Core Viewpoint - The document outlines the procedures and requirements for Jiangxi Fuxiang Pharmaceutical Co., Ltd. to select and appoint accounting firms, ensuring compliance with relevant laws and regulations while maintaining the quality of financial information and protecting shareholder interests [2][3][4]. Group 1: Selection Process - The audit committee is responsible for the selection of accounting firms and must propose policies, processes, and internal controls for this selection [3][4]. - The selection process includes competitive negotiation, public bidding, and invitation bidding to ensure fairness and transparency [4][5]. - The company must publicly disclose the selection documents, including evaluation criteria and scoring standards, to allow sufficient time for accounting firms to prepare their applications [5][6]. Group 2: Quality Requirements - Selected accounting firms must meet specific qualifications, including independent status, relevant licenses, and a good reputation without significant quality issues in the past three years [2][3]. - The evaluation of accounting firms will focus on their quality management systems, including project consultation, quality review, and defect identification [6][9]. Group 3: Appointment and Reappointment - The company must sign an audit service agreement with the selected accounting firm after approval from the shareholders' meeting [4][5]. - For reappointment, the audit committee must propose the continuation of the accounting firm, which requires approval from the board and shareholders [8][9]. - The company must change accounting firms under specific circumstances, such as significant quality defects or delays in audit work [8][9]. Group 4: Supervision and Compliance - The audit committee must monitor the compliance of the selected accounting firms with relevant laws and regulations, ensuring adherence to the established standards and procedures [10][11]. - Any violations by the accounting firms that lead to serious consequences must be reported to the board for appropriate action [11].

江西富祥药业股份有限公司 （2025年6月） 为建立与现代公司制度相适应的收入分配制度，促进公司健康、持续、稳定 发展，特制订《江西富祥药业股份有限公司董事津贴管理制度》 第一条 本制度适用对象： (一) 外部董事，指通过公司董事会及股东会选聘的，不与公司签订劳动合 同或聘用合同，不在公司担任除董事以外其他职务的非独立董事；独立董事也属 于外部董事； (二) 内部董事，指通过公司董事会及股东会选聘的，与公司签订劳动合同 或聘用合同的公司员工或公司管理人员兼任的董事； 第二条 外部董事(非独立董事)的津贴每人每年30,000元人民币（税后）,独立 董事的津贴每人每年100,000元人民币（税后）。 第三条 内部董事的薪酬依据公司相关薪酬管理制度规定，按月发放；公司不 向其另行发放津贴。 第四条 外部董事的津贴由公司按照国家有关规定代扣代缴个人所得税。于 股东会决议通过当日起每月计算发放。 第五条 外部董事因换届、改选、任期内辞职等原因离任的，按其实际任期计 算津贴并予以发放。 （以下简称"本制 度"）。 第七条 公司董事在任职期间，发生下列任一情形，公司不予发放绩效年薪或 津贴： （一） 被证券交易所公开谴责或 ...

Core Points - The document outlines the regulations governing the trading of company shares by directors, senior management, and securities representatives of Jiangxi Fuxiang Pharmaceutical Co., Ltd. [1][2] - It emphasizes compliance with relevant laws and regulations to prevent insider trading and market manipulation [2][4] - The document specifies the restrictions on share transfers and trading periods for directors and senior management [4][5] Group 1: Regulations and Compliance - The company establishes a system to regulate stock trading by its directors and senior management, ensuring adherence to the Company Law and Securities Law [1][2] - Directors and senior management must notify the board secretary of their trading plans three trading days in advance [2][3] - Specific prohibitions on share transfers are outlined, including restrictions during certain periods and under specific conditions [4][5] Group 2: Trading Restrictions - Directors and senior management cannot transfer shares within one year of the company's stock listing or within six months after leaving the company [4][5] - Trading is also restricted during the fifteen days prior to the announcement of annual and semi-annual reports [5][6] - Violations of trading regulations may result in the company recovering profits from illegal trades and disclosing the circumstances [6][7] Group 3: Reporting and Disclosure - Directors and senior management must report any changes in their shareholdings within two trading days [9][10] - The company is responsible for ensuring accurate and timely reporting of share transactions to the Shenzhen Stock Exchange [7][9] - Additional reporting requirements are imposed for significant shareholding changes that meet specific thresholds [9][10] Group 4: Accountability and Penalties - The company can impose penalties on directors and senior management for violations of the trading regulations, including warnings and potential dismissal [27][28] - Serious violations may lead to civil liability or criminal prosecution [27][28] - The company must maintain records of any violations and report them to regulatory authorities as required [28][29]

