第十一届董事会第四次会议决议公告 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 人福医药集团股份公司（以下简称"人福医药"或"公司"）第十一届董事会第 四次会议于 2025 年 12 月 5 日（星期五）上午 9:00 在公司会议室以现场结合通讯方式 召开，会议通知已于 2025 年 11 月 29 日通过邮件的方式送达各位董事。会议应到董 事九名，实到董事九名，本次会议由邓伟栋董事长主持。本次董事会会议的召集、召 开符合有关法律、行政法规、部门规章、规范性文件和《公司章程》的规定，所做决 议合法有效。 二、董事会会议审议情况 （一）审议通过《关于设立监察部的议案》 证券代码：600079 证券简称：人福医药 编号：临 2025-126 人福医药集团股份公司 为深入贯彻落实全面从严治党要求，强化公司内部监督体系，提升合规治理水平， 防范廉洁风险，保障公司战略部署和重大决策有效执行，在公司组织架构中设立监察 部，作为履行纪检监察职能的专职机构，并授权管理层按程序推进机构设置、人员配 备及相关制度建设工 ...

第四条 各单位法律合规工作的基本原则为： 1 （一） 依法合规维护人福医药及本单位最大利益原则； （二） 早期介入、预防风险为主原则； （三） 独立工作、不受干扰原则； （四） 防范法律合规风险和把握商业机会综合考虑原 则； 人福医药集团股份公司 法律合规事务管理制度 （2025 年 12 月版） 第一章 总 则 第一条 为加强人福医药集团股份公司（下称"人福医 药"或"公司"）法治建设，完善法律合规事务管理，不断 提升依法治企和合规管理水平，建立健全人福医药法治工作 体系，实现人福医药法律合规管理的制度化、规范化、系统 化、数智化，切实维护人福医药合法权益，结合公司实际， 制定本制度。 第二条 本制度适用于人福医药及人福医药下属全资、 控股及其受托管理的公司及其他所属单位。 第三条 各单位法律合规工作的宗旨是：围绕人福医药 建设具有全球竞争力的世界一流生命科技企业的战略目标， 落实本单位主要负责人履行法治建设第一责任人职责，完善 法治建设顶层设计，建立和完善适应本单位发展和现代企业 治理结构需要的法治工作专业体系和法律合规风险防控机制， 提供适应本单位发展战略和经营管理需要的法律合规支撑和 保障。 （五） ...

人福医药集团股份公司 风险管理与内部控制管理制度 （2025 年 12 月版） 第一章 总则 第一条 为建立规范、有效的风险管理体系，促进提高风 险防范能力，提高经营管理水平，根据《中华人民共和国公司 法》《企业内部控制基本规范》（财会〔2008〕7 号）等法律 法规、规范性文件有关规定，结合人福医药集团股份公司（下 称"人福医药"）实际，制定本制度。 第二条 本制度适用于人福医药及下属全资、控股、实际 控制及其受托管理的公司及其他所属单位。 人福医药下属境外企业在满足相关法律法规、监管要求的 前提下，可结合自身经营管理实际，根据本制度制定并完善自 身风险管理与内部控制管理制度。 第三条 本制度所称风险是指未来的不确定性对人福医药 实现经营目标的影响；风险管理是指各单位围绕总体经营目标， 建立健全风险管理体系，包括风险管理策略、风险监测预警机 制、风险应对措施，从而为实现风险管理总体目标提供合理保 证的过程和方法；内部控制是指由各单位治理层、管理层及全 体员工实施的，通过在管理环节和经营过程中构建良好的内部 环境、执行基本流程，从而实现控制目标的过程。 第四条 人福医药风险管理工作的总体目标是： 1 以保障人 ...

