Securities Code: 002294 Securities Abbreviation: Sinolife Number: 2026-031 Shenzhen Sinolife Pharmaceutical Co., Ltd. Announcement on the Proposed Profit Distribution Plan for 2025 The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and that there are no false records, misleading statements, or material omissions. Special Notice:
- The profit distribution plan for 2025 proposed by Shenzhen Sinolife Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") is as follows: Based on the total share capital of 1,114,816,535 shares as of December 31, 2025, the Company will distribute a cash dividend of RMB 5.50 (tax inclusive) per 10 shares to all shareholders, totaling RMB 613,149,094.25 in cash dividends, with the remaining undistributed profit to be carried forward to subsequent years. The Company does not plan to convert capital reserve into share capital or issue bonus shares in 2025. If the total number of shares entitled to dividend distribution changes due to share repurchases or other events between the disclosure of the annual report and the equity registration date for the implementation of the profit distribution plan, the distribution will be based on the number of shares entitled to dividend distribution on the equity registration date for the implementation of the profit distribution plan, with the distribution ratio remaining unchanged and the total distribution amount adjusted accordingly.
- The cash dividend plan disclosed by the Company does not fall under the circumstances that may trigger other risk warnings as stipulated in Article 9.8.1 of the Shenzhen Stock Exchange Stock Listing Rules. I. Deliberation Procedures
- On April 17, 2026, the Company held the second meeting of the 2026 Independent Directors' Special Committee and the eighteenth meeting of the sixth Board of Directors, respectively, and deliberated and approved the "Shenzhen Sinolife Pharmaceutical Co., Ltd. 2025 Profit Distribution Plan."
- Review of Relevant Meetings (1) Independent Directors' Special Committee The independent directors believe that the Company's 2025 profit distribution plan comprehensively considers the Company's development strategy, profitability prospects, future capital needs, asset status, market environment, and shareholder return plan, in compliance with the requirements of the China Securities Regulatory Commission, the Shenzhen Stock Exchange, and the Articles of Association, and is conducive to the Company's healthy and sustainable development, in the interests of the Company and all shareholders, and does not harm the interests of the Company's shareholders, especially small and medium shareholders. The relevant decision-making mechanism and deliberation procedures comply with the Company's Articles of Association and relevant laws and regulations. The Independent Directors' Special Committee unanimously approved the relevant proposal with 3 votes in favor, 0 votes against, and 0 abstentions. (2) Board of Directors' Opinion The Board of Directors believes that the Company's 2025 profit distribution plan is in line with the Company's established profit distribution policy and shareholder return plan. It comprehensively considers the Company's operating performance, cash flow, long-term development plan, and shareholder return requirements, and complies with the requirements of the Company Law, the Guidance for Listed Companies No. 3 – Cash Dividends of Listed Companies, and other relevant laws and regulations, as well as the Company's Articles of Association. The Board of Directors unanimously approved the relevant proposal with 9 votes in favor, 0 votes against, and 0 abstentions.
- This distribution plan needs to be submitted to the Company's 2025 Annual General Meeting for deliberation. II. Basic Information of the Profit Distribution Plan
- This profit distribution plan is for the 2025 profit distribution.
- According to the audit report by Daixin Certified Public Accountants (Special General Partnership), the Company achieved a net profit of RMB 652,783,745.41 in 2025, of which the net profit attributable to the parent company's shareholders was RMB 651,504,743.99. In accordance with the Company Law, the Articles of Association, and other relevant regulations, when distributing the profit for the year, the Company shall set aside 10% of the profit for statutory common reserves. If the cumulative amount of statutory common reserves reaches 50% of the registered capital, no further allocation is required. The Company allocated RMB 0 for statutory common reserves in 2025. After deducting the RMB 557,408,267.50 profit distributed in 2025 for the 2024 period, and adding the undistributed profit from previous years of RMB 5,093,317,008.69 and other comprehensive income carried forward to retained earnings of RMB 6,574,580.10, the profit available for distribution to investors in this period is RMB 5,193,988,065.28. Considering the Company's profitability prospects, asset status, industry conditions, and market environment, the 2025 profit distribution plan is proposed as follows: Based on the total share capital of 1,114,816,535 shares as of December 31, 2025, the Company will distribute a cash dividend of RMB 5.50 (tax inclusive) per 10 shares to all shareholders, totaling RMB 613,149,094.25 in cash dividends, with the remaining undistributed profit to be carried forward to subsequent years. The Company does not plan to convert capital reserve into share capital or issue bonus shares in 2025. If the total number of shares entitled to dividend distribution changes due to share repurchases or other events between the disclosure of the annual report and the equity registration date for the implementation of the profit distribution plan, the distribution will be based on the number of shares entitled to dividend distribution on the equity registration date for the implementation of the profit distribution plan, with the distribution ratio remaining unchanged and the total distribution amount adjusted accordingly. This distribution plan needs to be submitted to the Company's 2025 Annual General Meeting for deliberation.
