益丰大药房连锁股份有限公司 董事会议事规则 第一章 总 则 第一条 为了进一步规范益丰大药房连锁股份有限公司（以下简称"公司"） 董事会的议事方式和决策程序，促使董事和董事会有效地履行其职责，提高董事 会规范运作和科学决策水平，根据《中华人民共和国公司法》（以下简称《公司 法》）、《上市公司独立董事管理办法》和《益丰大药房连锁股份有限公司股份有 限公司章程》(以下简称《公司章程》)的有关规定，制订本规则。 第二条 董事会对股东会负责，并依据国家有关法律、法规和《公司章程》 行使职权。 第三条 董事会下设董事会办公室，处理董事会日常事务。董事会秘书或者 证券事务代表兼任董事会办公室负责人，保管董事会印章。 第四条 本规则对公司全体董事具有约束力。 第二章 董 事 第五条 董事由股东会选举或者更换，并可在任期届满前由股东会解除其职 务。董事任期三年，任期届满可连选连任。 董事任期从就任之日起计算，至本届董事会任期届满时为止。董事任期届满 未及时改选，在改选出的董事就任前，原董事仍应当依照法律、行政法规、部门 规章和《公司章程》的规定，履行董事职务。 公司董事可以由总裁或者其他高级管理人员兼任，但兼任总裁或者其他高 ...

益丰大药房连锁股份有限公司 重大信息内部报告制度 （经第五届董事会第十九次会议审议通过） 第一章 总则 第一条 为规范益丰大药房连锁股份有限公司（以下简称"公司"）重大信息 内部报告工作，保证公司内部重大信息的快速传递、归集和有效管理，及时、准 确、全面、完整地披露信息，维护公司及投资者的合法权益，根据《中华人民共 和国公司法》、 《中华人民共和国证券法》、 《上市公司信息披露管理办法》、 《上海 证券交易所股票上市规则》 （以下简称" 第二条 公司重大信息内部报告制度是指当出现、发生或即将发生可能对公 司股票及其衍生品种交易价格产生较大影响的情形或事件时，按照本制度规定负 有报告义务的有关人员、机构和部门，应及时将有关信息向公司董事长、董事会 秘书报告的制度。 第三条 当公司董事长、董事会秘书需了解重大事项的情况和进展时，相关 部门及人员应予以积极配合和协助，及时、准确、完整地进行回复，并根据要求 提供相关资料。 《上市规则》"）等有关法律、法规及《益 丰大药房连锁股份有限公司章程》 （以下简称"《公司章程》"）、 《益丰大药房连锁 股份有限公司信息披露事务管理制度》的要求，结合公司实际，制定本制度。 第四 ...

Core Viewpoint - Yifeng Pharmacy (603939) announced that it will hold the second extraordinary general meeting of shareholders on August 25, 2025, to review several proposals, including the expansion of its business scope and the cancellation of the supervisory board [1] Group 1 - The extraordinary general meeting is scheduled for August 25, 2025 [1] - The agenda includes proposals to expand the business scope and amend the company's articles of association [1] - The meeting will also address the cancellation of the supervisory board [1]

Core Viewpoint - The community cultural festival in Jinan's Lixia District successfully engaged residents through various performances and services, highlighting the importance of community involvement and support for the elderly [2][3][4][5][6] Group 1: Community Engagement - The "Anti-Fraud Grandma Group," consisting of members averaging over 67 years old, performed skits to educate residents about common fraud tactics, effectively combining entertainment with important safety messages [3] - The festival featured a variety of performances, including clown acts and magic shows, which created a lively atmosphere and encouraged community participation [4] Group 2: Health and Wellness Services - A free health check-up station was set up by a local pharmacy, offering blood pressure, blood sugar, and bone density tests, which were well-received by the elderly residents [5] - Community members expressed satisfaction with the convenience of having health services available locally, allowing them to address minor health issues without needing to visit a hospital [5] Group 3: Future Plans - The community cultural festival is set to expand, with plans to reach 30 communities in Shandong Province by 2025, aiming to showcase the progress in building harmonious communities [6]

Group 1 - The core viewpoint of the news is the implementation of the new regulations allowing individual businesses to directly transform into limited companies or partnerships, which aims to alleviate the challenges faced by individual businesses in terms of procurement, management resources, and attracting investment [1][2] - Beijing Anxutang Pharmacy became the first company to receive a business license for transforming from a sole proprietorship to a limited company under the new regulations, highlighting the practical benefits of the policy [1] - The new regulations, consisting of 40 articles, address the unique legal attributes and operational characteristics of individual businesses, providing a framework for their development and ensuring better rights protection [2] Group 2 - The rapid implementation of the reform policy is attributed to the pilot experience gained in Zhongguancun since 2010, which has now been expanded nationwide, allowing more individual businesses to avoid the cumbersome process of cancellation and re-registration [2] - The regulations include measures such as establishing contact points for individual business development, targeted support, and optimizing the transition process to enhance the quality of development for individual businesses [2]