Core Points - The document outlines the procedural rules for the shareholders' meeting of Jiangxi Fuxiang Pharmaceutical Co., Ltd, aiming to enhance corporate governance and ensure shareholders can exercise their rights effectively [3][4][5] - The rules are based on relevant laws such as the Company Law and Securities Law of the People's Republic of China, as well as the company's articles of association [3][4] - The shareholders' meeting is the company's decision-making body, responsible for significant corporate matters [5][6] Group 1: Shareholders' Meeting Structure - The shareholders' meeting is divided into annual and temporary meetings, with the annual meeting held once a year within six months after the end of the previous fiscal year [4][5] - Temporary meetings can be called within two months of certain events, such as insufficient board members or requests from shareholders holding over 10% of shares [4][6] - The company must report to the China Securities Regulatory Commission and the Shenzhen Stock Exchange if it cannot convene a meeting within the specified time [5][6] Group 2: Meeting Procedures - Legal opinions must be obtained for specific issues before the meeting, and the meeting can be held at the company's registered address or a specified location [5][6] - Shareholders have rights to information, to speak, to inquire, and to vote during the meeting [5][6] - The meeting must be conducted in accordance with the rules, ensuring order and protecting the rights of all shareholders [8][9] Group 3: Proposals and Voting - Proposals for the meeting must be within the shareholders' meeting's authority and comply with legal and regulatory requirements [22][23] - Shareholders holding over 1% of shares can propose items for discussion, and temporary proposals can be submitted up to 10 days before the meeting [22][23] - Voting can be conducted in person, online, or through other means, with specific rules governing the counting and reporting of votes [40][41][42] Group 4: Meeting Records and Execution - Detailed records of the meeting must be kept, including attendance, proposals, discussions, and voting results [59][60] - The board of directors is responsible for executing the resolutions passed during the meeting, with reports on execution provided to subsequent meetings [61][62] - Any amendments to the rules must be approved by the shareholders' meeting and comply with existing laws and regulations [65][66][67]

Core Viewpoint - The document outlines the regulations and procedures for Jiangxi Fuxiang Pharmaceutical Co., Ltd. regarding the management of external information reporting and usage, ensuring fair disclosure and preventing insider trading. Group 1: General Provisions - The company establishes this system to enhance the standardization of periodic reports and major event disclosures, ensuring compliance with relevant laws and regulations [1] - This system applies to the company, its functional departments, subsidiaries, and all relevant personnel involved in external information reporting [1] Group 2: Management of External Information Reporting - The Board of Directors is responsible for managing external information reporting, with the Chairman as the primary responsible person and the Board Secretary overseeing the daily management [2] - Company directors and senior management must adhere to legal requirements for information disclosure and follow necessary processes for periodic and temporary reports [2] Group 3: Confidentiality Obligations - Directors and senior management have a confidentiality obligation during the preparation of periodic reports and major events, prohibiting any leaks of report content before public disclosure [3] - The company must not provide undisclosed major information or financial data to external units without legal basis prior to the disclosure of periodic reports [3] Group 4: Approval Process for External Reporting - Before external reporting, relevant personnel must fill out an external information reporting approval form, which requires approval from department heads, the financial director, and the Board Secretary [3] - The responsible personnel must ensure the authenticity, accuracy, and completeness of the reported information, while the Board Secretary is accountable for compliance with reporting procedures [3] Group 5: Responsibilities of External Units - External units or individuals are prohibited from leaking undisclosed major information and from using such information for trading the company's securities [4] - In case of a leak, the company must be notified immediately, and it will report to the Shenzhen Stock Exchange [5] Group 6: Legal Consequences - Violations of the reporting and confidentiality regulations may result in the company seeking compensation for economic losses and recovering profits from unauthorized trading activities [5] - Criminal cases related to the misuse of undisclosed information will be referred to judicial authorities [5] Group 7: Additional Provisions - Any matters not covered by this system will be executed according to relevant laws, regulations, and the company's internal management systems [6] - The Board of Directors is responsible for the formulation, modification, and interpretation of this system [6]

