The 2019 Annul Report of Huadong Medicine Co., Ltd. Huadong Medicine Co., Ltd. The Annual Report 2019 April 2020 1 The 2019 Annul Report of Huadong Medicine Co., Ltd. To the shareholders Dear Fellow Shareholders, 2019 was a year where the pharmaceutical industry in China underwent significant structural changes. It was also an incredibly important year for Huadong that we accelerated our transformation and took great strides toward a new era of growth. Look back on 2019, our employees had altogether accomplished outstanding results through commitment and relentless hard work. Overall, the company continued to deliver solid overall performance and business results. Our company’s financial results again reached new high record, with consolidated net profit increased by 24.08% to RMB 2.813billion. Zhongmei Huadong achieved annual sales revenue of more than RMB 10 billion for the first time, a historical milestone. Zhongmei Huadong invested RMB1.055 billion in research and development (R&D), a 49.14% increase compared to prior year. We successfully established Zhongmei Huadong - centered a global R&D strategic collaboration ecosystem and completed R&D project evaluation and approval system. We made significant breakthroughs in research and innovation, where we saw TTP273, the world’s first oral small molecular GLP-1 agonist drug receiving regulatory approval to commence Phase I clinical trial, and other key R&D projects, including Mafatinib and Liraglutide, entering Phase III clinical trials. We also entered into strategic collaborations with R2 and MediBeacon in the US and Kylane in Switzerland while obtained global commercialization rights to a number of innovative products, which enriched our product pipeline and drivers for future growth. In June 2019, we welcomed our new board of directors and successfully completed the handover of the new and old management teams. We formulated a new growth strategy to focus on the pharmaceutical and healthcare sectors, led by the pharmaceutical industry division, while expanding in pharmaceutical distribution and aesthetics. We keep faith with our corporate philosophy of being “R&D based and patient centered” and we are dedicated to becoming a major global branded pharmaceutical company driven by research and innovation. The boom of generic drugs in China has come to an end, but the golden age of innovative drugs has already been emerging. Going forward, Huadong Medicine will stay primary focus on three core therapeutic areas of oncology, endocrinology and autoimmunology. We will focus on innovative products with 2 The 2019 Annul Report of Huadong Medicine Co., Ltd. meaningful clinical value and significant market potential. We will conduct a comprehensive review of our existing product portfolio to reduce the number of generic drugs with low barriers of entry and low commercial value. We will continue to solidify our leading position in diabetes and transplantation immunology in China, through establishing core competencies and strategies based on innovative drugs R&D and differentiated generic drugs with high technical barriers of entry, as well as targeting break-through sciences. We will continue to invest and expand our R&D capabilities. Our annual R&D expenditure will be at least equal up to 10% of Pharmaceutical Industry sales. Through both organic growth and in-organic transactions, establishing partnerships and collaborations horizontally and vertically across healthcare industries, we aim to rapidly expand and optimize our pipelines of innovative products in core areas of focus across various stages of R&D. We will continuously improve our R&D capabilities and effectiveness to enable Huadong Medicine to be the leading pharmaceutical company with best-in-class R&D, strong scientific marketing promotion and state-of-the-art manufacturing capabilities. We endeavor to launch new products every year from 2022 onwards and by 2025 have sales contribution of innovative products to be 30% of total Pharmaceutical Industry sales and rising. 2020 is going to be a year of transformation for Huadong. We are prepared to embrace more intensive competitive environment and challenges. Any challenge would only ensure our continued success in the future. We are well positioned to rapidly respond and adapt to any emerging situation or issue as we make further advances in the transition period. We are committed to our transformation strategy to pursue innovation as high priority. We are positioning for the longevity of the business and have great confidence that we could overcome any obstacle. We will make steady progress on course to innovation and transformation and target sustainable growth, cost saving and debt reduction, by optimizing organisational structure, attracting new talents and streamlining operating models. We will transform from being led to leading, from generic to innovation, from domestic to global and from success to excellence! We will fully leverage our great culture of exploration as well as capital and technology we have cumulated through the past years. We have embarked on a journey to innovation and transformation with a comprehensive plan and we are dedicated to make great progress towards achieving the goal by overcoming any challenge. We envisage by 2025 Huadong Medicine will be successfully transformed from a traditional generic drug manufacturer to a leading innovative pharmaceutical company. We also envisage that going forward Huadong Medicine will become a leading global pharmaceutical company. 3 The 2019 Annul Report of Huadong Medicine Co., Ltd. This year is our 20th anniversary of our initial public offering. We sincerely thank all our shareholders for your support in Huadong Medicine for the past 20 years. We are not afraid of change and committed to stay on course and work even more diligently to deliver best results. We will stay true to our purpose and core values and will continue to create long term and sustainable meaningful value for our shareholders! Lyu Liang, Chairman On behalf of Huadong Medicine April 2020 4 The 2019 Annul Report of Huadong Medicine Co., Ltd. Section I. Important Declaration, Contents and Definitions The Board of Directors, Board of Supervisors, directors, supervisors and senior management of Huadong Medicine Co., Ltd. (hereinafter referred to as the “Company”) hereby guarantee that the information presented in this annual report is authentic, accurate and complete and free of any false records, misleading statements or material omissions, and shall undertake individual and joint legal liabilities. Lyu Liang, the Company’s legal representative and the officer in charge of accounting, and Qiu Renbo, head of accounting department (accounting supervisor) hereby declare and guarantee that the financial statements in this annual report are authentic, accurate and complete. All directors have attended the Board of Directors meeting to review this annual report. The future plans, development strategies and other forward-looking statements in this annual report shall not be considered as substantial commitment of the Company to investor. Therefore, investors are kindly reminded to pay attention to possible investment risks. The profit distribution plan reviewed and adopted by this Board of Directors meeting is as follows: on the basis of 1,749,809,548 shares, a cash dividend of 2.8 yuan (tax included) is to be distributed to all shareholders for 5 The 2019 Annul Report of Huadong Medicine Co., Ltd. every 10 shares; no bonus share will be issued; and no capital reserve will be converted to increase the capital stock. According to “Stock Listing Rules of the Shenzhen Stock Exchange”, if listed companies have both Chinese or other language version of public notice, they should ensure the content of both versions are the same. In the case of discrepancy, the original version in Chinese shall prevail. 6 The 2019 Annul Report of Huadong Medicine Co., Ltd. Contents To the shareholders .................................................................................................................................................. 2 Section I. Important Declaration, Contents and Definitions ............................................................................... 5 Section II. Company Profile and Key Financial Indicators ................................................................................. 9 Section III. Overview of the Company’s Business .............................................................................................. 14 Section IV. Discussion and Analysis of Operations ............................................................................................. 20 Section V. Important Matters ............................................................................................................................... 66 Section VI. Share Change and Shareholders ..................................................................................................... 104 Section VII. Preferred Shares ..............................................................................................................................113 Section VIII. Convertible Corporate Bonds .......................................................................................................114 Section IX. Directors, Supervisors, Senior Managers and Employees .............................................................115 Section X. Corporate Governance ...................................................................................................................... 126 Section XI. Information about Corporate Bonds.............................................................................................. 132 Section XII. Financial Report ............................................................................................................................. 136 7 The 2019 Annul Report of Huadong Medicine Co., Ltd. Definitions Term refers to Definition Huadong Medicine/the Company/our Company refers to Huadong Medicine Co., Ltd. CGE refers to China Grand Enterprises, Inc. Huadong Medicine Group refers to Hangzhou Huadong Medicine Group Co., Ltd. Zhongmei Huadong refers to Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. Xi’an Bohua refers to Huadong Medicine (Xi’an) Bohua Pharmaceutical Co., Ltd. Jiangdong Company refers to Hangzhou Zhongmei Huadong Pharmaceutical Jiangdong Co., Ltd. Huadong Ningbo Company refers to Huadong Ningbo Medicine Co., Ltd. Sinclair refers to Sinclair Pharma Limited Chongqing Peg-Bio refers to Chongqing Peg-Bio Biopharm Co., Ltd. CSRC refers to China Securities Regulatory Commission RAPT refers to RAPT Therapeutics, Inc. SSE refers to Shenzhen Stock Exchange GMP refers to Good Manufacturing Practice GSP refers to Good Supply Practice BE refers to Bioequivalence refers to Center for Drug Evaluation (of National Medical Products CDE Administration) MAH refers to Marketing Authorization Holder FDA refers to (U.S.) Food and Drug Administration ANDA refers to (U.S.) Abbreviated New Drug Application refers to International Council for Harmonisation (of Technical Requirements ICH for Pharmaceuticals for Human Use) IND refers to Investigational New Drug PK/PD refers to pharmacokinetics/pharmacodynamics CMC refers to Chemistry, Manufacturing and Control PMA refers to Premarket Application QA refers to Quality Assurance (department) refers to Drugs that can only be purchased and used according to prescriptions prescription drugs issued by physicians 8 The 2019 Annul Report of Huadong Medicine Co., Ltd. Section II. Company Profile and Key Financial Indicators I. Company information Stock name (abbreviation) Huadong Medicine Stock code 000963 Stock listed on Shenzhen Stock Exchange Company name in Chinese 华东医药股份有限公司 Company name in Chinese 华东医药 (abbreviation) Company name in English (if Huadong Medicine Co., Ltd. any) Company name in English Huadong Medicine (abbreviation, if any) Legal representative Lyu Liang Registered address Floor 7, 9 and 10, Gate No. 1, Building No. 1, 468 Yan’an Road, Hangzhou Zip code of the registered 310006 address Office address 866 Moganshan Road, Hangzhou Zip code of the office address 310011 Official website www.eastchinapharm.com Email address hz000963@126.com II. Contact persons and contact information Secretary of the Board of Directors Securities affairs representative Name Chen Bo Xie Lihong Contact address 866 Moganshan Road, Hangzhou 866 Moganshan Road, Hangzhou Tel. 0571-89903300 0571-89903300 Fax 0571-89903300 0571-89903300 Email address hz000963@126.com hz000963@126.com III. Channels of disclosure and location of preparation Media selected by the Company for information China Securities Journal, Securities Times, and Shanghai Securities News disclosure Website designated by CSRC for publication of the http://www.cninfo.com.cn 9 The 2019 Annul Report of Huadong Medicine Co., Ltd. annual report Location of preparation of the Company’s annual Office of the Company’s Board of Directors report IV. Registration changes Organization code 91330000143083157E Changes of the Company’s main business since its None listing (if any) Previous changes of controlling shareholder (if any) None V. Other relevant information The accounting firm hired by the Company Name of the accounting firm Pan-China Certified Public Accountants (special general partnership) Floor 15, Block B, China Resources Building, 1366 Qianjiang Road, Office address of the accounting firm Jianggan District, Hangzhou, Zhejiang Province Certified public accountants (signatories) Wang Fukang, Xu Ping Sponsor(s) hired by the Company to fulfil the duty of continuous supervision during the reporting period □ Applicable √ N/A Financial consultant(s) hired by the Company to fulfil the duty of continuous supervision during the reporting period □ Applicable √ N/A VI. Key accounting data and financial indicators Whether the Company needs to perform a retroactive adjustment or restatement of previous accounting data √ Yes □ No Reason(s) for retroactive adjustment or restatement Other reason(s) Percentage increase/decrea 2018 se from last 2017 2019 year to this year Before After After Before After adjustment adjustment adjustment adjustment adjustment 35,445,698,216 30,663,374,326 30,663,374,326 27,831,823,148 27,831,823,148 Operating revenue (yuan) 15.60% .15 .27 .27 .07 .07 Net profit attributable to 2,813,118,702. 2,267,229,174. 2,267,229,174. 24.08% 1,779,506,061. 1,779,506,061. 10 The 2019 Annul Report of Huadong Medicine Co., Ltd. shareholders of listed 11 08 08 59 59 companies (yuan) Net profit attributable to shareholders of listed 2,574,437,417. 2,236,323,500. 2,236,323,500. 1,740,064,200. 1,740,064,200. companies after deducting 15.12% 52 44 44 10 10 non-recurring gains/losses (yuan) Net cash flow from operating 2,001,698,170. 2,039,496,083. 2,039,496,083. 1,661,118,663. 1,661,118,663. -1.85% activities (yuan) 67 26 26 70 70 Basic earnings per share 1.61 1.55 1.29 (Note) 24.08% 1.83 1.02 (Note) (yuan/share) Diluted earnings per share 1.61 1.55 1.29 (Note) 24.08% 1.83 1.02 (Note) (yuan/share) Weighted average return on 25.29% 24.87% 24.87% 0.42% 23.02% 23.02% equity (ROE) Percentage increase/decrea se from the end End of 2018 End of 2017 of last year to End of 2019 the end of this year Before After After Before After adjustment adjustment adjustment adjustment adjustment 21,463,974,146 19,217,357,282 19,217,357,282 15,987,106,537 15,987,106,537 Total assets (yuan) 11.69% .63 .33 .33 .46 .46 Net assets attributable to 12,309,477,308 9,938,148,996. 9,938,148,996. 8,393,269,796. 8,393,269,796. shareholders of listed 23.86% .00 53 53 56 56 companies (yuan) Note: During the reporting period, the Company implemented Profit Distribution Plan 2018 in June 2019. On the basis of 1,458,174,624 shares of the Company’s capital stock, a cash dividend of 3.3 yuan (tax included) was distributed for every 10 shares, and the capital reserve was converted to increase 2 shares for every 10 shares. Data on earnings per share for 2017 and 2018 were adjusted on the basis of the latest capital stock according to relevant accounting standards. Capital stock of the Company as of the trading day before disclosure Capital stock of the Company as of the trading day before 1,749,809,548 disclosure (share) Fully diluted earnings per share calculated on the basis of the latest capital stock Dividends paid on preferred shares 0.00 Fully diluted earnings per share calculated on the basis of the 1.6077 latest capital stock (yuan/share) 11 The 2019 Annul Report of Huadong Medicine Co., Ltd. VII. Differences in accounting data under domestic and overseas accounting standards 1. Differences in net profit and net assets disclosed in financial statements under international and Chinese accounting standards □ Applicable √ N/A There are no differences in net profit and net assets disclosed in financial statements under international and Chinese accounting standards. 