Zelgen Pharmaceutical: Zelgen Pharmaceutical's announcement on the general election of the company's board of directors
DATE:  Apr 19 2025

Stock code: 688266 Stock abbreviation: Zelgen Pharmaceutical Announcement No.: 2025-015

Suzhou Zelgen Biopharmaceutical Co., Ltd

Announcement on the general election of the board of directors of the company

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.

The term of the second term of the Board of Directors of Suzhou Zelgen Biopharmaceutical Co., Ltd. (hereinafter referred to as the "Company") will expire on May 18, 2025. In accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange and other laws, regulations, normative documents and the relevant provisions of the Articles of Association of Suzhou Zelgen Biopharmaceutical Co., Ltd. (hereinafter referred to as the "Articles of Association"), the Company carries out the general election of the Board of Directors, and hereby announces the relevant information as follows:

1. General election of the board of directors

After the qualification review of the nomination committee of the board of directors of the company, the company held the first meeting on April 18, 2025

At the 18th meeting of the second session of the board of directors, the "Proposal on the General Election of the Board of Directors of the Company and the Nomination of Non-independent Director Candidates for the Third Board of Directors" and the "Proposal on the General Election of the Board of Directors of the Company and the Nomination of Independent Director Candidates for the Third Board of Directors" were deliberated and approved. Ms. Guan Yamei and Mr. Yuan Hongchang are candidates for independent directors of the third board of directors of the company (resume attached). Mr. Cheng Zengjiang, Ms. Guan Yamei and Mr. Yuan Hongchang, the candidates for independent directors, have all obtained relevant training certificates recognized by the Shanghai Stock Exchange, among which Ms. Guan Yamei is an accounting professional.

The above-mentioned candidates for independent directors have been reviewed by the Shanghai Stock Exchange without objection. The Company will hold the 2024 Annual General Meeting of Shareholders in the near future to consider the re-election of the Board of Directors, in which the election of non-independent directors and independent directors will be conducted on a cumulative voting basis.

The above 8 directors will form the third board of directors of the company together with 1 employee representative director elected by the company's employee representative congress. The directors of the third board of directors of the company will take office for a term of three years from the date of deliberation and approval of the company's 2024 annual general meeting.

2. Other explanations

The qualifications of the above-mentioned director candidates meet the requirements of relevant laws, administrative regulations and normative documents on the qualifications of directors, and there is no circumstance that they are not prohibited from serving as directors of the company as stipulated in the Company Law and the Articles of Association, and such director candidates have not been subject to administrative punishment by the China Securities Regulatory Commission or disciplinary action by the exchange, and there are no other circumstances that the Shanghai Stock Exchange determines are not suitable to serve as directors of listed companies. In addition, the educational background and work experience of the independent director candidates are all qualified to serve as independent directors, and meet the relevant requirements for the qualifications and independence of independent directors in the Administrative Measures for Independent Directors of Listed Companies and the Company's Working System for Independent Directors.

In order to ensure the normal operation of the board of directors of the company, the second board of directors will still perform its duties in accordance with the relevant provisions of the Company Law and the Articles of Association before the company's 2024 annual general meeting of shareholders deliberates and approves the above-mentioned re-election.

The company would like to express its heartfelt thanks to the directors of the second board of directors for their contributions to the development of the company during their tenure.

The announcement is hereby made.

Board of Directors of Suzhou Zelgen Biopharmaceutical Co., Ltd

April 19, 2025

Attachment: Curriculum vitae of candidates

1. Curriculum vitae of candidates for non-independent directors of the third board of directors

1. MR. ZELIN SHENG: BORN IN 1960, AMERICAN NATIONALITY, DOCTOR OF PHARMACOLOGY;

He graduated from Henan Medical University with a master's degree in April 1987. He graduated from Miami, USA in December 1992

Ph.D. in Pharmacology; In September 2010, he graduated from China Europe International Business School (CEIBS) with a senior level

Executive Master of Business Administration (EMBA); California, USA, from January 1993 to May 1996

Postdoctoral research at the University of San Diego (UCSD); From June 1996 to March 2003, he served as the United States

Senior researcher of Guoshi Guibao Company; From April 2003 to June 2004, he served as the director of Shanghai Saijin Biopharmaceutical Co., Ltd

directors of the company; From July 2004 to June 2005, he served as an executive director of Shanghai Ona Pharmaceutical Technology Co., Ltd.;

From June 2005 to March 2009, he served as the chief operating officer (COO) of Egret Pharmaceutical Technology (Shanghai) Co., Ltd.;

Since March 2009, he has served as the chairman and general manager of Zelgen Co., Ltd. and the company.

