Shenzhen Salubris Pharmaceuticals Co.Ltd(002294) : Amendment to the articles of Association

Shenzhen Salubris Pharmaceuticals Co.Ltd(002294)

Amendment to the articles of Association

Shenzhen Salubris Pharmaceuticals Co.Ltd(002294) (hereinafter referred to as “the company”) plans to

Change the registered address and business scope. Meanwhile, in accordance with the securities law and the guidelines for the articles of association of listed companies

(revised in 2022) Shenzhen Stock Exchange Stock Listing Rules and other laws, regulations and normative documents

And the relevant provisions of the articles of association, and make corresponding amendments to the articles of association in combination with the actual situation. specific

As follows:

Before and after modification

Article 5 company domicile: No. 6009, Shennan Avenue, Futian District, Shenzhen Article 5 company domicile: No. 2, Hongliu Road, District, 37th floor, main building, chegongmiao green view Plaza, Fubao community, Fubao street, Futian District, Shenzhen

Postal Code: 518040 postal code: 518040

Article 13 after registration according to law, the business scope of the company: goods and Article 13 after registration according to law, the business scope of the company: import and export business of goods and Technology (excluding import and distribution business); Self owned property technology import and export business (excluding import and distribution business); China trade; lease. Drug research and development, technology transfer and technical consultation. The market promotes self owned property leasing. Drug research and development, technology transfer, technical consultation, broadcasting and marketing. (the above projects do not involve foreign investment access special management technical services. Market promotion and marketing. (the above projects do not involve external management measures. If the project involves licensing approval, it shall be subject to the relevant special management measures for investment access, and the project involves licensing approval for operation.) if the following projects involve licensing approval, it shall be subject to the approval, The following projects can be operated only after obtaining the relevant approval documents: those with the approval of the license for the development, research and production of chemical raw materials can be operated only with the relevant approval documents: the development of drugs, powder injections, tablets and capsules. Research and production of chemical raw materials, powders, injections, tablets and capsules.

Article 23 under the following circumstances, the company may not purchase its own shares in accordance with the law and Article 23. However, there are administrative regulations, departmental rules and the articles of association, except for the acquisition of the company under one of the following circumstances:

(1) reduce the registered capital of the company;

（1） Reduce the registered capital of the company; （2） Merger with other companies holding shares of the company;

（2） Merger with other companies holding shares of the company; （3） Use shares for employee stock ownership plan or equity incentive;

（3） Use shares for employee stock ownership plan or equity incentive; （4） (4) the shareholders request the company to purchase their shares because they disagree with the company’s merger or division resolution made at the general meeting of shareholders;

Dissenting and requiring the company to purchase its shares; （5） Converting shares into convertible stocks issued by listed companies (5) converting shares into convertible corporate bonds issued by listed companies;

Corporate bonds; （6） It is necessary for listed companies to safeguard the value of the company and the rights and interests of shareholders. （6） It is necessary for listed companies to safeguard the value of the company and the rights and interests of shareholders. Except for the above circumstances, the company will not buy or sell its shares. Article 24 when purchasing the shares of the company, the company may choose the following options

One way: Article 24 the company may purchase its own shares through public (1) centralized bidding trading at stock exchanges; The centralized trading method of the company, or the offer method of laws, administrative regulations and CSRC (2); Other methods approved by the.

（3） Other methods approved by the CSRC. If the company purchases its shares due to items (III) and (V) of Article 23 of the articles of association or due to the circumstances specified in items (III), (V) and (VI) of Article 23 of the articles of association, it shall purchase its shares through the circumstances specified in Item (VI), and it shall be carried out through public centralized trading.

Through open centralized trading. Where a company purchases its own shares, it shall perform the obligation of information disclosure in accordance with the provisions of the securities law of the people’s Republic of China. Fulfill the obligation of information disclosure in accordance with the provisions of the securities law of the people’s Republic of China.

Article 25 the company is due to item (1) of Article 23 of the articles of association, item (1) and item (2) of Article 23 of the articles of association

（2） In the case of purchasing the shares of the company under the circumstances specified in paragraph, the purchase of the shares of the company shall be approved by the shareholders. In the case of purchasing the shares of the company under the circumstances specified in paragraph (2), the purchase shall be approved by the shareholders

Resolutions of the general assembly; Resolutions of the general meeting of the company due to item (3) and Article 23 of the articles of Association; The company is due to items (3) and (3) of Article 23 of the articles of association

（5） Where the company’s shares are purchased under the circumstances specified in items (5) and (6), and the company’s shares are purchased under the circumstances specified in items (5) and (6),

A resolution may be adopted at a meeting of the board of directors attended by more than two-thirds of the directors in accordance with the provisions of the articles of association or the authorization of the general meeting of shareholders.

