佐力药业: 董事、高级管理人员所持股份变动管理制度（2025年8月）

Core Viewpoint - The document outlines the management system for shareholding and trading of shares by directors and senior management of Zhejiang Zoli Pharmaceutical Co., Ltd, emphasizing compliance with relevant laws and regulations to prevent insider trading and ensure transparency in share transactions [1][2]. Group 1: General Principles - The system applies to directors, senior management, and other specified individuals or organizations regarding their holding and trading of the company's shares [1]. - Senior management includes positions such as the general manager, executive vice president, vice presidents, board secretary, and financial director [2]. Group 2: Share Trading Declaration - Directors and senior management must notify the board secretary in writing of their trading plans before executing any trades, allowing for verification against legal and regulatory compliance [5]. - The company must apply to the stock exchange and the China Securities Depository and Clearing Corporation for the registration of shares held by directors and senior management under certain conditions, such as share issuance or equity incentive plans [6]. Group 3: Trading Restrictions - Directors and senior management are prohibited from engaging in margin trading of the company's shares if they hold more than 5% of the shares [11]. - During their term and for six months after, directors and senior management can only transfer up to 25% of their shares through various methods, with exceptions for certain circumstances [12]. Group 4: Insider Trading Prohibitions - Directors and senior management cannot trade shares during specific periods, such as 15 days before annual or semi-annual reports and 5 days before quarterly reports [18]. - They must ensure that close relatives and controlled entities do not trade based on insider information [20]. Group 5: Disclosure of Shareholding Changes - The board secretary is responsible for managing and reporting the shareholding data of directors and senior management, ensuring compliance with disclosure requirements [21]. - Any increase in shareholding must be disclosed, including details about the number of shares, purpose, and implementation timeline [22]. Group 6: Penalties for Violations - Any profits gained from violations of the trading rules must be returned to the company, and severe cases may lead to disciplinary actions against the responsible individuals [27].