Group 1 - The company plans to acquire 60.85% equity of Anhui Dajia Weikang Health Pharmacy Co., Ltd. for a transaction price of 115.615 million yuan [1] - Upon completion of the transaction, Anhui Dajia Weikang will become a subsidiary of the company and will be included in the company's consolidated financial statements [1] - The transaction constitutes a related party transaction, and the company's board of directors has approved the proposal, authorizing the chairman to sign relevant contract documents [1]

Meeting Details - The shareholders' meeting was held on June 30, 2025, at the company's conference room in Changsha, Hunan Province [1] - The meeting was attended by shareholders representing 50.8455% of the total shares [1] - Voting was conducted through a combination of on-site and online methods, and the meeting was presided over by Chairman Xie Zilong [1] Voting Results - All non-cumulative voting proposals were approved with high support, including: - Proposal 1: 99.9280% approval from A-shareholders [1] - Proposal 2: 99.9237% approval from A-shareholders [1] - Proposal 3: 99.9208% approval from A-shareholders [1] - Proposal 4: 99.9272% approval from A-shareholders [1] - The voting results indicate a strong consensus among shareholders for the proposed resolutions [2][3] Legal Compliance - The meeting's procedures were confirmed to comply with the Company Law and relevant regulations, ensuring the legality and validity of the meeting and voting results [4]

Core Points - The major shareholder, Qin Guangxia, reduced her shareholding in Shuyu Pming Pharmacy from 73,440,000 shares (18.25%) to 72,340,000 shares (17.98%) [1][2] - The reduction was executed through a combination of centralized bidding and block trading, totaling 1,100,000 shares, which represents a decrease of 0.27% [2][3] - The reduction in shareholding was part of a pre-disclosed plan, allowing for a maximum reduction of 12,070,918 shares over a three-month period [1][3] Summary by Sections Shareholder Information - Qin Guangxia is a major shareholder and has confirmed the accuracy of the information provided regarding her shareholding changes [1] - The company assures that the information disclosed is complete and free from misleading statements [1] Shareholding Changes - The shareholding change occurred between June 23 and June 24, 2025, with a total of 1,100,000 shares sold [2] - The shareholding percentage decreased from 18.25% to 17.98% following the reduction [2] Compliance and Regulations - The reduction does not trigger a mandatory tender offer as per regulatory requirements [1] - The company confirms that the shareholding change complies with relevant laws and regulations [3]

Mergers and Acquisitions - Borui Pharmaceutical plans to invest 20 million yuan in Suzhou Geek Gene Technology Co., acquiring a 4.1667% stake after the capital increase. This transaction is classified as a related party transaction and does not constitute a major asset reorganization [1] - Western Gold intends to acquire 100% equity of Xinjiang Meisheng Mining Co., for 1.655 billion yuan, with a premium of 1421.66% compared to the book value [2] - Jintou Chengkai plans to purchase 100% equity of Tianjin Jinneng Co., Tianjin Heat Co., and Tianjin Port Yigong Heat Co. through asset swaps, share issuance, and cash payments, while raising matching funds from no more than 35 specific investors [3] Shareholding Changes - Baicheng Pharmaceutical's controlling shareholder plans to increase its stake in the company by investing between 50 million and 100 million yuan within six months, with a maximum increase of 2.00% of the total share capital [4] - Waneng Power's wholly-owned subsidiary, Waneng Capital, plans to increase its stake in the company by investing no less than 75 million yuan and no more than 150 million yuan within three months [5] - Yifeng Pharmacy's controlling shareholder and its concerted parties plan to reduce their holdings by up to 2% of the company's shares, approximately 24.2483 million shares, due to employee funding needs [6] Risk Matters - Hengbang Co. received an administrative regulatory decision from the Shandong Securities Regulatory Bureau due to the failure to disclose information related to the criminal detention of its deputy general manager, which violates relevant disclosure regulations [7] - Jingjin Equipment announced that its actual controller, chairman, and general manager has been detained and is under investigation, but other board members and management are functioning normally, and operations are not significantly impacted [8] - Beikong Technology reported a risk of a small external circulation due to a cumulative abnormal stock price fluctuation exceeding 20% over two days, confirming no undisclosed significant matters [9]

Group 1 - The controlling shareholder of Yifeng Pharmacy, Houxin Chuangtou, along with its concerted parties, plans to reduce their holdings by up to 2% of the company's total shares due to employee funding needs [1] - The total number of shares to be reduced is up to 24,248,336 shares [1]