Group 1 - On December 1, Wuhan Contemporary Technology Industry Group Co., Ltd. (referred to as "Contemporary Group") announced that it received a notice of investigation from the China Securities Regulatory Commission (CSRC) on November 28 for suspected violations of information disclosure and illegal financing [1] - Tianfeng Securities also received a notice of investigation on the same day for similar violations, indicating a strong correlation between the two cases [1] - Both companies have committed to cooperating with the CSRC's investigation and fulfilling their information disclosure obligations [1] Group 2 - As of December 4, Tianfeng Securities' stock price was 4.25 yuan per share, with a market capitalization of 428 billion yuan, having lost nearly 13 billion yuan in market value over the past three months [2] - The Contemporary Group, once the largest private enterprise in Hubei, has faced severe debt crises and legal challenges since April 2022, leading to its involvement in Tianfeng Securities' issues [3][4] - Tianfeng Securities has been significantly affected by the financial troubles of Contemporary Group, with approximately 1.9 billion yuan in non-operating fund occupation reported [3] Group 3 - The relationship between Tianfeng Securities and Contemporary Group has been characterized by deep financial entanglement, with Tianfeng assisting in financing and holding a substantial amount of Contemporary's bonds [4] - In 2022, the local government intervened to separate the two companies, with Hubei Hongtai Group becoming the controlling shareholder of Tianfeng Securities [4] - Contemporary Group is currently undergoing a bankruptcy reorganization process, with uncertainties regarding its execution [4] Group 4 - Tianfeng Securities is planning to issue up to 960 million USD (approximately 6.9 billion yuan) in overseas bonds to manage its debt, which is subject to shareholder approval [5] - The company has historically relied on bond financing for expansion, raising a total of 107.06 billion yuan since its listing, with over 86.35 billion yuan from bond financing [6] - In 2023, under new state ownership, Tianfeng Securities reported a significant increase in revenue and a turnaround in net profit, although 2024 projections indicate a potential decline [6] Group 5 - Despite improvements, Tianfeng Securities' return on equity remains low at 0.60%, significantly below the industry average of 6.16% [7] - The company's risk coverage and net stable funding ratios are concerning, with the net stable funding ratio falling below the regulatory warning line [7] - Recent capital increases and bond issuances are expected to enhance Tianfeng's risk management capabilities and asset quality [8]

Financial Insights - The bond market overview indicates a slight increase in yields, with the 1-year government bond yield rising by 0.35 basis points to 1.41% and the 10-year yield increasing by 0.77 basis points to 1.85% [15] - The People's Bank of China conducted a 7-day reverse repurchase operation amounting to 793 billion yuan, with a fixed interest rate of 1.40% [21] Industry Dynamics - In Q3 2025, the online sales revenue of headphones and earphones in China increased by 9.8% year-on-year, reaching 7.84 billion yuan, despite a 6.4% decline in sales volume [27] - From January to October 2025, China's exports of construction machinery and parts totaled 48.57 billion USD, marking a 12% year-on-year increase, with significant growth in excavator exports to Europe and North America [29] - Global shipments of foldable smartphones reached a record high in Q3 2025, growing by 14% year-on-year, driven by the popularity of high-end models [31] Company Updates - Baijun Medical's ePTFE pericardial membrane product has received regulatory approval, with plans for global market sales following FDA registration [33] - Renfu Pharmaceutical has withdrawn its registration application for a recombinant plasmid liver cell growth factor injection, which was intended for treating severe limb ischemia [35] - Hualing Steel has repurchased a total of 43.48 million shares, representing approximately 0.63% of its total share capital, as part of its share buyback program [37]