2. Differences in net profit and net assets disclosed in financial statements under overseas and Chinese accounting standards □ Applicable √ N/A There are no differences in net profit and net assets disclosed in financial statements under overseas and Chinese accounting standards. VIII. Key financial indicators by quarter Unit: RMB yuan Q1 Q2 Q3 Q4 Operating revenue 9,705,148,188.21 8,543,519,428.77 9,379,217,601.89 7,817,812,997.28 Net profit attributable to 907,244,647.77 689,038,770.54 616,830,635.77 600,004,648.03 shareholders of listed companies Net profit attributable to shareholders of listed companies 856,031,343.59 618,403,044.38 605,545,800.58 494,457,228.97 after deducting non-recurring gains/losses Net cash flow from operating -433,890,841.71 1,396,919,178.57 -53,990,090.92 1,092,659,924.73 activities Whether the above financial indicators or their totals are significantly different from relevant financial indicators in previous quarterly and semiannual reports by the Company □ Yes √ No IX. Items and amounts of non-recurring gains/losses √ Applicable □ N/A Unit: RMB yuan Item 2019 2018 2017 Note Mainly due to the Gains/losses on disposal of non-current 109,574,836.97 -697,591.38 -7,395,738.16 confirmation of assets (including the written-off part of the housing demolition 12 The 2019 Annul Report of Huadong Medicine Co., Ltd. accrued assets impairment reserve) and relocation funds in the current period. Tax refund and reduction with ultra vires examination and approval or without offical 4,407,536.93 1,630,170.53 11,124,356.12 approval documents Mainly due to the confirmation of government grants by Government grants included in current the Company’s gains/losses (excluding those closely related 112,527,883.18 79,368,271.28 85,111,812.35 subsidiaries, to operating activities and measured Zhongmei Huadong according to unified national standards) and Huadong Ningbo Company, in the current period. Gains/losses on assets entrusted to others for 16,058,460.95 2,575,905.01 investment or management Gains/losses on debt restructuring 2,439,066.31 Receivables subject to separate impairment test and reversal of reserve for impairment 1,896,979.79 of contract assets Mainly due to the adjustment of contingent Other non-operating revenue or expenditure consideration 77,976,120.18 -34,052,605.70 -20,536,885.66 expect above-mentioned items payments of the rights and interests of Sinclair products in the current period. Less: Amount affected by income tax 47,542,186.99 14,789,855.01 19,783,865.78 Amount affected by rights and interests 20,159,885.47 16,611,177.03 14,092,788.70 of minority stakeholders (after tax) Total 238,681,284.59 30,905,673.64 39,441,861.49 -- If the Company recognizes an item as a non-recurring gain/loss based on the “Interpretative Announcement No. 1 on Information Disclosure Criteria for Public Companies – Non-Recurring Profit/Loss” or recognizes an item satisfying the definition of non-recurring gain/loss in the announcement as a recurring gain/loss, reasons should be specified. □ Applicable √ N/A No such case during the reporting period. 13 The 2019 Annul Report of Huadong Medicine Co., Ltd. Section III. Overview of the Company’s Business I. Main business of the Company during the reporting period Huadong Medicine Co., Ltd. (stock code: 000963), founded in 1993 and headquartered in Hangzhou, Zhejiang Province, was listed on Shenzhen Stock Exchange in December 1999. After more than 20 years of development, the Company’s business covers the whole pharmaceutical industrial chain. With the medicine industry as its core, the Company expands its medicine business and aesthetic medicine industry, and has developed into a large comprehensive listed pharmaceutical company integrating R&D, production and sales of medicine. The pharmaceutical industry of the Company focuses on R&D, production and sales of medication for specialist departments, chronic diseases and special purposes. The Company has formed core product pipelines in such fields as chronic kidney diseases, transplantation immunity, internal secretion and digestive system, and owns a number of first-line clinical medications with market advantages in China. Meanwhile, through independent development, external introduction and project cooperation, the Company focuses on the R&D layout of innovative drugs and generic drugs with high technical barriers in the three core fields of anti-tumor, internal secretion and autoimmunity. The Company continues to carry out international product registration, international certification, consistency evaluation, etc., forming an international pharmaceutical industry system. The Company’s pharmaceutical commerce has four sections: Western Medicine & Traditional Chinese Medince (TCM), medical equipment, ginseng & herb and health industry, covering medicine wholesale, medicine retail, third-party medicine logistics featured by cold chain, medicine e-commerce, hospital value-added services and featured big health industry, providing customers with integrated solutions. The Company’s aesthetic medicine business focuses on R&D, production and sales of the latest products and devices in facial micro-plastic surgery and skin management. Sinclair, a wholly-owned subsidiary headquartered in the United Kingdom, has production bases in France, the Netherlands and the United States, and promotes and sells long-acting microspheres for injection, hyaluronic acid, thread lift and other products in the global market. Sinclair is the Company’s global 14 The 2019 Annul Report of Huadong Medicine Co., Ltd. operation platform for aesthetic medicine. Huadong Ningbo Company, a partially-owned subsidiary, is a comprehensive aesthetic medicine and healthcare platform company integrating R&D, production and sales of aesthetic medicine products and customized services. It is acting as the general agent for Korean YVOIRE hyaluronic acid products in the Chinese market. II. Significant changes in major assets 1. Significant changes in major assets Major assets Note on significant changes The ending balance is 464.27 million yuan, an increase of 157.89% from the beginning Equity assets of the period, which is mainly due to the increase of long-term equity investments and other equity instrument investment in the current period. Fixed assets None Intangible assets None The ending balance is 1.82981 billion yuan, an increase of 196.57% from the beginning of the period, which is mainly due to the increase of Zhongmei Huadong R&D platform Constructions in progress construction and Huadong Medicine Biomedical Science and Technology Park Project Phase II. The ending balance is 254.89 million yuan, an increase of 63.9% from the beginning of Advance reciepts the period, which is mainly due to the increase of drug sales revenue received in advance. Non-current liabilities due within one Mainly due to the transfer of bonds payable due within one year. year The ending balance is 48.08 million yuan, a decrease of 82.5% from the beginning of the Long-term payables period, which is mainly due to the adjustment of contingent consideration payments of the rights and interests of Sinclair products in the current period. 2. Major overseas assets √ Applicable □ N/A Proportion of Whether Control Specific Assets size overseas there are any Reason for Operating measures to content of (ten thousand Location Profit or loss assets in the significant formation mode ensure assets assets yuan) Company’s impairment safety net assets risks Sinclair Acquisition Independent Control of 93,619.01 UK Profit 7.61% None Pharma of equity accounting the Board of 15 The 2019 Annul Report of Huadong Medicine Co., Ltd. Limited Directors and examination & approval of major decisions; daily supervision of financial matters; entrusting external intermediarie s to conduct audits Note: During the reporting period, in April 2019, the Company entered into strategic cooperation with R2 Dermatology, a US company specializing in medical devices and technology development related to dark spot removal and skin whitening using freezing technology in the field of aesthetic medicine, and made equity investment in R2 and became its shareholder. As of the date of this disclosure, the Company has invested 20 million US dollars, with a shareholding ratio of 26.60%. In July 2019, the Company entered into strategic cooperation with MediBeacon, a US company dedicated to the development of contrast agents and equipment in such medical fields as renal function and gastrointestinal function assessment, and invested 30 million US dollars for equity investment. As of the date of this report, the Company has contributed 15 million US dollars, or 4.3% of its shares. III. Analysis of core competitiveness 1. Open R&D system and continuous improvement of innovation capability After years of development, the Company has established and improved its independent R&D system, built a global R&D strategy collaboration ecosystem centered on Zhongmei Huadong, established a global new drug R&D center, set up joint research offices in Boston and Silicon Valley in the United States, and cooperated with world-renowned colleges, research institutes, innovative biotech companies, professional technology platforms and other institutions in new drug R&D projects. The Company has continuously increased R&D investment, adjusted its existing product structure in an all-round way, resolutely cleaned up and phased out generic drugs with low barriers 16 The 2019 Annul Report of Huadong Medicine Co., Ltd. and low commercial value, focused on three core areas of anti-tumor, internal secretion and autoimmunity, continued to consolidate its position as a domestic leader in the field of diabetes and autoimmune drugs, quickly completed the layout of innovative product pipelines in the core areas, and enabled the Company to effectively supplement and take the lead in innovative products in the core areas. Independent R&D, external M&A, and product license-in have rapidly enriched product pipelines in the core areas, forming a good development trend of continuous proposal and market launch of innovative products, providing new momentum for medium and long-term growth. 2. Comprehensive capability in international business development The Company has actively promoted internationalization and acquired 100% shares of Sinclair, a British listed company, through international M&A, thus realizing the global layout of aesthetic medicine sales network. Its strategic cooperation with US companies R2 and MediBeacon and Kylane in Switzerland has increased its international commercial development rights and interests. The Company has accelerated the international registration of products. All its chemical raw medicine in production have been certified by FDA or in authoritative markets such as the European Union; its Pantoprazole Sodium Lyophilized Powder for Injection has been temporarily approved by FDA; and its Acarbose Tablets gained access to the Austrian market in the European Union. The Company is the first Chinese medicine enterprise to achieve these results. The production lines of all of its raw medicines and some of its preparations have been certified by FDA or in authoritative markets such as the European Union. The Company actively engages itself with international logistics and purchasing suppliers, realizes the internationalization of purchasing ability, strengthens international trade cooperation, and achieves positive results in the expansion of internation al raw medicine market. 3. Abundant product pipelines for specialist departments and chronic diseases and overall competitive advantage in the field of diabetes medication Over the years, the Company has been deeply engaged in medication for specialist departments, chronic diseases and special purposes, and has built a good brand effect and solid market foundation in such fields as chronic kidney diseases, transplantation immunity, internal secretion, and digestive system . Its market share remains in the forefront of domestic similar products. An overall layout of innovative targets and differentiated generic drug product pipelines has been formed in the 17 The 2019 Annul Report of Huadong Medicine Co., Ltd. important clinical medication targets of diabetes. In the field of organ transplantation, the Company’s products cover all clinical first-line immunosuppressant. In the future, the Company will focus on the R&D layout of innovative products in the three core areas of anti-tumor, internal secretion and autoimmunity. At present, the Company has 22 core products on the market and 16 varieties under R&D included in the 2019 National Reimbursement Drug List and 10 core products on the market and 4 varieties under R&D included in the 2018 National Essential Drug List. Full product line layout of Huadong Medicine in the field of diabetes medication (R&D progress as of April 2020) Traditional oral DPP-4 inhibitors SGLT-2 inhibitors GLP-1 receptor stimulants Insulin and biosimilars hypoglycemic drugs Acarbose (already on the Sitagliptin -Metformin Empagliflozin-Metformin Liraglutide (clinical trial Insulin Detemir (clinical trial market) Compound (applied for Compound (applied for phase III) phase I) production) production) Pioglitazone-Metformin Canagliflozin (BE Liraglutide (clinical trial Insulin Aspart (preclinical) (already on the market) completed, to apply for phase I: indications for production) weight loss) Pioglitazone (already on the TTP273 (oral administration) Insulin Degludec market) (overseas clinical trial phase (preclinical) II completed; domestic clinical trial phase I) Voglibose (already on the Lucentis (preclinical) market) Repaglinide (BE research) 4. Leading pharmaceutical professional promotion team and market network in China With academic promotion of clinical value as the core, the Company has promoted a multi-channel marketing mode that combines comprehensive hospitals, primary medical institutions, retail and third terminals, and Internet, and has gradually formed effective coverage through multiple channels. With the full coverage of Zhejiang Province, the Company has established business cooperation with 31 of the world’s top 50 pharmaceutical multinational companies and 80 of China’s top 100 pharmaceutical companies, and its cold-chain logistics and distribution business is taking the lead in China. In the field of aesthetic medicine, Ningbo Company, a partially-owned subsidiary, ranks first in the market share of domestic aesthetic medicine. The core products of Sinclair, a wholly-owned subsidiary, have been launched in more than 60 countries and regions around the world. 5. Prudent and pragmatic operation style and shareholder return 18 The 2019 Annul Report of Huadong Medicine Co., Ltd. The Company values management innovation, and strives to meet the demand of market competition by improving its quality of operation. The compliant and efficient marketing services, differentiated market positioning, innovative R&D layout and perfect talent planning promote the Company’s lasting and steady development. Since its listing, the Company has maintained steady growth in performance for 20 years. Since 2007, the Company has kept the return on equity (ROE) above 20% for 13 consecutive years, leading A-share listed companies and the medicine industry. Since its listing 20 years ago, the Company has paid dividends for 16 times, with a total value of 3.684 billion yuan, far exceeding the 250 million yuan raised in its IPO. The Company has brought continuous and stable returns on investment to shareholders. 