嘉事堂药业股份有限公司公司章程 （尚需公司 2025 年第二次临时股东大会审议） 嘉事堂药业股份有限公司公司章程 目 录 嘉事堂药业股份有限公司公司章程 第一章 总则 第一条 为维护公司、股东、职工和债权人的合法权益，规范公司的组织和行为，根 据《中华人民共和国公司法》（以下简称《公司法》）、《中华人民共和国证券法》（以 下简称《证券法》）和其他有关规定，制订本章程。 第二条 公司系依照《公司法》和其他有关规定成立的股份有限公司（以下简称"公 司"）。 公司系经国务院国有资产监督管理委员会国资改革函2003250 号《关于设立嘉事堂 药业股份有限公司的函》批准，以有限责任公司整体变更为股份有限公司的方式设立； 在北京市工商行政管理局注册登记，取得营业执照，统一社会信用代码为： 第三条 公司于 2010 年 7 月 7 日经中国证券监督管理委员会（以下简称"中国证监 会"）核准，首次向社会公众发行人民币普通股 4000 万股，于 2010 年 8 月 18 日在深 圳证券交易所上市。 第四条 公司中文注册名称：嘉事堂药业股份有限公司 英文名称：Cachet Pharmaceutical Co.，Ltd. 第五条 ...

Summary of Key Points Core Viewpoint The document outlines the rules and regulations governing the shareholders' meetings of Jiasitang Pharmaceutical Co., Ltd., ensuring the protection of shareholders' rights and the proper functioning of the company in accordance with relevant laws and regulations. Group 1: General Provisions - The rules are established to regulate the behavior of the company and protect the legal rights of shareholders, ensuring efficient and lawful operation of the shareholders' meeting [1][2] - The rules apply to all shareholders, their representatives, and company officials, binding them to adhere to the established guidelines [2][3] - The shareholders' meeting is the power institution of the company, responsible for electing directors, approving financial reports, and making decisions on capital changes and major asset transactions [2][4] Group 2: Shareholders' Meeting Procedures - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [5] - Temporary meetings can be called within two months of certain events, such as insufficient directors or significant losses [6][7] - The company must report to regulatory bodies if it fails to convene a meeting within the specified time [7][8] Group 3: Proposals and Notifications - Shareholders can propose agenda items, which must comply with legal and regulatory requirements [17][18] - The board must notify shareholders of the meeting details at least 20 days in advance for annual meetings and 15 days for temporary meetings [22][23] - Proposals not included in the meeting notice cannot be voted on [10][11] Group 4: Voting and Resolutions - Voting is conducted by registered shareholders, with each share representing one vote [37] - Ordinary resolutions require a simple majority, while special resolutions require two-thirds approval [39][40] - The company must disclose the results of the voting and the details of the resolutions passed [51][52] Group 5: Execution and Information Disclosure - The board is responsible for executing the resolutions made during the shareholders' meeting [52] - Information regarding the meetings and resolutions must be disclosed in accordance with the company's disclosure policies and relevant laws [21][22] - The rules can be amended based on changes in laws or decisions made by the shareholders' meeting [56][57]

Core Viewpoint - The A-share market showed a strong performance on the last trading day of June, with notable gains in the military, pharmaceutical, and photovoltaic sectors. The pharmaceutical commercial sector saw significant late-session gains, while the liquor sector experienced a sudden surge in stock prices. Additionally, computing hardware stocks reached historical highs, indicating a positive market sentiment overall [1][2]. Group 1: Pharmaceutical Sector - The pharmaceutical commercial sector experienced a late surge, with stocks like Huaren Health rising from a near 5% drop to a nearly 7% increase, closing up 4.61% [1]. - Recent reports indicate that major liquor companies such as Wuliangye and Luzhou Laojiao are seeing good growth in banquet market scale and opening rates, with strategies focusing on lower-end and innovative products [6]. Group 2: Liquor Sector - The liquor sector saw a significant rally at 13:11, with stocks like Jiugui Liquor, Shede Liquor, and Shui Jing Fang rising by 6.88%, 3.48%, and 2.92% respectively by the end of trading [4]. - Analysts suggest that the overall valuation of the liquor sector is low, with frequent stock buybacks and increased dividend payouts expected to attract more capital inflow [6]. Group 3: Computing Hardware Sector - Computing hardware stocks were notably active, with companies like Jingwang Electronics and Xinyi Sheng reaching historical highs. Jingwang Electronics hit a limit-up, while Xinyi Sheng closed up 3.12% at 127.02 yuan per share, with a market capitalization of 126.05 billion yuan [8][10]. - The demand for optical modules is expected to exceed supply by a factor of two in 2024, driven by strong growth in the AI sector and overseas markets [11]. Group 4: Photovoltaic Sector - The photovoltaic sector showed strength, particularly in the back-contact (BC) battery segment, with stocks like Saiwu Technology hitting the limit-up and GCL-Poly Energy rising over 6% [12][13]. - The acceleration of new technologies such as BC and solid-state batteries is anticipated, with production capacity expected to exceed 100GW by the end of 2025 [15].