AS OF MARCH 31, 2025, MR. ZELIN SHENG HOLDS SHARES IN THE COMPANY DIRECTLY

49,910,527 shares, and indirectly holds 110,010 shares of the company through Kunshan Jingao Venture Capital Partnership (Limited Partnership), and is one of the controlling shareholders and actual controllers of the company. Mr. ZELIN SHENG does not have the circumstances stipulated in Article 178 of the Company Law, nor has he been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has he been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

2. Ms. Lu Huiping: born in 1967, Chinese nationality, no right of permanent residence abroad, molecular genetics

Master; He graduated from Fudan University with a bachelor's degree in July 1989. He graduated from Fudan University in July 1992

Master's degree in molecular genetics, Institute of Genetics; He served as second from August 1992 to July 1999

Lecturer of the Department of Molecular Genetics, Military Medical University; From August 1999 to December 2001, he successively served as a clonal student in Shanghai

Manager of R&D Department, Manager of Quality Control Department, Deputy Chief Engineer of Wugao Technology Co., Ltd.; January 2002 to

In June 2004, he was appointed as the assistant to the general manager of Shanghai Saijin Biopharmaceutical Co., Ltd.; He served from July to October 2004

Deputy General Manager of Hiona Pharmaceutical Technology Co., Ltd.; From November 2004 to September 2007, he served as Shanghai Blue Heart Doctor

Deputy General Manager of Pharmaceutical Technology Co., Ltd.; From October 2007 to December 2009, he served as the director of Mengke Pharmaceutical Technology (Shanghai)

Deputy General Manager of Co., Ltd.; Since January 2010, he has served as the executive deputy general manager and director of Zelgen Co., Ltd. and the company.

As of March 31, 2025, Ms. Lu Huiping directly held 12,631,644 shares of the Company, which were concurrent

Ningbo Zeao Equity Investment Management Partnership (Limited Partnership) and Ningbo Jingchen Investment Partnership (Limited Partnership) indirectly hold 1,478,233 shares of the company, and is one of the actual controllers of the company. Ms. Lu Huiping does not have the circumstances specified in Article 178 of the Company Law, nor has she been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has she been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

3. Mr. Lv Binhua: born in 1979, Chinese nationality, no right of permanent residence abroad, Ph.D. in organic chemistry; In July 2010, he graduated from Chengdu Institute of Organic Chemistry, Chinese Academy of Sciences with a Ph.D. degree in organic chemistry

Degree; From April 2004 to May 2005, he served as the technical director of Shanghai Huali Biopharmaceutical Co., Ltd.; 2005

From June to August 2007, he served as a senior researcher at Egret Pharmaceutical Technology (Shanghai) Co., Ltd.; July 2010

From June 2012, he served as the deputy director of drug research and development of Egret Pharmaceutical Technology (Shanghai) Co., Ltd.; July 2012

Since then, he has successively served as the executive director, executive vice president, deputy general manager and director of Chemistry of Zelgen Co., Ltd. and the company.

As of March 31, 2025, Mr. Lu Binhua directly held 35,350 shares of the company and approved

Kunshan Jingao Venture Capital Partnership (Limited Partnership) and Ningbo Zeao Equity Investment Management Partnership (Limited Partnership) indirectly hold a total of 4,025,885 shares of the Company, and have no relationship with the controlling shareholder and actual controller of the Company. Mr. Lu Binhua does not have the circumstances stipulated in Article 178 of the Company Law, nor has he been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has he been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

4. Ms. Li Deyu: born in 1980, Chinese nationality, no right of permanent residence abroad, doctoral candidate

Degree; He graduated from Shandong University with a bachelor's degree in July 2002. Graduated from Newcastle, UK in September 2004

Faculty of Medicine, Sir University, Master's degree; Graduated from Newcastle University Medical School in December 2008.

Received a Ph.D.; From July 2009 to December 2015, he served as a small nucleic acid biologist at Kunshan Industrial Technology Research Institute

Deputy Director of the Laboratory of the Technical Research Institute LLC; From December 2015 to April 2021, he served as the city of Kunshan

Deputy General Manager of Small Nucleic Acid Biotechnology Research Institute Co., Ltd., Industrial Technology Research Institute; April 2021 to

He is currently the general manager and director of the Small Nucleic Acid Biotechnology Research Institute Co., Ltd. of Kunshan Industrial Technology Research Institute.

As of March 31, 2025, Ms. Li Deyu did not hold any shares of the Company

There is no affiliation between the international controllers. Ms. Li Deyu does not have the circumstances stipulated in Article 178 of the Company Law, nor has she been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has she been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

5. Mr. Zhang Junchao: born in 1981, Chinese nationality, no right of permanent residence abroad, master's degree candidate

Degree; Graduated from West Anhui University in June 2002; In June 2009, he graduated from Soochow University with a master's degree.

Since June 2009, he has successively served as the R&D director, senior manager of bioproduction and training, deputy director of bioproduction and culture, and director of bioproduction of Zelgen Co., Ltd. and the company.