19 The 2019 Annul Report of Huadong Medicine Co., Ltd. Section IV. Discussion and Analysis of Operations I. Overview 2019 is a year of great historical significance in the development of New China, and a year of profound and dramatic changes in China’s medicine industry. It is also a key year for the Company to deepen its transformation, and the first year for the Company to implement the entrepreneurial spirit and enter a new period of development. Over the past year, faced with the enormous pressure brought by the national economic downturn, the serious situation in the domestic medicine market, the pressure of price reduction, regulatory compliance and market competition brought by the intensive implementation of national health reform policies such as centralized purchasing, the Company focuses on enhancing soft value, adheres to strategic enterprise transformation, emphasizes high-quality development, comprehensively and rapidly promotes the internationalization of innovation transformation, maintains balanced development of industry and business, continues to push forward in a complex and changeable policy and industry environment, and has achieved remarkable operating results. The Company’s operating revenue and net profit have reached new highs, and its operating performance has maintained steady growth for 20 consecutive years. Meanwhile, its business quality has been continuously improved. During the reporting period, the income from main business and net profit continued to increase. The annual operating revenue was 35.446 billion yuan, an increase of 15.60% over the previous year. The net profit attributable to shareholders of the parent company was 2.813 billion yuan, an increase of 24.08% over the previous year. By the end of 2019, the total assets of the Company had reached 21.464 billion yuan, and the net assets belonging to the shareholders of the parent company were 12.309 billion yuan. The liabilities to assets (L/A) ratio was 40.05%; the return on equity (ROE) was 25.29%, which remained above 20% for 13 consecutive years. In 2019, Zhongmei Huadong, a wholly-owned subsidiary of the Company, has completed the tasks of scientific research, production and operation, continuously enhanced its market competitiveness and profitability, and continued to exploit the chronic disease market; the four product lines of chronic kidney diseases, diabetes, transplantation immunity and digestive system 20 The 2019 Annul Report of Huadong Medicine Co., Ltd. all maintain growth. Its operating revenue topped 10 billion yuan for the first time, reaching 10.508 billion yuan, with a net profit of 2.198 billion yuan, with year-on-year increases of 28.02% and 18.14%, respectively. Huadong Medicine’s business sector has actively innovated and developed its business mode, continuously improved its operating efficiency, and maintained a steady growth in its business. With annual sales revenue of 25.098 billion yuan, it continued to maintain a leading position in the medicine industry in Zhejiang Province. In the aesthetic medicine industry, it continued to explore the domestic and overseas markets, with annual income exceeding 1.2 billion yuan. State of perating Growth trend of Huadong Medicine’s operating revenue (100 million yuan) in the past 10 years 100 million yuan Compound annual growth rate of operating revenue (100 million yuan) in the past 10 years (100 million yuan) Growth trend of Huadong Medicine’s operating revenue over the past 10 years Growth trend of Huadong Medicine’s net profit (100 million yuan) attributable to the parent company in the past 10 years 100 million yuan Compound annual growth rate of net profit attributable to the parent company (100 million yuan) in recent 10 years (100 million yuan) Growth trend of Huadong Medicine’s net profit attributable to the parent company in the past 10 years 21 The 2019 Annul Report of Huadong Medicine Co., Ltd. ROE of Huadong Medicine (%) from 2007 to 2019 ROE of Huadong Medicine (%) from 2007 to 2019 ROE of Huadong ROE of domestic medicine industy Medicine (source: SASAC; iFinD) ROE of Huadong Medicine (%) from 2007 to 2019 Growth rate of the Company’s major product lines in 2019 All major product lines maintained good growth Growth rate Growth rate Growth Growth Growth rate rate rate TCM for kidney Diabetes Immunosuppressants Digestive Cardiovascular and diseases medication system drugs cerebrovascular drugs Growth rate of Huadong Medicine’s major product lines in 2019 1. Accelerated R&D transformation, increased R&D investment, and abundant product pipelines In 2019, the Company continued to promote R&D transformation, with an annual R&D investment of 1.055 billion yuan, a year-on-year growth of 49.14%. Through independent development, external introduction and project cooperation, the Company has accelerated the enrichment of its product pipelines. It has set up an international new drug development center, a 22 The 2019 Annul Report of Huadong Medicine Co., Ltd. R&D project decision-making committee and an expert management committee, further strengthened BD team building, and established the BD coordination mechanism and PM management mechanism. The Company has strengthened the full life cycle management of R&D projects, further improved the proposal approval and dynamic evaluation system of R&D projects, timely adjusted the R&D strategies and direction, and cleaned up and eliminated generic drugs with low barriers and low commercial value, so as to ensure the maximum utilization of its R&D resources. It has optimized the R&D incentive system and fostered a R&D atmosphere that encourages innovation and initiative by taking innovation as the orientation and the actual R&D achievement as the evaluation standard. The Company has vigorously carried out the consistency evaluation of each product, actively promoted clinical trials and sample preparation, completed the process verification of 8 varieties and the BE/pre-BE sample preparation of 11 varieties, and completed the supplementary application of products on the market and supplementary research of related new products. Aligned with international standards, the Company has actively promoted the R&D efficiency through the CMO/CDMO cooperation mode. A total of 3 clinical approvals and 1 production approval were obtained throughout the year; TTP273 obtained phase I clinical approval; R2, HDSY313, MB102, MET306, CX-01-T and other innovation projects under R&D are progressing in a planned and orderly manner; Liraglutide for Injection officially entered phase III clinical trial and clinical enrollment continued as planned. (For details about R&D investment and product pipelines under R&D, please refer to the relevant content in the R&D section) 2. Positive results in international development and major breakthroughs in international registration International product introduction and cooperation: (1) The Company signed a strategic cooperation agreement with R2 Dermatology, made equity investment in R2 and obtained the exclusive distribution rights of medical devices F1 and F2 developed by R2 and their future improved models in 34 Asian countries and regions including China’s mainland, Japan and South Korea; (2) Through strategic cooperation with MediBeacon, the Company obtained the exclusive commercialization rights of all the products (including renal function monitoring and assessment, gastrointestinal function assessment, and surgical visualization) owned by MediBeacon in 25 Asian countries and regions including China’s mainland after subscribing part of the series B preferred 23 The 2019 Annul Report of Huadong Medicine Co., Ltd. shares issued by MediBeacon. The signing of this project will promote the Company to gradually form a complementary and collaborative drug product line and accurate monitoring means in the field of chronic disease diagnosis and treatment, and further consolidate the Company’s comprehensive competitiveness in chronic disease diagnosis and treatment; (3) The Company reached a strategic cooperation intention with Switzerland’s KYLANE LABORATOIRES and formally signed an agreement in the first quarter of 2020 to obtain the commercialization rights of its Kysense series of high-end hyaluronic acid products in the global market. The products are expected to be approved for sale in the European market in 2020, further enriching the aesthetic medicine product pipelines. International registration of preparations: The Company has continued to promote international strategic goals. Pantoprazole Sodium for Injection (40mg) was temporarily approved by FDA, filling the gap in ANDA registration of the Company’s preparations. Acarbose Tablets were approved for sale in the Austrian market in the European Union; it is the first domestic oral diabetes drug approved for sale in the European Union market. 3. Innovative operating mode for an international medicine production system of Huadong The Company has actively adapted its production system to the market. Centering on patients’ unsatisfied treatment needs and the Company’s product strategies, the Company has focused on the implementation of generic drugs and the approval of innovative products, continued to enhance the bulk R&D registration, production and manufacturing capabilities, further integrated the Company’s superior resources, built an open manufacturing system, accelerated the transformation of production and operation from the traditional “hard assets” to the “light assets” operating mode, adjusted the product structure using the total factor layout, and piloted a new diversified operating mode of light assets (MAH). The Company has completed the transfer for production and approval of proposal of scientific research projects to production in 2019, continuously promoted the ANDA internationalization project of products, and carried out the international registration of Daptomycin and Daptomycin for Injection, Fondaparinux Sodium and Fondaparinux Sodium Injection, Acarbose Tablets, Pioglitazone-Metformin Tablets, Everolimus Tablets, Sirolimus Tablets and other products. The 24 The 2019 Annul Report of Huadong Medicine Co., Ltd. Company has made preparations for the international commercial production of Pantoprazole Sodium for Injection provisionally approved by FDA and Tacrolimus Capsules to be approved. In the new context of centralized purchasing, the Company combines independent innovation and technology introduction to improve the technical level of its raw medicines. Focusing on the total production factors, the Company has paid close attention to fine management, vigorously carried out lean production and total cost management, improved the level of information technology and operating efficiency, optimized the production process, and promoted cost saving and reduction. The Company is devoted to improving skills in international production, making preparations for the international commercial production of products that have obtained overseas certification, and creating products that are compliant with regulations, international-oriented, high-quality and competitive in the market. The Company has steadily promoted the construction of key projects. The Company has focused on key engineering projects such as Jiangdong Phase II and the international R&D and manufacturing center for preparations, completed work on schedule, further improved the construction of four major production parks (Hangzhou Xiangfuqiao, Jiangdong Park, Jiangsu Jiuyang and Xi’an Bohua) and two off-site workshops and the transfer of product approval numbers. 4. Strengthened talent and expert team building to promote collective and international human resources management In 2019, the Company thoroughly implemented the working principles of “talent management innovation” and “strategic human resources management”, strengthening the introduction of scientific research and international high-end talents, and promoting the continuous expansion of its talent team through internal training and external recruitment. The Company launched the global campus recruitment and completed the first batch of on-site publicity and recruitment at renowned colleges and universities in the United States and Singapore, and achieved expected results. In 2019, 34 people were recruited for core positions, including 22 with doctoral degrees and 27 who have worked or studied overseas; a total of 123 people with postgraduate degrees were hired; 96 graduates from universities in the development plan of “world-class universities and first-class disciplines” were recruited. The structure and proportion of scientific research and technical 25 The 2019 Annul Report of Huadong Medicine Co., Ltd. management personnel have been continuously improved. The Company has established an incentive mechanism guided by high efficiency, high performance and high market value, formulated a medium- and long-term incentive mechanism plan for R&D projects, implemented a comprehensive production assessment to increase the labor efficiency per capita by about 12%, promoted collective and international human resources management, and completed internal audit, personnel assignment and budget management of Sinclair. 5. Implementation of whole-process quality management and promotion of the transformation and upgrading of the quality system The quality system follows the guideline of “compliance, implementation and acceleration”. The Company aims at the world-class quality management and promotes the construction of integrity quality culture, and strictly adheres to the quality bottom line. It has made great efforts to strengthen the quality compliance and GMP normalization management, and implemented the whole-process quality management to ensure the quality of all production links is controllable, under control and controlled. It has also improved quality management systems such as pharmacovigilance and R&D quality, promoted the transformation and upgrading of the quality system using information technologies such as LIMS system and QMS system, properly carried out pharmacy administration and MAH management, and completed the GMP certification inspection and filing. 6. Accelerated marketing structure reform & mode transformation and accelerated growth of the primary market In 2019, Pharmaceutical Service Corporation of Zhongmei Huadong has set the goal of establishing a “pharmaceutical service management system adapted to the development of the modern medicine industry” and continued to deepen the organizational structure reform, comprehensively promoted the layout and construction of the primary market and the out-of-hospital market, enhanced the market service and management capabilities, and actively and properly carried out key tasks such as business management, bid invitation and price negotiation. The corporation has actively responded to the national policy of hierarchical diagnosis and treatment, accelerated the transformation of marketing modes and the construction of clinical pharmaceutical service teams, implemented hierarchical customer management and precision 26 The 2019 Annul Report of Huadong Medicine Co., Ltd. marketing, focused on target chronic disease patients who have not received standard treatment, delivered product value and expanded incremental markets in accordance with the policy of “three equal attentions” (equal attention to primary market and central city market, equal attention to out-of-hospital market and in-hospital market, and equal attention to technology-enabled marketing and traditional marketing). It has continued to carry out clinical re-research of products for market launch. Through the construction of the academic platform for experts and all-round academic publicity, it has promoted products to enter clinical application guidelines, improved expert consensus and recognition of clinical value, and created favorable conditions for products to expand market coverage and grow rapidly. On the basis of consolidating and expanding the market of hospitals in key cities, it has accelerated penetration into county-level hospitals, community hospitals, township hospitals and out-of-hospital markets. During the reporting period, the sales of the Company’s core varieties in the primary market continued to grow rapidly, and the market share kept increasing. Heilongjiang Jilin Xinjiang Liaoning Huzhou Jiaxing Company Branch Daishan Company Beijing Inner Mongolia Tianjin Hebei Hangzhou Supply Zhoushan Cunde Ningxia Shandong Shanxi Company Qinghai Chain Gansu Shaanxi Jiangsu Henan Ningbo Sales Company Shanghai Tibet Anhui Shaoxing Company Hubei Sichuan Hangzhou Chongqing Chun’an Hangzhou Hunan Jiangxi Fujian Company Guizhou Jinhua Supply Chain Yunnan Guangxi Guangdong Jinhua Company Taizhou Company Quzhou Office Hainan Lishui Company Wenzhou Company Wenzhou Supply Chain Distribution of the Company’s medicine Distribution of the Company’s medicine industry marketing network in China business marketing network in Zhejiang Province 27 The 2019 Annul Report of Huadong Medicine Co., Ltd. 7. In-depth exploration in Zhejiang market and strengthened network layout to maintain the leading position of medicine business in Zhejiang market In 2019, the Company’s business sector has insisted on improving performance through management, and actively responded to policies such as centralized purchasing and medical insurance payment reform by vigorously promoting business and management transformation. It has pushed forward the three key tasks of “comprehensive budget management, ERP system upgrade, and province-wide logistics system”. It has simultaneously implemented the two key businesses of “province-wide sales of decoction pieces and DTP province-wide network”, paid special attention to the three rates (customer coverage rate, market share, and sales growth rate) to stabilize and improve the order fulfillment rate, especially the order fulfillment rate of hospitals outside the city and primary hospitals, to ensure that it ranked first in the volume of centralized purchasing and distribution in the province. In response to the reform of county-level medical communities and hierarchical diagnosis and treatment, it has adjusted the sales organization structure, continued to consolidate the in-hospital market, actively expanded the OTC pharmacy chain market, made layout in high-quality private hospitals, and promoted the channel sinking and market sinking. The Company has continuously optimized its product structure, with the emphasis on generic drugs with high technical barriers that have passed consistency evaluation and new innovative drugs on the market, strengthened the cooperation and introduction of key products with high growth potential and high gross profit, actively changed the cooperation mode, provided customers and hospitals with a variety of value-added services and in-depth services such as hospital access and pharmacy service upgrade, and extended the product lines to businesses such as decoction pieces, consumables and medical devices, and reached strategic cooperation with a number of multinational medicine enterprises in the primary market concerning chronic disease products, covering more than 2,400 hospitals in 10 cities of Zhejiang Province. The sales revenue of innovative business has continued to increase rapidly, consolidating the Company’s leading position in Zhejiang and remaining top 10 in China. The Company has actively improved the layout network in the province, and established Huadong Medicine Taizhou Co., Ltd. and Huadong Medicine Jinhua Co., Ltd. The preparations 28 The 2019 Annul Report of Huadong Medicine Co., Ltd. made for various preliminary reviews have been completed for the construction of Jinhua Supply Chain Center, which is expected to be completed and put into use in 2021. A province-wide logistics system with multiple interconnected warehouses will be formed based on the three major logistics centers in northern, central and southern Zhejiang, supplemented by branch warehouses of regional subsidiaries. It is a solid step to realize the comprehensive coverage of medical logistics network in the province. 