Group 1 - The Hong Kong medical sector has experienced explosive growth since 2025, driven by policy changes and market dynamics, with the Hang Seng Healthcare Index rising by 50.09% year-to-date, outperforming both A-share pharmaceutical indices and the CSI 300 [1] - The China Securities Index for Hong Kong Medical Theme has reached a market capitalization of 2.21 trillion, significantly expanding its representation and surpassing 35% of the total market capitalization of A-share pharmaceutical companies [2] - The index focuses on two core areas: research and services, covering nearly 99% of the pharmaceutical industry chain, with significant weight in biotechnology and medical devices [2] Group 2 - The index includes major industry leaders, with a balanced weight distribution towards biotechnology and pharmaceutical retail, indicating potential for further concentration on core pharmaceutical enterprises [2] - Earnings expectations for the index constituents are projected to grow at double-digit rates, with net profit growth rates of 18.68% and 17.11% for 2025 and 2026, respectively, while the current P/E ratio of 26 indicates a historical low [2] - The launch of the Hong Kong Medical ETF (520510) by Huaxia Fund aims to provide investors with a convenient tool to access the growth opportunities in the Hong Kong medical sector [4]

Core Insights - The company reported a revenue of 2.704 billion yuan in 2024, a year-on-year decline of 13.84%, and a net profit attributable to shareholders of 438 million yuan, down 7.3% year-on-year, while the non-net profit increased significantly by 1365.5% to 403 million yuan due to increased revenue and profit from the pharmaceutical industrial sector and a decrease in overall expenses [1] Group 1: Pharmaceutical Industrial Sector - The company's core products include cardiovascular drugs and respiratory disease medications, with higher demand observed in the first and fourth quarters due to seasonal factors [2] - In Q1 2024, there was a significant increase in the demand for respiratory disease medications due to a surge in viral flu cases, alongside a rise in cardiovascular drug demand during the spring [2] Group 2: Pharmaceutical Commercial Sector - The pharmaceutical commercial sector faced revenue impacts due to the increasing number and amount of products subject to national centralized procurement, leading to price reductions [3] - Hospitals are actively reducing procurement scales and amounts in response to ongoing medical reforms, resulting in decreased delivery orders for the company [3] Group 3: Traditional Chinese Medicine Trade Sector - The company anticipates a significant price correction in traditional Chinese medicine after a period of price increases, leading to a strategic reduction in non-productive trade activities to mitigate high-level risks [3] - In Q2, the company increased revenue by strategically selling part of its inventory of traditional Chinese medicine in anticipation of a price decline in the latter half of the year [3]

Group 1 - The stock price of Haiwang Biological (000078) closed at 2.42 yuan on June 27, 2025, an increase of 2.11% from the previous week, with a market cap of 6.367 billion yuan [1] - Haiwang Biological's market capitalization ranks 15th out of 31 in the pharmaceutical commercial sector and 2441st out of 5151 in the A-share market [1] - The company provided guarantees for several subsidiaries, including a total of 800 million yuan for Henan Haiwang Pharmaceutical Group and 300 million yuan for Henan Dongsen Pharmaceutical [1] Group 2 - The total amount of guarantees provided by the company for its subsidiaries is approximately 1.7 billion yuan [3] - The full subsidiary Shandong Haiwang Galaxy Pharmaceutical signed a construction contract for the first phase of the Haiwang Modern Smart Pharmaceutical Logistics Park project, with a total investment of 134.5 million yuan [2][3] - The construction project has a total area of 63,525.77 square meters and a duration of 660 days [2]

