INNOGEN-B AGM Agenda: Share Award Scheme, 20% Issue Mandate, Supervisory Committee Abolition

Guangzhou Innogen Pharmaceutical Group Co., Ltd. (“INNOGEN-B”) has published a circular for its Annual General Meeting (AGM) scheduled on 29 June 2026 in Shanghai, detailing 17 resolutions for shareholder approval.

Key agenda items:

• 2025 Results Package Shareholders will vote on the 2025 annual report, audited consolidated financial statements, Directors’ report, Supervisory Committee report and the proposal of no dividend or capitalisation issue for FY2025, as the Company recorded no distributable profit.

• Corporate Governance Restructuring The Board proposes to abolish the Supervisory Committee and amend the Articles of Association accordingly, shifting oversight to an Audit Committee under the Board. Associated rule changes for board and general-meeting procedures are also on the ballot.

• Board and Auditor Ernst & Young is nominated for re-appointment as auditor for FY2026 with an estimated fee range of RMB2.20–2.60 million. All nine current Directors—four executive, two non-executive and three independent—are standing for re-election with unchanged annual remunerations (independent Directors: RMB240,000–440,000 each; others: nil).

• Capital Management Mandates 1) 10% H-share repurchase mandate capped at 42.03 million shares. 2) 20% general issue mandate authorising the Board to allot up to 84.06 million new H shares (based on 420.29 million H shares outstanding).

• Share Award Scheme The Board seeks approval to launch a 10-year share award scheme covering employees, related entities and long-term service providers: – Scheme mandate limit: 10% of total issued shares (45.68 million shares). – Sublimit for service providers: 1% (4.57 million shares). – Awards may be satisfied by new issue, on-market purchase or transfer of treasury shares. – Vesting period generally ≥12 months; claw-back provisions apply. Shareholders will also vote to authorise the Board to administer all matters related to the scheme.

• Other Proposals – Profit distribution policy for FY2025: no dividend. – Amendments to business scope and update of certain promoter names for registration purposes. – Refresh of procedural rules for Board and general meetings.

The circular includes the formal notice of AGM and proxy arrangements; the H-share register closed 24–29 June 2026. All resolutions will be decided by poll.