哈尔滨三联药业股份有限公司关于董事会换届选举的提示性公告

Core Viewpoint - Harbin Sanlian Pharmaceutical Co., Ltd. is preparing for the election of its fifth board of directors as the term of the fourth board is about to expire, following the relevant regulations and procedures outlined in the Company Law and Articles of Association [1]. Group 1: Board Composition - The fifth board of directors will consist of nine members, including six non-independent directors (one of whom is a representative of employees) and three independent directors. The term for the directors will be three years from the date of election by the shareholders' meeting [1]. Group 2: Election Method - The election of non-employee representative directors will utilize a cumulative voting system, allowing shareholders to concentrate or distribute their voting rights according to the number of non-employee representative directors to be elected [2]. Group 3: Nomination of Candidates - Both the board of directors and shareholders holding more than 1% of the voting shares can nominate candidates for non-independent and independent director positions. Each nominator can propose a number of candidates not exceeding the number of positions available [4][6]. Group 4: Election Procedure - The nomination period for non-independent director candidates is open until October 23, 2025. After this period, the nomination committee will review the qualifications of the candidates, and qualified candidates will be submitted for board review and then to the shareholders' meeting for approval [8]. Group 5: Candidate Qualifications - Non-independent director candidates must be natural persons with the necessary knowledge and skills to fulfill their duties. Certain disqualifications are outlined, including criminal convictions and bankruptcy responsibilities [10]. - Independent director candidates must meet additional criteria, including independence requirements and relevant experience in law, accounting, or economics [11]. Group 6: Required Documents for Nomination - Nominators must submit a written nomination form, acceptance of nomination from the candidate, identification, and educational qualifications. Additional documents are required for independent director nominations [13][14]. Group 7: Contact Information - The company has provided contact details for inquiries related to the nomination process, including names, departments, phone numbers, and address [14].