, now covering a full range of categories, including pharmaceuticals [5][6]. Group 2: Platform Strategies - JD.com has prominently featured "24h Delivery of Medicines" on its app, enhancing visibility and traffic for its instant retail services [3][4]. - Meituan has launched its instant retail brand "Meituan Flash Purchase," further intensifying competition in the pharmaceutical retail space [4][6]. - Taobao's instant retail service has been upgraded to "Taobao Flash Purchase," which includes a significant category for purchasing medicines [3][4]. Group 3: Industry Trends - The transformation of physical pharmacies is driving the adoption of instant retail, as many pharmacies are closing, leading to a competitive environment where digital solutions are essential [7][8]. - The integration of online medical services with instant retail is creating a comprehensive service model for users, enhancing the purchasing experience [7][8]. - The collaboration among platforms, pharmaceutical companies, and pharmacies is deepening, allowing for more effective marketing and sales strategies [8][10]. Group 4: Financial Performance - One Heart Hall's new retail segment saw a 47.6% year-on-year increase in revenue, with the O2O instant retail channel contributing 78.2% [15][16]. - Yifeng Pharmacy reported online sales of 2.127 billion yuan in 2024, with 1.721 billion yuan coming from O2O, accounting for 80.9% of total online sales [16][17]. - The overall trend indicates that if online medical insurance is fully opened, the share of instant retail in physical pharmacies could rise to 32.1% by 2030 [16][17]. Group 5: Future Outlook - The competition for instant retail in pharmaceuticals among major platforms is expected to continue, with Douyin's unique position in social media marketing presenting both opportunities and challenges [18]. - The penetration of instant retail in lower-tier markets is anticipated to grow, making it a significant growth driver in the outpatient pharmaceutical retail market [18].

Key Points - Vanke A has signed a supplementary agreement with Shenzhen Metro Group for a loan of up to 4.2 billion yuan, with a pledge of up to 6 billion yuan in shares of its subsidiary, Wanwu Cloud [3] - Heng Rui Pharmaceutical has set the final price for its H-share issuance at 44.05 HKD per share, with plans to list on the Hong Kong Stock Exchange on May 23, 2025 [4] - Wan Dong Medical has elected Ma Chibing as the new chairman after Hu Ziqiang resigned from the position [5] - Tianqi Mould has confirmed that there are no undisclosed significant matters amid ongoing major asset restructuring [6] - Zhejiang Rongtai plans to invest 20 million yuan to establish a wholly-owned subsidiary focused on intelligent robotics [7] - ST Mingcheng intends to publicly transfer 45% of its subsidiary, Time Media, which will no longer be included in the consolidated financial statements [8] - Shanghai Xiba plans to purchase patent assets for 2 million yuan and 500,000 yuan, and establish subsidiaries to promote the commercialization of new technologies [9] - Jushen Co. has received a total of 95.7 million yuan in dividends from its six wholly-owned subsidiaries [10] - ST Asia Pacific has confirmed no undisclosed significant matters or ongoing major plans [11] - Tianrong Tianyu's controlling shareholder's agreement will not be renewed after its expiration [12] - Wangzi New Materials has stated that its energy storage capacitor business is minimal and will not significantly impact its performance [13] - Nanjing Port has clarified that its foreign trade container business does not have direct routes to the U.S. [14] - Jinlongyu has indicated that its solid-state battery business has not yet formed stable long-term revenue [15] - Tianzhihang's subsidiary plans to raise capital by introducing investors [16] - State Grid Information plans to acquire 100% of Yili Technology for 1.853 billion yuan, enhancing its revenue and profit [17] - ST Nongsang will remove its delisting risk warning starting May 23 [18] - Yipin Hong has stated that its innovative drug AR882 has not yet been launched and will not significantly impact recent performance [19] - Huanrui Century has announced a performance compensation plan requiring original shareholders to compensate 116 million shares [20] - Huaren Health plans to acquire stakes in three pharmaceutical chain companies for a total of 3.282 billion yuan [21][22] - Hongming Co. is planning to acquire 83% of Shenzhen Chisu for 1.51 billion yuan [23] - Aishida intends to acquire an additional 7% stake in its subsidiary Qianjiang Robot for 13.09 million yuan [24] - Dasheng Intelligent has signed a contract worth 11.5 million yuan for a high-efficiency machine room project [25] - Jinggu Co. has received a notice to supply wheels for a major global automaker, with expected sales of approximately 158 million USD over ten years [26] - Pingzhi Information has signed a framework agreement with China Mobile for antenna products worth up to 13.01 million yuan [27] - Shanghai Laishi's controlling shareholder plans to increase its stake by 250 million to 500 million yuan [28] - Qixia Construction's shareholder plans to reduce its stake by up to 3% [29] - Sichuan Gold's major shareholders plan to reduce their stakes by up to 5.5% [30] - Qingyun Technology's shareholders plan to reduce their stakes by up to 4.5% [31] - Rhein Biological's directors plan to reduce their stakes by up to 0.14% [32] - Qingmu Technology's shareholder plans to reduce its stake by up to 3% [33] - Sanrenxing's employee shareholding platform plans to reduce its stake by up to 3% [34][35] - Juzhi Technology's director plans to reduce his stake by up to 40,000 shares [36] - Jingwang Electronics' major shareholders plan to reduce their stakes by up to 2.99% [37] - Jujiao Co. plans to reduce its stake by up to 2.6% [38] - Xiyu Tourism's major shareholder plans to reduce its stake by up to 3% [39]