8. Active development of global aesthetic medicine business and continuous improvement of the layout to build a new space for future development Sinclair, the Company’s international aesthetic medicine business platform, has been actively expanding its business in the global market, continuously optimizing and adjusting its product structure and introducing high-end products, and has made positive progress. During the reporting period, new product registrations have been completed in 5 countries and regions; the annual operating revenue was up 36% from the same period last year; the net profit went from a loss to a profit. In 2019, the Company established the aesthetic medicine product management department, quickly established the initial team of aesthetic medicine product management department, and comprehensively managed and coordinated the domestic and overseas innovative business of aesthetic medicine. It has completed the domestic clinical work of Ellanse (long-acting microsphere for injection), the core product of its UK subsidiary Sinclair, and formally submitted the application for registration. The design and preparations of the clinical trials of Silhouette (a thread lift product) in China have been completed. The Company has gradually promoted domestic clinical trials of R2’s F1 (dark spot removal medical device using freezing technology) and F2 (whole-body whitening medical device) imported from the United States, and improved post-investment management such as product design improvement, supporting product development and expansion of potential distributors in countries in the Asia-Pacific region. 29 The 2019 Annul Report of Huadong Medicine Co., Ltd. Dutch Subsidiary German Subsidiary Headquarters of French Subsidiary US Subsidiary Sincalir in the UK Spanish Subsidiary South Korean Subsidiary Mexican Subsidiary Indian Subsidiary Singaporean Subsidiary Brazilian Subsidiary Australian Subsidiary Chilean Subsidiary Legend Sinclair’s global sales areas Locations of Huadong Medicine and its overseas Direct sales area subsidiary Sinclair Pharma Limited Sales area in Latin America Huadong Medicine’s major overseas partners Sales area in Central and Eastern Europe Major subsidiaries of Sinclair Pharma Limited Sales area in the Asian-Pacific Region worldwide Sales area in the Middle East & Africa Huadong Medicine’s global business partners and international layout of aesthetic medicine business 9. Change of the Board of Directors and creation of a new team leading the Company on a new journey In June 2019, the Company completed the change of the Board of Directors . After deliberation and approval by the general meeting of shareholders, a new management team was elected with Mr. Lyu Liang as Chairman of the Board and Mr. Li Yuedong as General Manager. Mr. Li Bangliang was appointed Honorary Chairman of the Company. The change of personnel that concerns the Company’s long-term development has been successfully completed. The new management team will lead all the members of Huadong Medicine to unswervingly promote the transformation of the Company into an international and innovative medicine enterprise in the new period. II. Analysis of main business 1. Overview Refer to “I. Overview” in “Discussion and Analysis of Operations”. 30 The 2019 Annul Report of Huadong Medicine Co., Ltd. 2. Income and cost (1) Composition of operating revenue Unit: RMB yuan 2019 2018 Year-on-year Proportion in Proportion in percentage Amount Amount operating revenue operating revenue increase/decrease Total operating 35,445,698,216.15 100% 30,663,374,326.27 100% 15.60% revenue By sector Business 25,098,006,088.85 68.79% 22,853,322,427.62 72.89% 9.82% Manufacturing 10,864,875,032.13 29.78% 8,573,439,130.79 26.86% 26.73% International 509,190,691.24 1.43% 76,019,939.06 0.25% 569.81% aesthetic medicine Offset (inter-sectoral -1,026,373,596.07 -839,407,171.20 offset) By product By region Domestic sales 34,883,617,590.88 98.41% 30,541,135,176.56 99.60% 14.22% Overseas sales 562,080,625.27 1.59% 122,239,149.71 0.40% 359.82% (2) Sectors, products or regions that accounts for more than 10% of the Company’s operating revenue or operating profit: √ Applicable □ N/A Unit: RMB yuan Year-on-year Year-on-year Year-on-year Gross percentage percentage percentage Operating revenue Operating cost profit increase/decrea increase/decrea increase/decrea rate se in operating se in operating se in gross revenue cost profit rate By sector Business 25,098,006,088.85 23,169,206,360.31 7.69% 9.82% 10.02% -0.16% Manufacturing 10,864,875,032.13 1,802,276,075.36 83.41% 26.73% 17.62% 1.28% International aesthetic 509,190,691.24 140,481,356.33 72.41% 569.81% 619.33% -1.90% medicine 31 The 2019 Annul Report of Huadong Medicine Co., Ltd. Offset (inter-sectoral -1,026,373,596.07 -1,025,240,830.27 offset) By product By region Domestic sales 34,883,617,590.88 23,916,538,278.74 31.44% 14.22% 10.10% 2.56% Overseas sales 562,080,625.27 170,184,682.99 69.72% 359.82% 224.62% 12.61% If the statistical specifications of the Company’s main business data have been adjusted during the reporting period, the Company’s main business data of the most recent year should be adjusted according to the specifications at the end of the reporting period. □ Applicable √ N/A (3) Whether the Company’s income from in-kind sales is greater than that from labor services √ Yes □ No (4) Performance of major sales contracts signed by the Company as of the current reporting period □ Applicable √ N/A (5) Composition of operating cost By sector Unit: RMB yuan 2019 2018 Year-on-year Proportion Proportion percentage Sector Item Amount in operating Amount in operating increase/decrea cost cost se Business Operating cost 23,169,206,360.31 96.19% 21,059,806,073.72 96.72% 10.02% Manufacturing Operating cost 1,802,276,075.36 7.48% 1,532,269,288.35 7.04% 17.62% International aesthetic Operating cost 140,481,356.33 0.58% 19,529,585.29 0.09% 619.33% medicine Offset (inter-sectoral Operating cost -1,025,240,830.27 -836,899,569.25 offset) (6) Whether the scope of consolidation has changed during the reporting period √ Yes □ No For details, please refer to “VIII. Change of consolidation scope” in “Section XII. Financial Report”. 32 The 2019 Annul Report of Huadong Medicine Co., Ltd. (7) Significant changes or adjustments to the Company’s business, products or services during the reporting period □ Applicable √ N/A (8) Major customers and major suppliers The Company’s major customers Total sales amount of the top five customers (yuan) 5,566,864,329.53 Proportion of the total sales amount of the top five 15.71% customers in the total annual sales amount Proportion of related parties’ sales amount of the top five customers’ sales amount in the total annual sales 0.00% amount Note: The customers under the control of the same actual controller shall be listed together, except those under the actual control of the same state-owned assets management institution. Information of the Company’s top five customers Proportion in the total annual sales No. Customer name Sales amount (yuan) amount 1 Customer a1 2,573,910,052.06 7.26% 2 Customer a2 1,219,154,713.77 3.44% 3 Customer a3 712,849,895.81 2.01% 4 Customer a4 585,626,847.43 1.65% 5 Customer a5 475,322,820.46 1.34% Total -- 5,566,864,329.53 15.71% Note: The customers under the control of the same actual controller shall be listed together, except those under the actual control of the same state-owned assets management institution. Other information of major customers □ Applicable √ N/A Note: The Company shall state whether the top five customers are related to the Company, and whether the Company’s directors, supervisors, senior management, core technical personnel, shareholders holding more than 5% of the shares, actual controllers and other related parties have rights and interests in the major customers directly or indirectly. Information of the Company’s major suppliers Total purchase amount of the top five suppliers (yuan) 2,786,324,393.06 Proportion of the total purchase amount of the top five 11.57% suppliers in the total annual purchase amount Proportion of related parties’ purchase amount of the top five customers’ purchase amount in the total annual 0.00% purchase amount 33 The 2019 Annul Report of Huadong Medicine Co., Ltd. Note: The suppliers under the control of the same actual controller shall be listed together, except those under the actual control of the same state-owned assets management institution. Information of the Company’s top five suppliers Proportion in the total annual purchase No. Supplier name Purchase amount (yuan) amount 1 Supplier b1 667,792,069.08 2.77% 2 Supplier b2 629,700,409.34 2.61% 3 Supplier b3 578,497,423.09 2.40% 4 Supplier b4 505,211,171.74 2.10% 5 Supplier b5 405,123,319.81 1.68% Total -- 2,786,324,393.06 11.57% Note: The suppliers under the control of the same actual controller shall be listed together, except those under the actual control of the same state-owned assets management institution. Other information of major suppliers □ Applicable √ N/A 3. Expenses Unit: RMB yuan Year-on-year 2019 2018 percentage Note on changes increase/decrease Mainly due to the year-on-year increase in employee benefits and Sales expenses 5,797,236,883.02 4,297,355,738.06 34.90% travel expenses and Sinclair’s incorporation in November 2018. Mainly due to the increase in Administrative employee benefits, amortization of 1,095,227,423.65 785,170,898.51 39.49% expenses intangible assets and Sinclair’s incorporation in November 2018. Mainly due to the transfer of expenditure on discount interest to investment income and the write-down financial expenses Financial expenses 2,473,146.13 86,484,247.20 -97.14% caused by the discount interest adjustment of contingent consideration of Sinclair products’ rights and interests rights. 34 The 2019 Annul Report of Huadong Medicine Co., Ltd. Mainly due to the increase of R&D R&D expenses 1,072,937,182.39 706,041,257.10 51.97% investment in the current period. 4. R&D investment √Applicable □ N/A (1) Overall situation of R&D Adhering to the corporate philosophy of “scientific research-based and patient-oriented”, the Company continued to increase R&D investment and enrich the layout of innovative drug R&D. During the reporting period, the Company invested 1.055 billion yuan in medicine R&D, an increase of 49.14% compared with the same period in 2018. The R&D work during the reporting period mainly involves the following aspects: 1) The Company has continued to implement the new drug R&D mode of “independent R&D + cooperative entrusted development + product license-in”, tracking the latest international research progress in drug action mechanisms & targets and clinical application, accelerating the deployment of innovative drugs and the introduction of innovative drug projects at home and abroad. It has completed the establishment of multiple potential innovative drug projects in such fields as metabolism and kidney diseases; 2) The Company has focused on clinically effective varieties and drugs for special groups, accelerated the R&D of generic drugs with high technical barriers and improved new drugs (505b(2)), and set up a number of projects focusing on immunity during the reporting period; 3) The Company has continuously improved the technology and quality level of raw medicines and preparations, reduced costs, actively developed multiple dosage forms for products on the market, and strengthened market competitiveness; 4) The Company has strengthened the comprehensive dynamic evaluation of varieties under R&D, and ensured the R&D progress of key varieties under R&D to the greatest extent by prioritizing projects under R&D and rationally allocating R&D resources. (2) R&D of major innovative drugs and biosimilar projects The Company on the one hand has promoted the clinical research progress of several innovative drugs and key biosimilar varieties under R&D, so as to get them approved for market launch as soon as possible. On the other hand, it has formulated a strategic plan for the development of innovative drugs up to 2025, focusing on the existing coverage of treatment fields, and defining the key directions and quantity of innovative projects to be initiated each year during the planning period. It is proposed that no less than 15 innovative varieties (including 35 The 2019 Annul Report of Huadong Medicine Co., Ltd. innovative drugs, improved new drugs, innovative aesthetic medicine products and devices) should be established and stored every year during the planning period. In addition, during the reporting period, the Company has actively explored and drawn lessons from the international advanced innovative drug R&D system construction, continuously optimized and adjusted its overall R&D system structure, and improved various functional modules of innovation project R&D through the introduction of high-end R&D talents, fully ensuring the realization of the Company’s strategic planning objectives for innovation projects. In 2019, more than 15 innovative projects have been established, including HD1902, HD1903, HD1906 and other Class I innovative drug projects in the field of tumor and autoimmunity, and HD1901, HD1905, HD-IM-001 and other Class II new drugs of new indications or improved new dosage forms, which further enrich the innovative product pipelines. In addition, Chongqing Peg-Bio invested by the Company has accumulated a number of innovative Class I biological drugs and biosimilar varieties by virtue of its two core technologies of PEGylation platform and high-efficiency polypeptide tandem expression platform, and will start IND application in 2020, forming good synergy with the Company’s innovative drug strategy. The clinical research progress of the Company’s key innovative drug projects and biosimilar projects is as follows: 1) Mefatinib: Mefatinib for advanced non-small cell lung cancer has entered the phase III clinical trial; the phase II single arm clinical trial is for rare first- and second-line gene mutations; based on the good curative effect in the first stage, communication with CDE will be completed, so that the drug can be applied for market launch based on the phase II clinical results. 2) TTP273: GLP-1 innovative drug TTP273 for oral administration introduced from vTv in the United States has obtained the clinical trial notification in May 2019; clinical protocol confirmation and hospital ethics approval have been completed. The phase I PK bridging trial will be carried out in the first half of 2020. 