Group 1 - Dongfang Electric announced that three executives plan to reduce their holdings by a total of no more than 30,000 shares due to personal financial needs [1] - Yahu Pharmaceutical's APL-1401 clinical trial data was presented at the 19th European Colorectal Congress, indicating progress in treating moderate to severe ulcerative colitis [1] - Guizhou Bai Ling's actual controller is under investigation by the China Securities Regulatory Commission for insider trading and information disclosure violations [3] Group 2 - Bairen Medical's ePTFE pericardial membrane product has been approved for registration, ending the reliance on imports for this product in the domestic market [4] - Qianxin received approval for a total of 2 billion yuan in technology innovation bonds, with plans to issue medium-term notes and short-term financing bonds [6] - Tengjing Technology's shareholder plans to reduce holdings by no more than 1.96% of the company's shares [7] Group 3 - Yuntianhua's subsidiary is required to pay 386 million yuan in overdue taxes and penalties, which will impact the company's net profit for 2025 [8] - Jianyou Pharmaceutical's propofol emulsion injection has received FDA approval in the United States [9] - Suzhou Gaoxin successfully acquired land use rights for a residential project for 360 million yuan [9] Group 4 - Chalco International's subsidiary won a bid for a 3.03 billion yuan electrolytic aluminum project [11] - Tai Long Pharmaceutical's stock will continue to be suspended due to potential changes in control as the major shareholder is planning a share transfer [12] - Qianli Technology reported a 63.44% year-on-year increase in automobile sales for November, although new energy vehicle sales decreased by 43.98% [13] Group 5 - Fosun Pharma's innovative drug FXS0887 has received approval for a Phase I clinical trial for advanced malignant solid tumors [14] - Guoen Co. has obtained approval for a project to produce 20,000 square meters of aviation-grade acrylic glass, with a total investment of 560 million yuan [15] - Guofa Co.'s chairman resigned due to personal reasons [17] Group 6 - Shanghai Construction won a bid for a state-owned construction land use right for 264 million yuan [18] - Weixin Kang's subsidiary received approval for a clinical trial of lidocaine cream for local anesthesia [20] - Sanxing Medical's subsidiary is a candidate for a 152 million yuan transformer procurement project for the State Grid [20] Group 7 - People's Daily announced the resignation of its president due to work changes, while retaining other leadership roles [21] - Beibu Gulf Port reported a 0.29% year-on-year increase in cargo throughput for November [22] - Chongqing Construction won three engineering projects with a total value of approximately 2.773 billion yuan [23] Group 8 - Xingyu Co. is planning to issue H-shares and list on the Hong Kong Stock Exchange [24] - Huajian Group signed a design contract worth 160 million yuan for a comprehensive project [25] - Wankai New Materials plans to invest 350 million yuan in a technical transformation project for producing 100,000 tons of adipic acid [26] Group 9 - Kaipuyun received a government subsidy of 18 million yuan, which is 87.43% of its net profit for the last audited fiscal year [28] - Ningbo Port expects a 10.8% year-on-year increase in container throughput for November [30] - An Cai High-Tech plans to invest 498 million yuan to upgrade its photovoltaic glass production line [32] Group 10 - Shunhao Co. stated that its existing business has not generated synergies with the rail business, which faces various risks [34] - Yihualu plans to publicly transfer 35% of its stake in Liaoyun Company [35] - ST Wanfang's shareholder plans to reduce holdings by no more than 3% of the company's shares [36] Group 11 - Youyou Food's shareholder plans to reduce holdings by no more than 110,000 shares [38] - Hengtong Optic-Electric's incentive fund has spent 49.98 million yuan to purchase company shares [41] - Zoli Pharmaceutical plans to issue convertible bonds to raise no more than 1.556 billion yuan for various projects [42]

Core Points - The Medical Health R Index (480016) closed at 7284.72 points, down 0.42%, with a trading volume of 17.046 billion yuan and a turnover rate of 0.61% [1] - Among the index constituents, 23 stocks rose while 26 fell, with TeBao Bio leading the gainers at 2.85% and Renfu Pharmaceutical leading the decliners at 3.33% [1] Index Constituents Summary - The top ten constituents of the Medical Health R Index include: - WuXi AppTec (sh603259) with a weight of 13.66%, latest price at 87.62, down 2.01%, and a market cap of 261.437 billion yuan [1] - Hengrui Medicine (sh600276) with a weight of 11.00%, latest price at 60.97, down 0.25%, and a market cap of 404.670 billion yuan [1] - Mindray Medical (sz300760) with a weight of 7.57%, latest price at 199.50, down 0.56%, and a market cap of 241.882 billion yuan [1] - United Imaging Healthcare (sh688271) with a weight of 4.27%, latest price at 128.88, up 0.13%, and a market cap of 106.217 billion yuan [1] - Pianzai Shou (sh600436) with a weight of 3.48%, latest price at 171.48, up 1.33%, and a market cap of 103.457 billion yuan [1] - Aier Eye Hospital (sz300015) with a weight of 3.42%, latest price at 11.35, down 1.30%, and a market cap of 105.843 billion yuan [1] - Kelun Pharmaceutical (sz002422) with a weight of 2.59%, latest price at 34.00, down 0.03%, and a market cap of 54.334 billion yuan [1] - Xinhecheng (sz002001) with a weight of 2.42%, latest price at 24.44, up 0.20%, and a market cap of 75.114 billion yuan [1] - Fosun Pharma (sh600196) with a weight of 2.39%, latest price at 27.05, down 0.15%, and a market cap of 72.235 billion yuan [1] - Ziji Shenzhou (sh688235) with a weight of 2.27%, latest price at 275.20, down 1.59%, and a market cap of 423.995 billion yuan [1] Capital Flow Analysis - The Medical Health R Index constituents experienced a net outflow of 1.159 billion yuan from institutional investors, while retail investors saw a net inflow of 999 million yuan [1] - Detailed capital flow for specific stocks shows: - Health元 (600380) had a net inflow of 34.2431 million yuan from institutional investors [2] - Hengrui Medicine (600276) had a net inflow of 29.9909 million yuan from institutional investors [2] - Long Spring High-tech (000661) had a net inflow of 19.8154 million yuan from institutional investors [2] - The index constituents underwent adjustments, adding four new stocks and removing one [2]