- In 2025, the Company expects to distribute a total cash dividend of RMB 613,149,094.25 (tax inclusive), accounting for 94.11% of the net profit attributable to ordinary shareholders in the consolidated financial statements. In 2025, the Company has not implemented any share repurchases using cash as consideration through centralized bidding or tender offers. III. Specifics of the Cash Dividend Plan (1) The Company's 2025 profit distribution plan does not involve any circumstances that may trigger other risk warnings. | Item | 2025 (Estimate) | 2024 | 2023 | |---|---|---|---| | Total Cash Dividend (RMB) | 613,149,094.25 | 557,408,267.50 | 545,679,506.00 | | Share Buyback and Cancellation (RMB) | 0.00 | 0.00 | 0.00 | | Net Profit Attributable to Shareholders of Listed Company (RMB) | 651,504,743.99 | 601,569,140.20 | 580,066,240.84 | Consolidated Statements Undistributed Profit at Year-End (RMB) | | | 5,193,988,065.28 | Parent Company Statements Undistributed Profit at Year-End (RMB) | | | 6,155,388,225.36 | Has the company been listed for three full fiscal years? | Yes | | | Last Three Fiscal Years Total Cash Dividend (RMB) | | | 1,716,236,867.75 | Last Three Fiscal Years Total Share Buyback and Cancellation (RMB) | | | 0.00 | Last Three Fiscal Years Average Net Profit (RMB) | | | 611,046,708.34 | Last Three Fiscal Years Total Cash Dividend and Buyback/Cancellation (RMB) | | | 1,716,236,867.75 | Does it fall under Article 9.8.1(9) of the Stock Listing Rules regarding potential risk warnings? | No | | | Based on the above indicators, the Company expects the total cash dividend for 2025 to be RMB 613,149,094.25 (tax inclusive), accounting for 94.11% of the net profit attributable to ordinary shareholders in the consolidated financial statements for 2025. The cumulative cash dividend for the last three fiscal years is RMB 1,716,236,867.75, and the average net profit for the last three fiscal years is RMB 611,046,708.34, representing 280.87%, which is not less than 30% of the average annual net profit for the last three fiscal years. There are no circumstances that trigger other risk warnings as stipulated in the Shenzhen Stock Exchange Stock Listing Rules. (2) Reasonableness of the Cash Dividend Plan The profit distribution plan is in compliance with the Company Law, the Guidance for Listed Companies No. 3 – Cash Dividends of Listed Companies, the Shenzhen Stock Exchange Listed Company Self-Regulation Guidelines No. 1 – Norms for Main Board Listed Companies, the Articles of Association, and the Company's Three-Year Shareholder Dividend Return Plan. The proportion of cash dividends in this profit distribution is 100%, and the proposed cash dividend comes from the Company's own funds. The distribution plan is in line with the Company's established profit distribution policy and shareholder return plan, comprehensively considering the Company's development stage, business model, profitability, solvency, future capital needs, and investor returns. It will not have a significant impact on the Company's operating cash flow, nor will it affect the Company's normal operations and long-term development. There is no significant difference compared to the average level of listed companies in the same industry, and it is reasonable, legal, and compliant. The audited amounts for transactional financial assets, derivative financial assets (excluding hedging instruments), debt investments, other debt investments, other equity instrument investments, other non-current financial assets, and other current assets (excluding assets related to operating activities such as VAT receivables, prepayments, and contract acquisition costs) for 2024 and 2025 are RMB 327,262.27 thousand and RMB 306,551.61 thousand, respectively, accounting for 31.27% and 27.13% of total assets, both below 50%. IV. Risk Warning This profit distribution plan is subject to approval by the Company's shareholders' meeting and is subject to uncertainty. Investors are advised to invest rationally and be aware of the risks. V. Documents for Inspection
- 2025 Annual Audit Report;
- Resolution of the Eighteenth Meeting of the Sixth Board of Directors;
- Proof of Deliberation by the Board of Directors' Special Committee;
- Other documents required by the Shenzhen Stock Exchange. Hereby Announced Shenzhen Sinolife Pharmaceutical Co., Ltd. Board of Directors April 21, 2026