Core Viewpoint - The document outlines the internal reporting system for significant information at Jiangxi Fuxiang Pharmaceutical Co., Ltd, aiming to ensure timely, accurate, and complete disclosure of information to protect investors' rights [1][2]. Group 1: Internal Reporting System - The internal reporting system is designed to manage significant information that may impact the company's stock and derivatives trading prices [1][2]. - The system applies to the company, wholly-owned subsidiaries, controlling subsidiaries, and affiliated companies [1]. Group 2: Reporting Obligations - Internal information reporters include company directors, senior management, department heads, shareholders holding more than 5% of shares, and other relevant personnel [1][2]. - The board of directors is responsible for managing significant information and its disclosure [2]. Group 3: Definition of Significant Information - Significant information includes matters submitted for board or audit committee review, major transactions exceeding 10% of audited annual revenue or net profit, and significant litigation or arbitration matters exceeding 10 million RMB [3][4]. - Other categories of significant information include major changes in operations, environmental issues, and risks related to major shareholders or actual controllers [5][6]. Group 4: Reporting Procedures - Departments must report potential significant information to the board secretary immediately upon awareness [8][9]. - The reporting process includes timely updates on the progress of significant matters and any changes that may affect stock prices [9][10]. Group 5: Management and Responsibility - The company implements a real-time reporting system for significant information, ensuring that all relevant parties report accurately and promptly [18][19]. - The securities affairs department and board secretary are responsible for preparing and disclosing periodic reports, including annual and quarterly reports [19][20].

Core Viewpoint - The document outlines the governance structure and operational guidelines for Jiangxi Fuxiang Pharmaceutical Co., Ltd, emphasizing the importance of independent directors in protecting the interests of minority shareholders and ensuring the company's compliance with relevant laws and regulations [3][4][5]. Group 1: Governance Structure - The company aims to improve its governance structure by enhancing the board's composition and strengthening the oversight of non-independent directors and management [3]. - Independent directors are defined as those who do not hold any other positions within the company and have no significant relationships that could affect their impartial judgment [4][5]. - At least one-third of the board members must be independent directors, including at least one with accounting expertise [5][6]. Group 2: Responsibilities and Rights of Independent Directors - Independent directors are tasked with participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [17][18]. - They have the right to independently hire external consultants for audits or investigations and can propose the convening of extraordinary shareholder meetings [11][18]. - Independent directors must disclose their dissenting opinions on board resolutions, ensuring transparency and accountability [20][21]. Group 3: Appointment and Termination - Independent directors can be nominated by the board or shareholders holding at least 1% of the company's shares, with a cumulative voting system for elections [10][11]. - Their term aligns with that of other directors but cannot exceed six consecutive years [14]. - If an independent director resigns, the company must fill the vacancy within 60 days to maintain the required proportion of independent directors [10][14]. Group 4: Compliance and Reporting - Independent directors are required to conduct annual self-assessments of their independence and report their findings to the board [7]. - They must submit an annual performance report to the shareholders' meeting, detailing their attendance and participation in board activities [20][21]. - The company is obligated to provide independent directors with necessary resources and support to fulfill their duties effectively [23][24].

