汤臣倍健股份有限公司
Announcement on the Election of the Board of Directors
The Company and all members of the Board of Directors guarantee the content of the information disclosure is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
The term of office for the sixth Board of Directors of 汤臣倍健股份有限公司 (hereinafter referred to as the "Company") is about to expire. In accordance with the "Company Law," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Management Guidelines No. 2 - Norms for the Operation of GEM Listed Companies," and other laws, regulations, normative documents, and the "Articles of Association," the Company held the twenty-fifth meeting of the sixth Board of Directors on August 7, 2026. The meeting deliberated and passed the "Proposal on the Election of the Board of Directors and Nomination of Non-Independent Director Candidates for the Seventh Board of Directors" and the "Proposal on the Election of the Board of Directors and Nomination of Independent Director Candidates for the Seventh Board of Directors." These proposals are subject to the approval of the Company's shareholders' meeting. The relevant matters are hereby announced as follows:
I. Composition of the Seventh Board of Directors
The seventh Board of Directors of the Company will be composed of 7 directors, including 1 employee representative director elected by the Company's employee representative assembly. Additionally, 3 non-independent directors and 3 independent directors will be elected by the Company's shareholders' meeting.
II. Information on Candidates for Directors of the Seventh Board of Directors
-
Information on Non-Independent Director Candidates: After review by the Nomination, Remuneration and Assessment Committee of the Company's Board of Directors, the Board of Directors nominates Mr. Liang Chaoneng, Mr. Liang Shuisheng, and Mr. Lin Zhicheng as candidates for non-independent directors of the seventh Board of Directors (candidate resumes are detailed in the appendix).
-
Information on Independent Director Candidates: After review by the Nomination, Remuneration and Assessment Committee of the Company's Board of Directors, the Board of Directors nominates Mr. Hu Yuming, Mr. Liu Heng, and Ms. Zhu Huilian as candidates for independent directors of the seventh Board of Directors (candidate resumes are detailed in the appendix). Among them, Mr. Hu Yuming is an accounting professional. Mr. Hu Yuming and Mr. Liu Heng, candidates for independent directors, have obtained the qualification certificates for independent directors recognized by the Shenzhen Stock Exchange. Ms. Zhu Huilian, a candidate for independent director, has not yet obtained the qualification certificate for independent directors of listed companies, but she has participated in the independent director training organized by the Shenzhen Stock Exchange and has formally promised to obtain the qualification certificate for independent directors recognized by the Shenzhen Stock Exchange. The qualifications and independence of the above independent director candidates need to be reviewed and approved by the Shenzhen Stock Exchange before they can be submitted to the Company's shareholders' meeting for deliberation.
III. Other Matters for Explanation
- The Nomination, Remuneration and Assessment Committee of the Company's Board of Directors has reviewed the qualifications of the above candidates and believes that they meet the requirements of the "Company Law," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Management Guidelines No. 2 - Norms for the Operation of GEM Listed Companies," and other relevant laws, regulations, normative documents, and the "Articles of Association."