Policy Trends - In 2024, the total number of medical consultations in China reached 10.15 billion, an increase of 600 million from the previous year, with a life expectancy of 79.0 years and a maternal mortality rate of 14.3 per 100,000 [1] - The total number of medical institutions in China reached 1,093,551 by the end of 2024, an increase of 22,766 from the previous year, including 38,710 hospitals [1] - The number of health technicians in China reached 13.02 million, an increase of 531,000 (4.3%) from the previous year, with 9.37 million working in hospitals [1] Healthcare Costs - The average hospitalization cost in hospitals for 2024 was 9,870 yuan, a decrease of 4.3% from the previous year, while the average outpatient cost was 361 yuan, down 0.2% [2] - The total healthcare expenditure in China for 2024 was approximately 9,089.55 billion yuan, with government spending accounting for 24.9%, social spending for 47.6%, and personal spending for 27.5% [2] - The per capita healthcare expenditure was 6,454.4 yuan, with total healthcare expenditure constituting 6.7% of GDP [2] Pharmaceutical Developments - The National Medical Insurance Administration launched a drug price registration and inquiry service, allowing pharmaceutical companies to self-declare drug prices for public access [3] - Renfu Pharmaceutical announced the withdrawal of its application for the registration of a recombinant plasmid-hepatocyte growth factor injection, which had a cumulative R&D investment of approximately 160 million yuan [4] - Hengrui Medicine received acceptance for its application for the marketing authorization of remimazolam tosylate for sedation during mechanical ventilation in intensive care [4] Investment Activities - China Resources Sanjiu established a biopharmaceutical fund in Hohhot with a total investment of 500 million yuan, focusing on private equity investments and asset management [5] - Zhaoli Pharmaceutical plans to raise up to 1.556 billion yuan through convertible bonds for the development of an intelligent traditional Chinese medicine health factory and other projects [6] Global Health Issues - The World Health Organization reported that reductions in international aid are impacting global HIV prevention efforts, with significant challenges ahead for AIDS response programs [7] Regulatory Actions - Jiangsu Wuzhong received a delisting notice from the Shanghai Stock Exchange due to major violations, including concealing changes in actual control and severe financial fraud [8] - The company is set to enter a delisting transition period on December 9, 2025, with the last trading day expected to be December 29 [8]

Core Viewpoint - The company, Renfu Pharmaceutical, has decided to voluntarily withdraw its drug registration application for the recombinant plasmid-hepatocyte growth factor injection after receiving a termination notice from the National Medical Products Administration [1] Group 1: Company Actions - Renfu Pharmaceutical's subsidiary, Wuhan Guanggu Renfu Biopharmaceutical Co., Ltd., received a notice allowing the withdrawal of the registration application [1] - The company stated that the decision to withdraw was made after careful consideration of the latest review status of the project [1] - Following the withdrawal, the company plans to thoroughly evaluate and improve the research data before resubmitting the application in accordance with regulatory and technical requirements [1] Group 2: Project Status - The withdrawal of the registration application does not signify the termination of the project [1]

Core Viewpoint - The company announced that its subsidiary, Wuhan Guanggu Renfu Biopharmaceutical Co., Ltd., has received a notice from the National Medical Products Administration regarding the termination of its drug registration application for the recombinant plasmid-hepatocyte growth factor injection [1] Group 1 - The company holds an 81.30% stake in Wuhan Guanggu Renfu [1] - The withdrawal of the drug registration application will allow Guanggu Renfu to improve research data and reapply for drug registration [1] - The company expects that this matter will not have a significant impact on its current performance [1]