Resolutions of the board meeting attended by more than two-thirds of the directors.

After the acquisition of the company’s shares, it belongs to the company in accordance with Article 23

After the company purchases the shares of the company in accordance with the provisions of Article 23, if it falls under the circumstances of item (1), it shall be cancelled within 10 days from the date of acquisition;

Article 23 in the case of item (1), it shall be 10 months from the date of acquisition. In the case of items (2) and (4), it shall be within 6 months

Cancellation within days; Transfer or cancellation under the circumstances of items (2) and (4) of Article 23; Belonging to item (3), (5) and (6)

If it is in shape, it shall be transferred or cancelled within 6 months; In the case of item 20, the total number of shares of the company held by the company shall not exceed

3. In the case of items (3), (5) and (6), the company shall account for 10% of the total issued shares of the company and shall be registered within three years

The total number of shares of the company held shall not exceed the number of shares transferred or cancelled within the issued shares of the company.

10% of the total amount and shall be transferred or noted within three years

Pin.

Article 26 the shares of the company may be transferred according to law. Small and medium-sized enterprises listed on the Shenzhen Stock Exchange;

Article 26 the shares of the company may be transferred according to law.

After the listing of the company’s shares is terminated, it enters the agency share transfer system to continue trading. Article 28 the shares of the company held by the promoters shall become

Article 28 the shares of the company held by the promoters shall not be transferred within 1 year from the date of establishment of the company. Prior to the public offering of shares, the company has

It shall not be transferred within 1 year from the date of establishment. The shares issued prior to the public offering of shares by the company shall be subject to the listing and trading of the company’s shares on the stock exchange

The issued shares shall not be transferred within one year from the date when the company’s shares are listed and traded on the stock exchange.

It shall not be transferred within 1 year from the date of transfer.

The directors, supervisors and senior managers of the company shall report to the company

The directors, supervisors and senior managers of the company shall report to the company the shares held by the company and their changes, and shall report to the company every

The shares held in the company and their changes shall not exceed the total number of shares held in the company during his term of office

The number of shares transferred in a year shall not exceed 25% of the total number of shares of the company it holds; The shares of the company held since the date of listing and trading of the company’s shares

25% of the total; The shares held by the company shall not be transferred within 1 year from the date of listing and trading of the company’s shares; Pass the certificate within 12 months after half a year of resignation

It shall not be transferred within 1 year from; The above-mentioned personnel shall not be listed on the stock exchange for trading and sale within half a year after their resignation. The number of shares of the company accounts for the proportion they hold

Transfer its shares in the company.

The proportion of the total shares of the company shall not exceed 50%. Article 29 the directors, supervisors and senior managers of the company, the directors, supervisors and senior managers of the company holding more than 5% of the shares of the company, the shareholders holding more than 5% of the shares of the company, and the shareholders holding more than 5% of the shares of the company shall sell their shares of the company within 6 months after purchase, Or within 6 months after the sale, the stock or other securities with equity nature are purchased again within 6 months after the purchase, and the resulting income belongs to the company. The directors of the company sell it within 6 months or buy it again within 6 months after the sale, so the board of directors shall recover its income. However, the proceeds from the purchase of the securities company due to the underwriting shall be owned by the company, and the board of directors of the company shall take back the remaining after-sale shares and hold more than 5% of the shares, and the proceeds from the sale of the shares. However, the time limit of six months is not limited for securities companies to purchase after-sales surplus stocks due to underwriting. If the company holds more than 5% of the shares and the board of directors of the company fails to comply with the provisions of the preceding paragraph as stipulated by the CSRC, the shareholders have the right to require other circumstances. The board of directors shall execute within 30 days. If the board of directors of the company fails to execute within the above-mentioned time limit within the directors, supervisors, senior managers and natural person shareholders mentioned in the preceding paragraph, the shareholders have the right to hold shares or other equity securities in their own name for the interests of the company, including directly bring a lawsuit to the people’s court. If the board of directors of a company fails to implement the provisions of paragraph 1 for shares held by spouses, parents and children or by using other people’s accounts, it shall be liable for the shares or other securities with the nature of equity.

The directors of the company shall be jointly and severally liable according to law. If the board of directors of the company fails to implement the provisions of paragraph 1 of this article, the shareholders have

The right to require the board of directors to implement within 30 days. If the board of directors of the company fails to implement within the above-mentioned period, the shareholders have the right to directly bring a lawsuit to the people’s court in their own name for the benefit of the company.

If the board of directors of the company fails to implement the provisions of paragraph 1 of this article,