3) Biosimilar varieties: The multi-center phase III clinical trial (indications for type II diabetes) for the Company’s key product in the field of diabetes, Lilarutide Injection, has now been fully launched, which is expected to be completed in 2020. The multi-center phase III clinical trial (indications for weight loss) for the product has been formally launched; the phase I clinical trial has been formally launched for Insulin Detemir. Clinical application has been submitted for Lucentis; research on the relevant supplementary information is in progress. (3) R&D of major generic drugs During the reporting period, the Company carefully carried out dynamic evaluation and sorting of the 36 The 2019 Annul Report of Huadong Medicine Co., Ltd. existing generic drugs under R&D in a scientific manner, and further clarified the key and priority varieties. The progress of key varieties is as follows: 1) The on-site check lists have been submitted for Anastrozole Tablets, Caspofungin and Lyophilized Powder for Injection. Siglitine-Metformin Compound Tablets (50/500mg) have passed technical review. The above projects will be subject to on-site inspection in 2020. 2) Supplementary information research and consistency evaluation have been completed for Omeprazole-Sodium Bicarbonate Compound Capsules; Letrozole Tablets and Empagliflozin-Metformin Compound Tablets have been applied for production. The above projects are expected to get production approval in 2020 or the first half of 2021. 3) Supplementary information studies have been basically completed for Micafungin and Lyophilized Powder for Injection; the BE trial and process verification have been completed for Linezolid Tablets, Canagliflozin and Canagliflozin Tablets, Macitentan and Macitentan Tablets and Sorafenib and Sorafenib Tablets. These products are expected to be applied for production in 2020. The main R&D of generic drugs is shown in the table below: R&D progress Treatment field Product Indication Progress description BE ANDA Diabetes *Canagliflozin and Canagliflozin Tablets Type II diabetes The BE trial and process verification have been completed; production application to be submitted in 2020 *Empagliflozin-Metformin Compound Tablets Type II diabetes The production application has been submitted and is under review *Sitagliptin-Metformin Tablets Type II diabetes The product has passed the review and will be subject to on-site inspection Pioglitazone-Metformin Tablets (15/850mg) Type II diabetes Formulation and process optimization; pre-BE trial Repaglinide Tablets Type II diabetes Under BE study Immunity Sirolimus Tablets Anti-rejection Preparation for small-scale trial study Tacrolimus Ointment Anti-rejection Small-scale trial study Anti-tumor *Letrozole Tablets Note 1 Breast cancer The production application has been submitted and is under review Note 2 *Anastrozole Tablets Breast cancer The on-site check list has been submitted; production site inspection to be carried out *Sorafenib and Sorafenib Tablets Liver cancer The product has passed pre-BE trial; BE trial is in progress Super antibiotics *Caspofungin and Caspofungin Injection Antifungal The on-site check list has been submitted; production site inspection to be carried out *Micafungin and Micafungin Injection Antifungal Supplementary information research has been completed; production application to be submitted in 2020 *Linezolid Tablets Super-antibiotics Production application to be submitted in the first half of 2020 Digestive system Omeprazole-Sodium Bicarbonate Compound Gastric ulcer Supplementary information research and consistency Capsules evaluation have been completed; the product has been applied for production Vonoprazan and Vonoprazan Tablets Gastric ulcer The product has passed pre-BE trial; BE trial is in progress Cardiovascular diseases Macitentan and Macitentan Tablets Pulmonary arterial hypertension The product has passed pre-BE trial; BE trial is in progress Kidney diseases Secondary development of Bailing Keli Tonifying lungs and kidneys The formulation and process have been optimized; samples to be prepared Note 1 and Note 2 refer to “7.22” clinical self-inspection varieties that have been voluntarily withdrawn, which shall be included in the priority review procedure after re-application. Note 3: The items marked with “※” are developed by New Drug Research Institute Co., Ltd. of Hangzhou Huadong Medicine Group, entrusted by the Company. The Company or its subsidiaries shall pay for the relevant entrusted development to obtain the property rights of the corresponding item. At the same time, the Company has adjusted the existing product structure comprehensively in combination with the market competition pattern and the R&D progress of projects. After careful discussion and research, the 37 The 2019 Annul Report of Huadong Medicine Co., Ltd. Company has cleaned up and eliminated some generic drugs with low barriers and low commercial value, including Erlotinib Tablets, Imatinib Tablets and Bosutinib Tablets in the field of anti-tumor, Fidaxomicin Tablets and Dalbavancin Lyophilized Powder for Injection in the field of super-antibiotics, and (S)-Pantoprazole Lyophilized Powder for Injection in the field of digestive system. (4) R&D cooperation During the reporting period, the Company actively carried out cooperation and negotiations with domestic and overseas innovative drug R&D companies and research institutes on new drug projects. The details are as follows: 1) In cooperation with Shenyang Pharmaceutical University, the Company has introduced Class 1 chemical drug innovation projects for broad-spectrum anti-tumor treatment, and is currently carrying out a small-scale trial study of raw medicines and preparations as well as impurity research; 2) The Company has reached the entrusted development project of new biosimilar drugs in the field of autoimmunity (HDG1903) with the shareholding company Jiuyuan Gene, which enriched the Company’s biosimilar projects; 3) The Company has deepened cooperation with the University of Minnesota in the field of integrated materials science and engineering technology for medical products, and enhanced its R&D capability in the field of high-end oral solid preparations; 4) The Company has reached cooperation with well-known domestic R&D companies or institutions such as WuXi AppTec, Pharmaron Inc., and Zhejiang University on multiple Class1 innovative drug projects. (5) R&D of aesthetic medicine and medical devices During the reporting period, the Company has reached strategic cooperation with R2 and MediBeacon in the United States, and with Kylane in Switzerland, and obtained commercialization rights of several innovative products. The core products of Sinclair, a wholly-owned subsidiary, have continued to make positive progress in registration in China and other countries. The specific progress is as follows: Compan Company Relationshi Related main Indications Rights and R&D progress R&D progress y name profile p with the products interests of (overseas) (China) Company Huadong (or subsidiaries ) 38 The 2019 Annul Report of Huadong Medicine Co., Ltd. Microspheres Facial All Registration The registration for injection subcutaneous certification or clinical trial has (Ellanse) implantation to market access has been completed permanently been obtained in in China, and reduce more than 60 the application wrinkles countries or for market Global regions launch has been aesthetic accepted Wholly-ow medicine Thread lift Suitable for All Registration The registration Sinclair ned product (Silhouette) mid-face lift certification or of Silhouette in subsidiary business surgery, market access has China has been operation temporarily been obtained in initiated, and fixing and more than 60 the clinical lifting the countries or registration dermis under regions development the cheek plan and trial protocol are in preparation Kylane in A biotech Product MaiLi series, a Facial filler Exclusive CE certification R&D plan to be Switzerla company that licensing novel worldwide application in determined nd offers partnership; hyaluronic acid license progress innovative no equity containing facial fillers relationship lidocaine Development F1 Eliminate Exclusive The product has Registration in of relevant benign distribution been approved by China to be medical pigmentation rights in 34 FDA for 510(k) started devices and of the skin Asian and is expected to technologies in countries be available in the the field of and regions US by the end of R2 in the Shareholdin aesthetic including 2020 United g medicine, such F2 Whole body China, Under R&D R&D plan to be States company as dark spot whitening Japan and determined removal using South Korea freezing technology and skin whitening Committed to Dynamic TGFR Renal function Rights and The phase III IND to be MediBeac physiological monitoring assessment interests in critical study is submitted in on in the monitoring, system through 25 countries planned for 2020 in China in 2020 Shareholdin United surgical real-time and regions the United States; g company States guidance, TGFR in the PMA application is disease monitoring Asia-Pacific expected in 2021 39 The 2019 Annul Report of Huadong Medicine Co., Ltd. diagnosis, and region (registration of biocompatible Class III medical optical devices) equipment Gastrointestinal Diagnosis of The POC trial to R&D plan to be development monitoring gastrointestinal diagnose Crohn’s determined and diseases disease has been system commercializa through completed in the tion gastrointestinal United States permeability (GIP) monitoring (6) Progress in consistency evaluation During the reporting period, the quality and efficacy consistency evaluation of the Company’s generic drugs progressed smoothly. Cyclosporine Soft Capsules (25mg, 50mg) obtained the approval of supplementary application for consistency evaluation. Acarbose Tablets (100mg) obtained the approval of supplementary application for consistency evaluation. Pioglitazone-Metformin Tablets (15mg/500mg) obtained the acceptance notice of supplementary application for consistency evaluation. Clarithromycin Tablets (0.25g) obtained the acceptance notice of supplementary application for consistency evaluation. Cyclosporine Soft Capsules (10mg) obtained the acceptance notice of supplementary application for consistency evaluation. Pioglitazone Hydrochloride Tablets (30g) obtained the acceptance notice of supplementary application for consistency evaluation. Materials of the supplementary application for consistency evaluation have been submitted for Mycophenolate Mofetil Capsules (0.25g). Other varieties to be evaluated are in the stage of pharmaceutical research, medium-scale trial and scale-up or process verification. (7) Patents In recent years, the Company attaches great importance to its own intellectual property protection and achievement transformation and application, and the number of patent applications and granted patents has been steadily increasing. Over the years, the Company has applied for more than 500 patents at home and abroad, including more than 260 authorized patents for invention. During the reporting period, the Company successfully passed the supervision and verification of the implementation of enterprise’s intellectual property standards, and declared the navigation project of enterprise operation patents in Zhejiang Province concerning oral diabetes drugs. In 2019, Zhongmei Huadong submitted a 40 The 2019 Annul Report of Huadong Medicine Co., Ltd. total of 18 patent applications including 12 patents for invention; a total of 14 patents for invention were authorized; it was rated as “2019 National Intellectual Property Demonstration Enterprise” by the State Intellectual Property Office. In 2019, Sinclair obtained one European patent and one Russian patent. R&D investment of the Company 2019 2018 Percentage change Number of R&D personnel 1,078 550 96% (person) Proportion of R&D personnel 11.31% 6.52% 4.79% R&D investment amount (yuan) 1,054,842,676.50 707,286,570.76 49.14% Proportion of R&D investment 10.04% 8.62% 1.42% in operating revenue Capitalized R&D investment 0.00 0.00 0% amount (yuan) Proportion of capitalized R&D 0.00% 0.00% 0% investment in R&D investment Note: (1) The proportion of R&D personnel is: the proportion of personnel in the Company’s subsidiaries mainly engaged pharmaceutical production and manufacturing; the proportion of R&D investment in operating revenue is: the proportion of R&D investment in new drugs in the operating revenue of the Company’s pharmaceutical manufacturing. (2) The R&D personnel of 2019 are: the total R&D personnel of the Company’s R&D system and the R&D personnel of the production system, while the R&D personnel of 2018 are the number of R&D personnel of the Company’s R&D system. Reasons for the year-on-year significant change in the proportion of total R&D investment in operating revenue √ Applicable □ N/A In 2019, the total direct and indirect expenditure on R&D of the Company and its major industrial wholly- or partially-owned subsidiaries reached 1.055 billion yuan, a year-on-year growth of 49.14%, and the proportion of R&D investment in the Company’s pharmaceutical manufacturing operating revenue increased by 1.42% compared with the same period last year. The Company’s R&D investment is mainly used in the clinical research of products under R&D, process improvement of existing products, entrusted technological development, consistency evaluation, international registration and certification, etc. Most of the above R&D investment is calculated as expenses in the current period, which do not need to be amortized in the following years. It will not have a significant impact on the Company’s future business performance. 41 The 2019 Annul Report of Huadong Medicine Co., Ltd. Reasons for the significant change in the capitalization rate of R&D investment and its rationality □ Applicable √ N/A 5. Cash flows Unit: RMB yuan Item 2019 2018 Year-on-year change Cash inflows from operating 38,801,282,424.47 34,527,594,657.56 12.38% activities Cash outflows for operating 36,799,584,253.80 32,488,098,574.30 13.27% activities Net cash flow from operating 2,001,698,170.67 2,039,496,083.26 -1.85% activities Cash inflows from investing 74,637,287.55 4,662,886,992.29 -98.40% activities Cash outflows for investing 1,657,245,184.32 6,223,628,251.72 -73.37% activities Net cash flow from investing -1,582,607,896.77 -1,560,741,259.43 1.40% activities Cash inflows from financing 1,922,537,327.51 2,134,859,129.38 -9.95% activities Cash outflows for financing 2,531,134,823.51 2,565,297,917.38 -1.33% activities Net cash flow from financing -608,597,496.00 -430,438,788.00 41.39% activities Net increase in cash and cash -166,937,959.56 25,889,881.24 -744.80% equivalents Main influencing factors of significant changes in relevant data year on year √ Applicable □ N/A The cash inflows from investing activities in the current period are 75 million yuan, a year-on-year decrease of 4.588 billion yuan or 98.4%, mainly due to the large number of financial products redeemed in the previous period. The cash outflows for investing activities in the current period are 1.657 billion yuan, a year-on-year decrease of 4.567 billion yuan or 73.37%, mainly due to the large number of financial products purchased in the previous period. Reasons for the significant difference between the Company’s net cash flow from operating activities and the current year’s net profit during the reporting period □ Applicable √N/A 42 The 2019 Annul Report of Huadong Medicine Co., Ltd. III. Analysis of non-main business √ Applicable □ N/A Unit: RMB yuan Proportion Sustainable or Amount in total Note on reasons not profit Mainly due to the adjustment of contingent Non-operating 118,292,148.72 3.41% consideration payments of Sinclair in the current No revenue period Non-operating Mainly due to the donations and compensation 45,068,060.85 1.30% No expenditure expenditure in the current period Gains on asset Mainly due to the confirmation of housing demolition 114,154,941.45 3.29% No disposal and relocation funds in the current period Mainly due to the confirmation of government grants Other gains 113,635,429.90 3.27% No in the current period IV. Assets and liabilities 1. Major changes in asset composition Since 2019, the Company has implemented new financial instrument standards, new income standards or new lease standards for the first time, and adjusted and implemented items related to financial statements at the beginning of the year √ Applicable □ N/A Unit: RMB yuan End of 2019 Beginning of 2019 Change of Proportion in Proportion in Note on major changes Amount Amount proportio total assets total assets n Mainly due to the increase of the 2,402,730,395. 2,442,723,381. Company’s total assets and the Monetary funds 11.19% 12.71% -1.52% 39 93 decrease of the proportion of monetary funds in the current period Accounts 6,092,305,184. 5,633,011,225. 28.38% 29.31% -0.93% / receivable 47 41 Mainly due to the increase of the 4,038,975,496. 3,875,647,048. Company’s total assets and the Inventories 18.82% 20.17% -1.35% 93 31 decrease of the proportion of inventories Real estate 21,701,908.75 0.10% 23,841,968.85 0.12% -0.02% / 43 The 2019 Annul Report of Huadong Medicine Co., Ltd. properties for investment Long-term equity 222,595,018.5 Mainly due to the increase of equity 1.04% 88,918,218.64 0.46% 0.58% investments 4 investments in the current period 2,175,216,842. 