As of March 31, 2025, Mr. Zhang Junchao directly held 736 shares of the Company and through Ningbo

Jingchen Investment Partnership (Limited Partnership) indirectly holds 84,477 shares of the company, and has no relationship with the controlling shareholder and actual controller of the company. Mr. Zhang Junchao does not have the circumstances specified in Article 178 of the Company Law, nor has he been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has he been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

2. Curriculum vitae of candidates for independent directors of the third board of directors

1. Mr. Cheng Zengjiang: born in 1966, Chinese nationality, no right of permanent residence abroad, doctoral degree. He used to be the chief pharmacist of the Drug Inspection Institute of Jinan Military Region in Shandong Province, an assistant researcher of the 301 Hospital of the People's Liberation Army in Beijing, the technical director/general manager of Beijing Zhenglijian Pharmaceutical Technology Co., Ltd./Beijing Yuekang Group Sipu Runan Pharmaceutical Technology Co., Ltd., and the R&D director of Sihuan Pharmaceutical Holding Group. He is currently the chairman of Tongxiyi (Beijing) Technology Development Co., Ltd. and the chairman of Kebeiyuan (Beijing) Biomedical Technology Co., Ltd. He is also the vice president of the China Food and Drug Enterprise Quality and Safety Promotion Association, and the executive director of the New Drug R&D and Registration Committee of the China Pharmaceutical Enterprise Management Association. The first batch of science and technology leading talents in the 14th session of Suzhou Industrial Park; Suzhou Baituo Biotech Entrepreneurship Mentor, Merck China Innovation Center Mentor; Distinguished expert of China Merchants Bank, consultant of Pingshan District, Shenzhen, special consultant of Suzhou Wuzhong Biomedical Industrial Park, scientific research and development consultant of China Medical City, consultant of Chengdu Medical City, and China Merchants University of Chengdu High-tech Zone

Envoy; At present, he is also an independent director of Borui Biopharmaceutical (Suzhou) Co., Ltd. and Chengdu Yuandong Biopharmaceutical Co., Ltd.

As of March 31, 2025, Mr. Cheng Zengjiang did not hold any shares in the Company, and held no shares in the Company and the Company

There is no relationship between the actual controllers. Mr. Cheng Zengjiang does not have the circumstances stipulated in Article 178 of the Company Law, nor has he been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has he been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

2. Ms. Guan Yamei: born in 1970, Chinese nationality, no right of permanent residence abroad, doctoral degree. Since August 1993, he has been working in Nanjing University of Finance and Economics, and is currently a professor at the School of Accounting, Nanjing University of Finance and Economics. He used to be an independent director of Anhui Huamao Textile Co., Ltd., Guorui Technology Co., Ltd., Hebei Zhisheng Information Technology Co., Ltd., and Nanjing Yangtze River Urban Architectural Design Co., Ltd.; Currently, he is also an independent director of Nanjing Will Pharmaceutical Group Co., Ltd.

As of March 31, 2025, Ms. Guan Yamei did not hold any shares in the Company, and no controlling shares in the Company or the Company

There is no relationship between the actual controllers. Ms. Guan Yamei does not have the circumstances specified in Article 178 of the Company Law, nor has she been punished by the China Securities Regulatory Commission and other relevant departments or disciplined by the stock exchange, and is not a dishonest person subject to execution, nor has she been investigated by the judicial authorities for suspected crimes or investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by the Company Law and other relevant laws, regulations and normative documents.

3. Mr. Yuan Hongchang: born in 1971, Chinese nationality, no right of permanent residence abroad, master's degree. He started his career in 2001 and successively served as Deputy General Manager, Secretary of the Board of Directors, Manager and Director of Key Account Department of Shenzhen World Union Bank Group Co., Ltd., and is currently the Chairman of the Board of Supervisors of Shenzhen World Union Bank Group Co., Ltd. and the General Manager of Shanghai World Union Real Estate Consulting Co., Ltd.; At present, he is also an independent director of Shanghai Bolong Equipment Technology Co., Ltd. and Eurocrane Heavy Industry Co., Ltd.

As of March 31, 2025, Mr. Yuan Hongchang did not hold any shares in the Company, and had no shares in the Company and the Company

There is no relationship between the actual controllers. Mr. Yuan Hongchang does not have any circumstances stipulated in Article 178 of the Company Law, nor has he been punished or securities by the China Securities Regulatory Commission and other relevant authorities

The exchange punishment does not belong to the judgment defaulter, nor does it have the situation of being investigated by the judicial authorities for suspected crimes or being investigated by the China Securities Regulatory Commission for suspected violations of laws and regulations, and meets the qualifications required by relevant laws, regulations and normative documents such as the Company Law.

Follow Yicai Global on

star50stocks

Ticker Name

Percentage Change

Inclusion Date