江西富祥药业股份有限公司 二零二五年六月 第一章 总则 第一条 为规范江西富祥药业股份有限公司（以下简称"公司"）募集资金管理和 使用，提高募集资金使用效益，防范募集资金使用风险，确保资金使用安全，建立分 工明确、权责明晰的投资管理体系，充分体现可靠、科学、高效的投资决策原则，保 障公司及股东的合法权益，根据《中华人民共和国公司法》 《中华人民共和国证券法》 《上市公司监管指引第2号—上市公司募集资金管理和使用的监管要求》《深圳证券 交易所上市公司自律监管指引第2号——创业板上市公司规范运作》《深圳证券交易 所创业板股票上市规则》及《江西富祥药业股份有限公司章程》（以下简称"《公司 章程》"）等相关法律、法规和规范性文件的规定，结合公司实际情况，制订本管理 办法。 第二条 公司应当建立并完善募集资金存储、使用、变更、监督和责任追究的制度， 明确募集资金使用的分级审批权限、决策程序、风险控制措施及信息披露要求，保证 募集资金项目的正常进行。 第三条 本制度所称募集资金是指公司通过公开发行证券(包括首次公开发行股票、 配股、增发、发行可转换公司债券、发行分离交易的可转换公司债券、发行权证等) 以及非公开发行股票向 ...

第一条 为完善公司治理结构，规范公司董事、高级管理人员提名程序， 为公司选拔合格的董事、高级管理人员，根据《中华人民共和国公司法》《上市 公司治理准则》《公司章程》及其他有关规定，公司特设立董事会提名委员会，并 制定本工作规则。 江西富祥药业股份有限公司 （2025年6月） 第一章 总则 第四条 提名委员会成员由三名董事组成，其中独立董事2名。 第三条 提名委员会负责研究董事、高级管理人员的选择标准和程序并 提出建议；广泛搜寻合格的董事和高级管理人员的人选；对董事候选人和高级 管理人员候选人选进行审查并提出建议。 第二条 提名委员会为董事会下设的专门委员会，对董事会负责。 第五条 提名委员会成员由董事长、二分之一以上独立董事或者全体董 事的三分之一提名，并由董事会选举产生。 第六条 提名委员会设主任委员（召集人）一名，由独立董事委员担任， 负责主持委员会工作；主任委员在委员内选举，并报请董事会批准产生。 第七条 提名委员会委员的任期与其在董事会任期一致，委员任期届满， 连选可以连任。期间如有委员不再担任公司董事职务，自动失去委员资格， 并由委员会根据上述第四至第五条规定补足委员人数。 第三章 职责权限 第八条 ...

Core Viewpoint - The document outlines the foreign exchange hedging policy of Jiangxi Fuxiang Pharmaceutical Co., Ltd., emphasizing risk management and compliance with relevant laws and regulations [3][4][5]. Summary by Sections General Provisions - The policy aims to standardize the foreign exchange hedging activities of the company and its subsidiaries to effectively prevent and control risks [3]. - Foreign exchange hedging activities are defined as transactions conducted with qualified financial institutions to mitigate exchange rate or interest rate risks [3]. Operational Regulations for Foreign Exchange Hedging - The company will not engage in hedging solely for profit; all activities must be based on normal business operations and aimed at risk avoidance [4]. - Transactions are restricted to approved financial institutions, and the company must establish its own hedging accounts [4][5]. - The company must have sufficient self-owned funds to match the margin for hedging activities and cannot use raised funds for these transactions [4]. Approval Authority for Foreign Exchange Hedging - All hedging activities require approval from the board of directors or shareholders, with specific thresholds for reporting to shareholders based on investment amounts [5][6]. - The chairman of the board or authorized personnel are responsible for the implementation and management of hedging activities [6]. Management and Internal Procedures - The finance department is responsible for the execution of hedging activities, including planning, funding, and daily management [7]. - The audit department oversees the actual operations of hedging activities, ensuring compliance and monitoring financial performance [7]. Confidentiality and Risk Reporting - All personnel involved in hedging must adhere to confidentiality protocols regarding the company's hedging strategies and financial information [8]. - In the event of significant risks or losses, the finance department must report to the board and propose countermeasures [8]. Information Disclosure - The company is required to disclose relevant information regarding its foreign exchange hedging activities in accordance with regulations from the China Securities Regulatory Commission and the Shenzhen Stock Exchange [8]. Miscellaneous - The policy will take effect upon approval by the board and will be interpreted by the board of directors [9].