2,033,587,957. Fixed assets 10.13% 10.58% -0.45% / 65 65 Mainly due to the increase of Zhongmei Huadong R&D platform Constructions in 1,829,808,233. 8.53% 617,004,995.98 3.21% 5.32% construction and Huadong Medicine progress 19 Biomedical Science and Technology Park Project Phase II Short-term 655,549,973.2 3.05% 636,693,929.73 3.31% -0.26% / borrowing 7 2. Assets and liabilities measured at fair value □ Applicable √ N/A 3. Limitation of asset rights at the end of the reporting period Unit: RMB yuan Item Book value at the end of the period Reason for limitation Monetary funds 170,958,848.89 Cash deposit Bills receivable 149,235,686.25 Bill pledge Real estate properties for 2,103,865.43 Mortgage guarantee for borrowing investment Fixed assets 58,428,133.40 Mortgage guarantee for borrowing Intangible assets 4,509,292.49 Mortgage guarantee for borrowing Total 385,235,826.46 V. Investment 1. Overview √ Applicable □ N/A Investment amount in the reporting period Investment amount in the same period of Percentage change (yuan) last year (yuan) 1,965,240,000.00 2,533,800,000.00 -22.44 % 44 The 2019 Annul Report of Huadong Medicine Co., Ltd. Note: The investment amount in the reporting period refers to the total capital expenditure in the reporting period. 2. Significant equity investments acquired during the reporting period √ Applicable □ N/A Unit: RMB ten thousand yuan Profit Name Progres or loss of s as of of Involve Disclos Main Way of Investm Shareh Term of Project Disclos investe Capital Product the investm d in ure busines investm ent olding Partner investm ed ure date d source type balance ent in litigatio index s ent amount ratio ent income (if any) compan sheet the n or not (if any) y date current period R&D of biologi cal chemic al The Chongq product first ing and Capital capital No Peg-Bi technol increas Own increas profit o ogies; e and 21,000 39.80% / / R&D / No N/A N/A funds e has for the Biopha R&D equity been time rm Co., of transfer complet being Ltd. ferment ed ation process optimiz ation technol ogy Develo Develo The pment pment first of of investm No R2 aestheti Capital USD aestheti ent of profit Dermat Own c increas 30 34% / / c USD / for the No N/A N/A ology, funds medicin e million medicin 10 time lnc. e e million being equipm equipm has ent ent been 45 The 2019 Annul Report of Huadong Medicine Co., Ltd. complet ed, with a shareho lding of 16.6% The Develo Develo first pment pment investm of of ent of contrast contrast USD agents agents 15 No Medi with Capital USD with million profit Own Beacon good increas 30 8.14% / / good has / for the No N/A N/A funds Inc. biocom e million biocom been time patibilit patibilit complet being y and y and ed, with related related a equipm equipm shareho ent ent lding of 4.3% Note: 1. During the reporting period and as of the first quarter of 2020, the Company’s wholly-owned subsidiary Zhongmei Huadong has invested a total of 210 million yuan in Chongqing Peg-Bio to acquire 39.80% of its equity through two capital increases, combined with acquisition of minority shares, and thus became its second largest shareholder. So far, 190 million yuan has been invested, and the remaining 20 million yuan will be paid according to the contract schedule. 2. The Company has invested USD 30 million in R2 Dermatology, Inc. By April 26, 2020, USD 20 million of equity investment has been paid, and the remaining USD 10 million will be paid according to the contract schedule. 3. The Company has invested USD 30 million in Medi Beacon Inc. By April 26, 2020, USD 15 million of equity investment has been paid, and the remaining USD 15 million will be paid according to the contract schedule. 3. Significant non-equity investments in progress during the reporting period √ Applicable □ N/A Unit: RMB yuan Cumulati Cumulati Reasons Investme Industry ve actual ve for not Investme nt involved investme income meeting Way of nt in amount Disclosu Disclosu Project in the nt Capital Project Projected realized the investme fixed during re date re index name investme amount source progress income by the planned nt assets or the (if any) (if any) nt by the end of schedule not reporting project end of the and period the reporting projected 46 The 2019 Annul Report of Huadong Medicine Co., Ltd. reporting period income period Huadong March 9, http://w Medicin 2017 ww.cninf e o.com.cn Biomedi Pharmac cal Self-built eutical 895,157, 1,328,42 Own Science Yes 55.00% / / N/A project manufact 221.60 4,238.71 funds and uring Technolo gy Park Project Phase II 895,157, 1,328,42 Total -- -- -- -- -- / / -- -- -- 221.60 4,238.71 4. Investment in financial assets (1) Securities Investment √ Applicable □ N/A Unit: RMB yuan Gain/los Accumu Book s from lative Purchas Account value at Selling Gain/los Book fair fair e Stock Initial ing the amount s during value at Type of Stock value value amount Account Capital abbrevia investm measure beginni in the the the end stock code changes changes in the ing item source tion ent cost ment ng of current reportin of the in the included current model the period g period period current in period period period equity Dome Other Fair stic equity 20,20 value 20,20 21,80 21,80 20,20 21,80 42,00 and instru Own RAPT RAPT 7,400. measu 7,400. 1,854. 1,854. 7,400. 1,854. 9,254. overs ment funds 00 remen 00 79 79 00 79 79 eas invest t stock ment Other securities investments held at the -- -- -- end of the period 47 The 2019 Annul Report of Huadong Medicine Co., Ltd. 20,20 20,20 21,80 21,80 20,20 21,80 42,00 Total 7,400. -- 7,400. 1,854. 1,854. 7,400. 1,854. 9,254. -- -- 00 00 79 79 00 79 79 Date of announcement of the Board of Directors on N/A securities investment approval Date of announcement of the Board of Shareholders on N/A securities investment approval (if any) Note: During the reporting period, Huadong Medicine Investment Holding (Hong Kong) Co., Ltd., a subsidiary of the Company, invested USD 3 million to purchase 218,102 preferred shares of RAPT Therapeutics, Inc. in C-2 series. RAPT Therapeutics, Inc. (stock code: RAPT) was listed on the NASDAQ Stock Exchange on October 30, 2019. Huadong Medicine Investment Holding (Hong Kong) Co., Ltd. holds 0.91% of the total shares of RAPT Therapeutics, Inc. (2) Derivatives investment □ Applicable √ N/A No such case during the reporting period. 5. Use of raised funds □ Applicable √ N/A No such case during the reporting period. VI. Major assets and equity sales 1. Major assets sales □ Applicable √ N/A No such case during the reporting period. 2. Major equity sales □ Applicable √ N/A VII. Analysis of wholly-partially owned and shareholding companies √ Applicable □ N/A Main subsidiaries and the shareholding companies that have an impact on the Company’s net profit of more than 10% 48 The 2019 Annul Report of Huadong Medicine Co., Ltd. Unit: RMB yuan Company Main Registered Operating Operating Company type Total assets Net assets Net profit name business capital revenue profit Production and management Hangzhou of Traditional Zhongmei Chinese and 8,184,324,20 5,705,834,45 10,507,745,8 2,530,825,85 2,197,743,34 Huadong Subsidiary Western raw 872,308,130 2.84 4.48 23.08 0.63 4.46 Pharmaceutic medicines al Co., Ltd. and preparations, and health care products Huadong Sales of Ningbo biological 1,084,256,65 620,882,917. 1,666,221,69 260,927,747. 191,684,987. Subsidiary 5,000,000 Medicine products as 9.62 22 0.42 76 77 Co., Ltd. proxy Wholesale of TCM materials, Huadong TCM Medicine 1,079,378,53 202,402,011. 2,571,247,12 26,292,169.4 20,384,390.6 Subsidiary decoction 61,300,000 Wenzhou 4.86 73 7.39 8 7 pieces, Co., Ltd. chemical preparations, etc. Huadong Medicine Warehousing Supply Chain 154,557,858. 111,995,746. 158,166,197. 17,479,057.3 12,546,378.1 Subsidiary and storage 50,729,863 Management 41 67 29 5 9 services (Hangzhou) Co., Ltd. R&D, production Sinclair and sales of 219,962,963. 936,190,063. 395,565,859. 509,190,691. 33,748,752.6 119,556,109. Pharma Sub-subsidiary aesthetic 92 02 60 24 2 67 Limited medicine products Acquisition and disposal of subsidiaries during the reporting period √ Applicable □ N/A 49 The 2019 Annul Report of Huadong Medicine Co., Ltd. Methods of acquisition and disposal of Impact on the overall production, operation Company name subsidiaries during the reporting period and performance Expanding the coverage of medicine Huadong Medicine Jinhua Co., Ltd. New subsidiary business network in Zhejiang Province Expanding the coverage of medicine Huadong Medicine (Hangzhou) Co., Ltd. Equity acquisition business network in Zhejiang Province Huadong Medicine Skin Management The Company’s international aesthetic New subsidiary (Hong Kong) Co., Ltd. medicine business investment platform International aesthetic medicine business Huadong Ningbo Medicine (Hong Kong) New subsidiary development platform of the Company’s Co., Ltd. subsidiaries The Company’s international aesthetic Sinclair Pharma Australia Pty Ltd New subsidiary medicine business development platform Adjustment of Sinclair’s international Medicalio SL Cancellation aesthetic medicine regional business VIII. Structured entities controlled by the Company □ Applicable √ N/A IX. Prospect of the Company’s future development 1. Macro-economy and the development & prospect of medicine industry In 2019, the global economic growth slowed down, global trade protectionism continued to spread, and Sino-US trade frictions were deadlocked. In the context of increasing uncertainties in global economic development, downward pressure on economic growth has increased significantly. Represented by the Trump administration’s “America First” policy and Britain’s “Brexit”, the risk of trade protectionism is on the rise in the US and Europe, and the global economy is weakening. With the further opening-up of China’s economy, the external environment continues to increase its impact on China’s economy. The domestic economic structure is in a critical period of transformation and upgrading, and the demand for enterprise innovation and upgrading and structural adjustment is increasingly strong. Domestic manufacturing enterprises are facing fierce external competition and enormous policy pressure. The international medicine industry is in a period of renewal. Patent drugs are expiring across 50 The 2019 Annul Report of Huadong Medicine Co., Ltd. the globe, competition for generic drugs is escalating, and the global medicine market is accelerating its shift to emerging markets; the R&D cycle and market demand for innovative drugs have a greater impact on the treatment field. In the context of global economic downturn, drastic cuts in health care costs have become the trend. Multinational medicine companies take the initiative with their abundant product pipelines, accelerating the review and launch of international innovative drugs in China. Meanwhile, competition in the domestic market for generic drugs with expired patents has become increasingly fierce, and prices have been sharply reduced in local bid invitations and national centralized purchasing. All these will bring fierce market competition and operating pressure to domestic generic drug enterprises. The medicine industry is an important industry related to the national economy and people’s livelihood, a key area of “Made in China 2025” and strategic emerging industries, and an important guarantee for promoting the construction of a Healthy China. According to IQVIA, global drug spending in 2019 was close to USD 1.3 trillion, with overall growth of 4-5%. China has become the world’s second largest medicine market. According to the data of the National Bureau of Statistics, in 2019, the cumulative operating revenue and total profit of domestic industrial enterprises above a certain scale in the pharmaceutical manufacturing industry were 2390.86 billion yuan and 311.95 billion yuan, respectively, with year-on-year growth of 7.4% and 5.9%, both higher than the level of industrial enterprises above a certain scale in China in the same period. In 2019, the growth of industrial added value above a certain scale in the pharmaceutical manufacturing industry slowed down to 6.6%, down 3.1 percentage points from 2018 and 0.9 percentage points higher than that of the whole country in the same period. 2. Development trend of medicine industry In recent years, China’s medicine industry is undergoing profound changes driven by policies. Influenced by the medical insurance fee control, the centralized purchasing of generic starting at the end of 2018 is the first market-oriented reform of domestic drug purchase, which also brings a value orientation of focusing on patients to the medicine industry. This market-oriented reform has 51 The 2019 Annul Report of Huadong Medicine Co., Ltd. brought about a sharp reduction in the price of domestic original drugs with expired patents and price competition among mature generic drugs, reshaping the circulation value chain of the medicine industry. Although it has brought the medicine industry into the new normal of overall growth slowdown, it has also promoted the future standardization and centralization of the medicine industry, accelerated its integration into the international market, facilitated the transformation and upgrading of pharmaceutical enterprises, and increased the development of high-end generic drugs and the investment in innovative drugs. The layout of generic drug and innovative drug business and varieties, the selection of global supply chain systems, quality and cost control, and the establishment of differentiated products will all be important considerations for the future market strategies of pharmaceutical companies. China’s medicine industry is embracing a new pattern driven by policy. The development theme of the medicine industry has gradually shifted from imitation to innovation, and pharmaceutical innovation has become the core driving force to support the future development of enterprises, as well as the inevitable choice of medicine enterprises. The revised “The Pharmaceutical Administration Law of the People's Republic of China” came into force on December 1, 2019, and its general provisions clearly stipulate that the state encourages new drug R&D. The state has strengthened policy support for innovative drugs, which is not only reflected in the reform of approval processes such as the MAH system, the clinical value orientation and the implementation of innovative review mechanism, but also in the continuous improvement of medical insurance payments. The guidance and application of pharmacoeconomics in medical insurance negotiation, and the gradual implementation of DRGs (disease diagnosis groups) have played a positive role in changing medical behavior, reducing the proportion of unreasonable drug use, and promoting the return of products to clinical value. The introduction of these policies indicates that the medical insurance assessment mechanism will focus on medical quality and safety instead of fee control, and China’s medicine industry will be more strictly regulated, the medicine market will become more standardized, and the survival of the fittest will become more severe. In the future, benefited by the national policy of encouraging innovation, pharmaceutical enterprises 52 The 2019 Annul Report of Huadong Medicine Co., Ltd. will be greatly promoted in their enthusiasm for R&D and innovation, the domestic chemical and pharmaceutical industry will be reshaped, and medicine enterprises will be promoted to transform and shift their focus from common generic drugs to such fields as high-quality generic drugs, improved new drugs, innovative drugs, and biological drugs. With the further institutionalization and standardization of drug evaluation, the administrative penalties for drug-related violations have been strengthened. This requires medicine enterprises to integrate the concepts of “compliance” and “risk control” into the production, R&D, management, marketing and operation. Domestic medicine enterprises can promote their own sustainable development only when they have a deep understanding of and conform to the development trend of China’s medicine industry, embrace innovation, seize opportunities, and make improvement in such aspects as commercialization capacity, clinical value of drugs, academic promotion, clinical influence, business strategies, policy affairs and market access. 