证券代码：301408 证券简称：华人健康 公告编号：2025-039 安徽华人健康医药股份有限公司 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或者重大遗漏。 安徽华人健康医药股份有限公司（以下简称"公司"）于2025年5月19日召开 第五届董事会第九次会议，审议通过了《关于提请召开2025年第一次临时股东大会 的议案》，决定于2025年6月6日14:00以现场与网络投票相结合的方式召开公司 一、会议基本情况 门规章、规范性文件和《公司章程》的规定。 （1）现场会议召开日期与时间：2025年6月6日（星期五）下午14:00； （2）网络投票时间： ①通过深圳证券交易所交易系统进行网络投票的具体时间为：2025年6月6日 上午9:15-9:25，9:30-11:30，下午13:00-15:00。 公司将通过深交所交易系统和互联网投票系统（http://wltp.cninfo.com.cn）向公司 全体股东提供网络形式的投票平台，公司股东可以在网络投票时间内通过上述系 统行使表决权。公司股东只能选择现场投票、网络投票中的一种方式，如果同一表 决权出现重复投票表决的，以第一 ...

Core Viewpoint - The company has approved a change in the use of raised funds to enhance operational efficiency and align with its strategic development needs, specifically reallocating funds for acquisitions in the pharmaceutical retail sector [1][6][15]. Fundraising Overview - The company raised a total of RMB 974.56 million by issuing 60.01 million shares at RMB 16.24 per share, with a net amount of RMB 879.45 million after deducting issuance costs [1][2]. - The company has utilized RMB 25.72 million for marketing network construction and has remaining funds of RMB 26.46 million for this project as of May 8, 2025 [6][7]. Changes in Fund Usage - The company has decided to reallocate RMB 130.73 million from the marketing network construction project to acquire stakes in three pharmaceutical retail companies in Fujian and Zhejiang provinces [5][7]. - The new acquisitions include 46.01% of Yangzu Hui Min Pharmaceutical Chain for RMB 13.34 million, 46.01% of Haihua Pharmaceutical for RMB 12.51 million, and 70.01% of Tonglu Yishengtang for RMB 6.83 million [7][11]. Strategic Rationale - The change in fund usage is aimed at improving market share and brand influence in the East China region, aligning with the company's long-term strategic plan [7][9]. - The acquisitions are expected to enhance operational efficiency and market presence, leveraging the local advantages of the target companies [9][10]. Approval Process - The change in fund usage was approved by the company's board of directors, supervisory board, and audit committee, ensuring compliance with relevant regulations [6][15][16]. - The independent directors and sponsor have also confirmed that the decision aligns with the company's operational needs and does not harm shareholder interests [15][16][17].