Core Viewpoint - The company, Sely Medical, has experienced a significant increase in stock price and has made announcements regarding the use of idle funds and credit rating adjustments [1][2][3]. Group 1: Stock Performance - As of June 27, 2025, Sely Medical's stock closed at 13.91 yuan, up 14.49% from the previous week [1]. - The stock reached a peak price of 14.2 yuan and a low of 11.65 yuan during the week [1]. - The company's current total market capitalization is 2.657 billion yuan, ranking 30th in the pharmaceutical commercial sector and 4521st in the A-share market [1]. Group 2: Company Announcements - Sely Medical plans to use up to 32.5 million yuan of idle raised funds to temporarily supplement working capital, with a usage period not exceeding 12 months [2]. - As of May 31, 2025, the company had utilized 201.8791 million yuan of the 2020 convertible bond funds, achieving an overall investment progress of 37.90% [2]. - The board and supervisory committee approved the use of idle funds, stating it would enhance fund efficiency and lower financial costs without affecting the normal use of raised funds [2]. Group 3: Credit Rating Adjustment - The credit rating for Sely Medical's convertible bonds has been adjusted from "BBB-" to "BB+" with a stable outlook [3]. - The previous rating was established on February 18, 2025, and the new rating was issued following a tracking analysis by Zhongceng Pengyuan Credit Rating Co., Ltd. [3]. - The adjusted rating means that the "Sely Convertible Bonds" can no longer be used as collateral for repurchase transactions [3].

Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 on July 7 at 9:30 AM in Beijing [1] - The agenda includes the election of directors, specifically the nomination of Liu Yuetao and Zhou Bin as candidates for the eighth board of directors [1][2] - Liu Yuetao has held various positions within the company and is currently acting as the Party Secretary and General Manager of the company since June 2025 [1] - Zhou Bin has also held significant roles within the company and is currently the Deputy Director of the Digital Management Department at China National Pharmaceutical Group [2] Company Information - Liu Yuetao does not hold any shares in the company and has no relationships with other directors, supervisors, senior management, or major shareholders [2] - Zhou Bin similarly does not hold shares and has no connections with other key stakeholders in the company [2]

Group 1 - The Shanghai Composite Index has recently surpassed the annual high set on March 18, 2025, and is approaching the high from October 8, 2024, indicating a significant market movement [1] - There is a noticeable divergence among various sectors, with banking, agriculture, personal care, military, chemical, transportation, and petrochemical industries showing a higher proportion of stocks exceeding their March 18, 2025 closing prices [1] - Conversely, sectors such as steel, electronics, home appliances, telecommunications, computers, and electrical equipment have a lower proportion of stocks exceeding their March 18, 2025 levels [1] Group 2 - In the secondary industry analysis, financial (banking, insurance, diversified finance), military (naval equipment, ground weaponry), agriculture (animal health, agricultural products, planting, feed), precious metals, personal care products, and chemical pharmaceuticals show a higher proportion of stocks exceeding their March 18, 2025 closing prices [4] - Sectors like home appliances, electrical equipment, TMT (television broadcasting, communication services, consumer electronics, semiconductors, optical electronics), general steel, and machinery (engineering machinery, automation equipment) have a lower proportion of stocks exceeding their March 18, 2025 levels [4] - Comparing to the October 8, 2024 closing prices, banking, motorcycles, military (ground weaponry, aerospace equipment), chemicals (plastics, non-metallic materials), and new consumption (entertainment products, personal care products, retail, accessories) show a higher proportion of stocks exceeding their previous levels [4]

25 省中成药集采落地 投资要点： 本报告的风险等级为中高风险。 本报告的信息均来自已公开信息，关于信息的准确性与完整性，建议投资者谨慎判断，据此入市，风险自担。 请务必阅读末页声明。 医药生物（申万）指数走势 -35% 资料来源：iFind，东莞证券研究所 相关报告 10% 医药生物 沪深300 -5% 0% 5% 10% 医药生物 沪深300 超配（维持） 医药生物行业双周报（2025/6/13-2025/6/26） 业 周 报 医药生物行业 -30% -25% -20% -15% -10% -5% 0% 5% 10% 医药生物 沪深300 -35% -30% -25% -20% -15% -10% 5% -35% -30% -25% -20% -15% -10% -5% 0% -40% -20% 0% 20% 行 业 研 究 22-03 22-05 22-07 22-09 22-11 23-01 23-03 医药生物 沪深300 -35% -30% -25% -20% -15% -10% -5% 0% 5% 10% 医药生物 沪深300 2025 年 6 月 27 日 分析师：谢雄雄 SAC 执业证书编 ...