3. The Company’s development plan The Company has formulated a brand-new development strategy based on the medicine and health industries, taking the medicine industry as the leading role and expanding medicine business and aesthetic medicine business. Adhering to the philosophy of “scientific research-based and patient-oriented”, the Company plans to become a strong international medicine enterprise driven by scientific research and innovation. Development plan for medicine innovation: (1) Focus on the core treatment field; shift from imitation to innovation and from following to leading. In the future scientific research and innovation, the Company will be oriented to meet the clinical needs, focus on the medium- and long-term product pipeline layout, and attach equal importance to the upgrading of generic drugs and the development of innovative drugs. The R&D of generic drugs should be high-tech, differentiated, fast and cost-effective. The R&D of innovative drugs should be international with a high starting point, a wide track and new targets. Taking innovative drugs as the basis and direction for building the core competitiveness in the future, the Company will focus on developing innovative drugs with outstanding clinical value and generic 53 The 2019 Annul Report of Huadong Medicine Co., Ltd. drugs with high-tech barriers in serious and chronic disease fields such as anti-tumor, internal secretion and autoimmity, and closely track the technological development and R&D trends in frontier fields such as biological drugs, gene therapy and antibody drugs at home and abroad. With a scientific and pragmatic attitude, combined with its own ability and risk matching degree, the Company will start from differentiated innovation and gradually move towards the breakthrough innovation mode of “number one/best of its kind”, accelerate integration into the innovation and value chains of global new drug innovation, move from “new in China” to “new in the world”, and continuously raise its innovation level. (2) Increased R&D investment; continuous enrichment and optimization of product pipelines. Since 2020, the Company’s annual R&D expenses have accounted for more than 10% of the sales revenue of the medicine industry, providing sufficient material guarantee for innovation. With the increase of investment, the use efficiency of R&D funds should be improved. Through independent project initiation and external introduction, the Company strives to complete at least 15 innovative projects (including drugs, medical devices, etc.) each year, of which at least 3 innovative drug projects should be initiated, so that each existing product line is complemented and led by innovative products, eventually building abundant product pipelines and a good product mix, thus forming a healthy development pace with innovative products going on the market from 2022 onwards. The Company will strive to achieve the goal that the innovation business segment should account for 30% of the total industrial operating revenue by 2025. (3) Accelerated introduction of high-level talents and building of high-level research teams. The Company will focus on the introduction of R&D leaders and high-level R&D technicians with rich working experience, strengthen the internal R&D system and technology platform construction, and actively promote the construction of domestic and overseas R&D platforms. It will also create an innovative cultural environment and atmosphere that encourages innovation and success and tolerates failure, and establish a success-oriented market-oriented performance mechanism. A pioneering and innovative scientific research team with outstanding ability, open mind, passion and courage will be built to facilitate the implementation of the Company’s innovative 54 The 2019 Annul Report of Huadong Medicine Co., Ltd. internationalization strategies. The Company will establish a dynamic evaluation mechanism for R&D projects, and set up an external expert academic committee to assist the Company in the decision-making and management of R&D and product introduction, so as to ensure scientific, advanced and feasible research innovation. (4) Deepening of all-round cooperation with overseas partners and product introduction and construction of a global R&D strategic collaboration ecosystem centered on Zhongmei Huadong. The Company will integrate and connect external advantageous resources and technologies, promote the introduction and development of high-quality innovative projects through cooperative development, authorization & licensing or acquisition, etc., and continuously enrich its product pipelines and improve the medium- and long-term layout of innovative products. It will also enhance the international operating capability of products, and properly license its superior products and advanced technologies and patents to external agencies. Development plan for Huadong business: With service as its core and innovation as the driving force for transformation, the Company will stick to in-depth exploration in Zhejiang, continue to enhance its brand influence and maintain its leading position in the industry in Zhejiang Province; pay equal attention to scale and benefits instead of pursuing simple scale expansion; pursue high-quality and sustainable benefits through fine management; perfect the modern medicine logistics network covering Zhejiang Province, and make every effort to build a high-end third-party medicine logistics featuring cold chain to enhance value-added service capability; drive the market network and channel resources with the help of commerce, transform and upgrade the traditional business model, actively develop new business models such as general agency, business trusteeship, BTC pharmacy, and cultivate innovative business; consolidate the in-hospital market, expand the out-of-hospital market, use the Internet platform and new technologies such as big data, artificial intelligence and the Internet-of-Things to innovate services to suppliers, extend the service supply chain, accurately connect downstream medical institutions and upstream pharmaceutical enterprises, and gradually develop value-added services for the modern medicine sector, taking the road of sustainable development. 55 The 2019 Annul Report of Huadong Medicine Co., Ltd. Development plan for aesthetic medicine: The aesthetic medicine industry has a broad prospect. The Company, with the layout of “aesthetic medicine” as an important way to implement the strategy of “big health + big consumption”, will uphold the “customer-oriented” service concept, focus on the huge consumer market of facial micro-plastic surgery and skin care, and continuously enrich its product portfolio on the basis of consolidating its leading position in the aesthetic medicine market in China. With Sinclair as the international aesthetic medicine operation platform, it will set up a professional and international talent team, actively introduce international high-end aesthetic medicine products and expand global market business, create high-end brands in the industry, and provide healthy, safe, effective and personalized overall aesthetic medicine solutions to global customers. 7. The Company’s operating plan for 2020 The year 2020 will be a year of continuous great changes in the medicine industry and great differentiation of medicine enterprises, as well as the 20th anniversary of the Company’s listing and the key year for the comprehensive implementation of strategic transformation and internationalization. It is bound to be one of the most difficult years in the Company’s history. In the transition period of accelerating R&D and product pipeline adjustment, the Company is faced with drastic changes in national policies and the medicine market; it failed to win the bid for national centralized purchasing of Acarbose Tablets, and has been affected by the COVID-19 outbreak at home and abroad. In the short term, it is faced with the severe test of weakened growth momentum and slowing growth. In 2020, the Company will adhere to the strategy of R&D innovation and internationalization under the annual operating policy of “seeking common survival, seeking steady development, and strengthening innovation and deepening transformation”. It will fully implement various innovative measures, continue to deepen reform, adjust the organizational structure, optimize the incentive mechanism, strengthen cost and expense reduction, strive for progress, overcome difficulties, and strive to achieve the operating objective of continuous growth throughout the year. (1) R&D: In 2020, the Company will put scientific research innovation at the top of all its 56 The 2019 Annul Report of Huadong Medicine Co., Ltd. work, further strengthen and perfect the R&D system combining imitation and innovation, and complete the appointment of the Company’s chief scientific officer and the continuous introduction of high-end R&D talents. Through the comprehensive diagnosis and identification of the weak links and pain points in R&D, the Company will define the reform direction, and complete the top-level design of the R&D system and the reform of the organizational structure. It will intensify the construction of innovative platforms and the integration of resources, continuously optimize the project management mechanisms (BD coordination mechanism, project PM mechanism, project committee mechanism and dynamic evaluation mechanism for products under R&D), optimize the process of project selection, project initiation and approval in all aspects, and gradually phase out the generic drug projects without market competitiveness through dynamic evaluation; focus on the R&D of innovative drugs and generic drugs with high technical barriers, supplement and improve the series of products in each product field of the Company, and achieve mutual supplement and timely upgrade and substitution of the same series of products. It will speed up the registration application for generic drug projects that have obtained clinical approval documents, complete the phase III clinical trial for Liraglutide and phase II clinical trial for Mefatinib as soon as possible. It will accelerate the progress of registration and approval, strive to establish 15 innovative products, obtain more than 4 production approvals and complete 15 patent applications in the year. (2) Medicine industry: The Company will continue to accelerate the transformation and upgrading of the production system, continue to make use of the MAH diversified cooperation mode, and build a brand-new Huadong medicine production and operation system adapted to the new policies and market environment through strategic cooperation, entrusted production and supplier development. The Company will properly carry out production and provide supply guarantee, deliver products in a compliant and high-quality manner, further improve the control system in such aspects as R&D, production, quality and sales, and focus on product quality improvement, cost control and R&D innovation. It will continue to carry out “three reductions”, improve the technical level through technological progress and internal potential tapping, improve the operation efficiency 57 The 2019 Annul Report of Huadong Medicine Co., Ltd. through lean production, continuously reduce production costs, realize the “high-quality, low-cost” operation management and production objectives, enhance its market competitiveness in terms of cost, and strengthen the safety training for all employees and raise the awareness of production safety. The Company will promote the construction of production parks as planned, and ensure safe construction, efficient management and compliant production. It will complete the capital construction of Jiangdong Phase II, complete intensive registration and certification preparations for large-scale product transfer, complete the equipment verification of Jiangdong Phase II Project before the end of 2020, and strive to put it into use in 2021. The Company will continue to strengthen quality compliance and GMP normalization management, speed up the construction of the talent team in the quality system, improve work efficiency, accelerate drug quality consistency evaluation and international registration, and further enrich its international product list. It will improve the collective management of the quality system mode and post-marketing pharmacovigilance to ensure the efficient operation of future multiple production forms. (3) Zhongmei Huadong’s marketing and pharmaceutical services: In the severe market environment, it is necessary to maintain strategic focus, actively respond to the new challenges in the market after the failure to win the bid for the national centralized purchasing of Acarbose Tablets, and deepen the transformation of marketing models. It will optimize and adjust the marketing strategies, the marketing team structure and the personnel, and strengthen patient education and the promotion of the clinical value of products, build a team for clinical promotion of innovative drugs, improve the new academic promotion system of whole products with academic marketing as the core, consolidate the foundation of compliance marketing, make good promotion plans for each product under the new situation, focusing on the cultivation of potential varieties: Acarbose Chewable Tablets should be promoted in the national market so that it can enter more than 90% of Grade III hospitals in China; the sales of Pioglitazone-Metformin Tablets and Indobufen Tablets should increase by more than 100% year on year. It will properly carry out the 58 The 2019 Annul Report of Huadong Medicine Co., Ltd. comprehensive development of Bailing series products as well as the sales promotion in the primary and self-paying markets. The Company will continue to give full play to its overall marketing advantages, closely follow the trend of prescription outflows after the implementation of hierarchical diagnosis and treatment, firmly expand and continue to sink marketing channels, speed up the deployment in key markets, and vigorously expand the primary market, out-of-hospital market and OTC retail market. The number of hospitals covered by the primary market should double year on year. (4) Human resources: The Company will continue to raise the level of human resources management, strengthen the building of talent reserves and teams, vigorously introduce high-end and scarce talents in the field of innovative drug R&D, optimize the enterprise organization and human resources allocation, promote both incentives and efficiency, and constantly improve the efficiency of human resources. It will further strengthen the cultivation of cadres, continue to strengthen ideological education for cadres, strengthen the management of their rights and responsibilities, allocation, assessment and motivation, and establish an assessment mechanism with the goal of “abandoning mediocrity and pursuing excellence”. It will accelerate the development and practice of a mechanism for the movement of cadres, and cultivate versatile talents who are willing to take on responsibilities and explore new areas. (5) Medicine business company: It will actively face the new challenges after the implementation of centralized purchasing in Zhejiang Province and continue to improve its comprehensive service capability, implement differentiated in-hospital and out-of-hospital market service modes, combine with “Internet medical care” and “continuous prescription for chronic diseases”, extend services to end patients, and create a closed-loop innovative service with prescription outflow, adhere to the in-depth development in the Zhejiang market, and accelerate the development of high-end third-party logistics services featuring “cold chain” and special medicine distribution supported by the logistics system covering Zhejiang Province with “order fulfillment rate” as the starting point. The Company will promote innovative business modes, continue to expand cooperation with 59 The 2019 Annul Report of Huadong Medicine Co., Ltd. multinational medicine companies and domestic innovative drug R&D enterprises, steadily promote CSO team building, strengthen e-commerce business, cooperate with Internet platforms, and continue to develop BTB and BTC business. The Company will deepen the organizational restructuring of its business company, strengthen financial budget management, continuously improve the management and operation efficiency through the ERP information system, actively overcome the impact of the COVID-19 outbreak, ensure the completion of the three major operating assessment indicators (annual main operating revenue, net profit, and capital return rate), and strive to maintain year-on-year growth in overall income and net profit. (6) Aesthetic medicine: The Company will improve the international operation system, actively carry out research and project introduction of high-tech new products and new technologies in the field of aesthetic medicine worldwide, continue to promote the structural adjustment of aesthetic medicine products and the development of innovative business, and complete the registration and launch of core products such as Ellanse and R2-SPA in the Chinese market in 2020 as planned. It will speed up the construction of a promotion team of new aesthetic medicine products, properly plan and implement the launch and promotion of products, actively reduce expenses and costs, carry out brand promotion and customer relationship maintenance, and strive to reduce the impact of the continued COVID-19 outbreak on the Company’s aesthetic medicine business at home and abroad in 2020, laying a solid foundation for normal operation after the pandemic. X. Risks and countermeasures 1. Industry policies and market impact At present, China has continuously deepened reform in the field of medicine and health, and various policies have been introduced intensively. Policies such as national centralized purchasing, generic drug consistency evaluation, two-vote system, new drug approval, control of the proportion of hospital drugs, secondary price negotiation in hospitals, and close medical association will have a significant impact on the R&D, production, and circulation of drugs. At the same time, with the 60 The 2019 Annul Report of Huadong Medicine Co., Ltd. implementation of medical insurance fee control, the reform of payment methods, and the further implementation of the generic drug centralized purchasing policy, some drugs will face the risk of further price reduction. Countermeasures: The Company will pay close attention to, analyze and grasp major national medicine policies and industry development trends, strengthen the layout of innovative varieties and R&D investment through endogenous development and outward extension, reduce production and operation risks through lean production, fully implement the international development strategy and improve the technological quality advantages of products with international standards. It will continue to tap the advantageous products and subdivisions of aesthetic medicine to create new profit points. It will vigorously expand grassroots communities and OTC markets, and increase the coverage of primary and retail terminal markets to maintain stable growth in operations. 2. New drug R&D risk New drug R&D involves a long cycle, large investment and many uncertainties. In the R&D process, there are also risks such as shortage of high-level talents, failure to obtain registration and approval for new drug R&D due to curative effect or safety reasons. After new drugs hit the market, there are also risks such as market demand test, purchasing by bidding, medical insurance payment access, and market competition for similar products. In addition, the investment in R&D will also bring certain pressure to the realization of the Company’s current operating objectives. Countermeasures: The Company will continue to increase investment in new drug R&D, optimize the innovation mechanism, improve the scientific new drug research evaluation and decision-making system, and establish close ties with well-known R&D institutions at home and abroad, focus on the core treatment fields, continue to enrich and optimize the product pipelines through independent project establishment and external introduction, vigorously develop innovative drugs and generic drugs with high technical barriers, and gradually eliminate the backward varieties that are not competitive in the market, increase the introduction of high-level research personnel, build a research team that covers the entire development cycle of new drugs, and strengthen the training and encouragement of core technical personnel, and accelerate the construction of 61 The 2019 Annul Report of Huadong Medicine Co., Ltd. high-standard medicine R&D centers and pilot test bases. 3. Price reduction risk With the intensified competition in the medicine market and the further promotion of the national centralized purchasing policy, domestic medicine enterprises will face the pressure of policy-based price reduction for a long time. There will be more competitive manufacturers of similar products, leading to the risk of failure in bidding, which is also a negative factor affecting the Company’s business performance. Countermeasures: Focusing on scientific R&D and technological innovation, the Company will improve the technological quality advantages of its products with international standards, strengthen internal management and technological upgrading, strengthen cost competitive advantages, carry out marketing assessment and incentives and channel sinking, continue to expand the professional promotion team of county-level markets, vigorously expand primary communities and OTC markets, and increase the coverage of primary and retail terminal markets to maintain stable market growth. XI. Activities of receptions, including research, communication and interview 1. Registration form of receptions, including research, communication and interview, undertaken during the reporting period √ Applicable □ N/A Index of basic information of the Date Method Type of visitor research Please refer to “Huadong Medicine: 000963 Huadong Medicine information on research activities: January 18, 2019” January 16, 2019 Field research Institution presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: February 19, 2019 Field research Institution February 19 and 20, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. February 20, 2019 Field research Institution Please refer to “Huadong Medicine: 62 The 2019 Annul Report of Huadong Medicine Co., Ltd. record of investor relations activities: February 19 and 20, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Institution and individual April 19, 2019 Communication by phone April 19-24, 2019” presented on the investor websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Institution and individual April 23, 2019 Communication by phone April 19-24, 2019” presented on the investor websites of irm.cninfo.com.cn and cninfo.com.cn for details. For details, please refer to “Huadong Medicine: record of investor relations April 24, 2019 Field research Institution activities: April 19-24, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: 000963 Huadong Medicine information Institution and individual on research activities: January 18, 2019” April 30, 2019 Communication by phone investor presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Institution and individual May 28, 2019 Communication by phone May 28-29, 2019” presented on the investor websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: May 29, 2019 Field research Institution May 28-29, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Shareholders’ meeting and Institution, shareholder June 6, 2019 (investor reception day June 06, 2019 investor reception day representative and individual activities)” presented on the websites of activities investor irm.cninfo.com.cn and cninfo.com.cn for details. July 18, 2019 Field research Institution Please refer to “Huadong Medicine: 63 The 2019 Annul Report of Huadong Medicine Co., Ltd. record of investor relations activities: July 18-19, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: July 19, 2019 Field research Institution July 18-19, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Institution and individual August 28, 2019 Communication by phone August 28, 2019” presented on the investor websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: September 23, 2019 Field research Institution September 23-25, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: September 25, 2019 Field research Institution September 23-25, 2019” presented on the websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: record of investor relations activities: Institution and individual October 30, 2019 Communication by phone October 30, 2019” presented on the investor websites of irm.cninfo.com.cn and cninfo.com.cn for details. Please refer to “Huadong Medicine: “Huadong Medicine - communication Group reception day for for development and rational co-growth - Institution and individual November 05, 2019 investors – online Q&A on investor group reception day of listed investor quanjing.com companies in Zhejiang Province in 2019” presented on http://rs.p5w.net/ for details Number of receptions 17 Number of institutions received 1,500 Number of individuals received 60 Number of other visitors received 0 Has any undisclosed important information been 64 The 2019 Annul Report of Huadong Medicine Co., Ltd. disclosed, revealed or divulged? No 65 The Annul Report 2019 of Huadong Medicine Co., Ltd. Section V. Important Matters I. The Company’s profit distribution of common shares and increase of capital stock by capital reserve conversion Formulation, implementation or adjustment of the profit distribution policy of common shares, especially the cash dividend policy, during the reporting period √ Applicable □ N/A During the reporting period, the Company’s profit distribution policy conforms to the Articles of Association and the review procedure, and fully protects the legitimate rights and interests of small and medium investors. The independent directors have expressed their opinion, and there is a clear standard and ratio of dividends. Special notes on cash dividend policy Whether it complies with the provisions of the Articles of Association or the requirements of the resolutions of Yes shareholders’ meeting: Whether the standard and ratio of dividends are clear: Yes Whether the relevant decision-making procedures and Yes mechanisms are complete: Whether the independent directors have performed their duties Yes and played their due roles: Whether minority shareholders have the opportunity to fully express their opinions and demands, and whether their legitimate Yes rights and interests are fully protected: If the cash dividend policy is adjusted or changed, whether the Yes conditions and procedures are compliant and transparent: The Company’s common share dividend distribution plan (preplan) and plan for capital stock increase by capital reserve conversion (preplan) in recent three years (including the current reporting period): (1) The Company’s distribution plan for 2017: Based on the total share capital of 972,116,416 shares, 7.2 yuan (tax included) is paid as a cash dividend for every 10 shares; the total share dividend distributed is 699,923,819.52 yuan, and 5 shares are added for every 10 shares by capital reserve conversion; (2) The Company’s distribution plan for 2018: Based on the total share capital of 1,458,174,624 shares, 3.3 yuan (tax included) is paid as a cash dividend for every 10 shares; the total share dividend distributed is 481,197,625.92 yuan, and 2 shares are added for every 10 shares by capital reserve conversion; (3) The Company’s distribution plan for 2019: Based on the total share capital of 1,749,809,548 shares, 2.8 yuan (tax included) is paid as a cash dividend for every 10 shares; the total share dividend distributed is 489,946,673.44 yuan, and 0 shares are added for every 10 shares by capital reserve conversion. The Company’s cash dividends of common shares in recent three years (including the reporting period) 66 The Annul Report 2019 of Huadong Medicine Co., Ltd. Unit: RMB yuan Proportion of total cash Proportion of Proportion of dividends cash dividends Net profit cash dividends (including by other means attributable to in the net profit those by other in the net profit Total cash the common attributable to Cash dividends means) in the Year when attributable to dividends Cash dividends shareholders of the common by other means net profit dividends are the common (including (tax included) the Company shareholders of (such as share attributable to distributed shareholders of those by other in the annual the Company repurchase) the common the Company means) consolidated in the shareholders of in the statements consolidated the Company consolidated statements in the statements consolidated statements 2,813,118,702. 2019 489,946,673.44 17.42% 0.00 0.00% 489,946,673.44 17.42% 11 2,267,229,174. 2018 481,197,625.92 21.22% 0.00 0.00% 481,197,625.92 21.22% 08 1,779,506,061. 2017 699,923,819.52 39.33% 0.00 0.00% 699,923,819.52 39.33% 59 During the reporting period, the Company made profits and the profit available to common shareholders of the parent company was positive, but no cash dividend plan for common shares was proposed □ Applicable √ N/A II. Profit distribution and capital stock increase by capital reserve conversion during the current reporting period √ Applicable □ N/A Number of bonus shares every 10 shares (share) 0 Dividends paid every 10 shares (tax included) 2.8 Number of shares added for every 10 shares by 0 capital reserve conversion Capital stock base of the distribution plan (share) 1,749,809,548 Cash dividends (yuan) (tax included) 489,946,673.44 Cash dividends by other means (such as share 0.00 repurchase) (yuan) Total cash dividends (yuan) 489,946,673.44 Distributable profit (yuan) 3,431,594,974.14 Proportion of total cash dividends (including those 100% 67 The Annul Report 2019 of Huadong Medicine Co., Ltd. by other means) in the total profit distributed Current cash dividends If the Company is in a mature stage of development and has a significant capital expenditure arrangement, the proportion of cash dividends in the current profit distribution should be at least 40%. Details of the profit distribution plan or the plan for capital stock increase by capital reserve conversion The Company’s profit distribution plan for 2019: Based on the total share capital of 1,749,809,548 shares, 2.8 yuan (tax included) is paid as a cash dividend for every 10 shares; the total share dividend distributed is 489,946,673.44 yuan, and 0 shares are added for every 10 shares by capital reserve conversion. III. Fulfillment of commitments 1. Commitments made by interested parties such as the Company’s actual controller, shareholders, related parties, acquirer(s), and the Company that are fulfilled during the reporting period or unfulfilled by the end of the reporting period √ Applicable □ N/A Commitment Type of Date of Term of Fulfilled or Commitment Details of commitment maker commitment commitment commitment unfulfilled Share reform N/A N/A N/A N/A N/A A commitment made in the report of acquisition or N/A N/A N/A N/A N/A the report of change in equity A commitment made in N/A N/A N/A N/A N/A assets restructuring China Grand Enterprises will abide by the “Administrative Measures for the Issuance of Securities A by Listed Companies”, A commitment made at commitment “Rules for Stock Listing the time of an initial China Grand February 05, made at the of Shenzhen Stock 36 months Fulfilled public offering or Enterprises, Inc. 2016 time of Exchange”, and refinancing refinancing relevant provisions of laws, regulations and regulatory documents, and will not transfer the shares it has subscribed for within 36 months 68 The Annul Report 2019 of Huadong Medicine Co., Ltd. from the date of this non-public offering of shares by Huadong Medicine. Huadong Group will abide by the “Administrative Measures for the Issuance of Securities by Listed Companies”, “Rules for Stock Listing A of Shenzhen Stock Hangzhou commitment Exchange”, and Huadong February 05, made at the relevant provisions of 36 months Fulfilled Medicine Group 2016 time of laws, regulations and Co., Ltd. refinancing regulatory documents, and will not transfer the shares it has subscribed for within 36 months from the date of this non-public offering of shares by Huadong Medicine. Equity incentives N/A N/A N/A N/A N/A China Grand Enterprises undertakes that it has no plan to sell all of its shares in Fulfilled (the Commitmen Huadong Medicine commitment China Grand t to reducing February 11, within 12 months from 12 months expired on Enterprises, Inc. shareholding 2019 the date of the lifting of February 10, s restrictions on the 2020) Other commitments made non-public offering of to the Company’s small shares by Huadong and medium shareholders Medicine in 2016. Huadong Group undertakes that it has no Fulfilled (the Hangzhou Commitmen plan to sell all of its commitment Huadong t to reducing shares in Huadong February 11, 12 months expired on Medicine Group shareholding Medicine within 12 2019 February 10, Co., Ltd. s months from the date of 2020) the lifting of restrictions on the non-public 69 The Annul Report 2019 of Huadong Medicine Co., Ltd. offering of shares by Huadong Medicine in 2016. Whether the commitment Yes has been fulfilled on time If the commitment is overdue and has not been fulfilled, the specific reasons for unfulfillment N/A and the future work plan should be explained in detail. 2. If there is a profit forecast for the Company’s assets or projects and the reporting period is in the profit forecast period, the Company should state the assets or projects that meet the original profit forecast and the reasons for that □ Applicable √ N/A IV. Controlling shareholder’s and related parties’ occupation of non-operating funds of the listed companies □ Applicable √ N/A No such case during the reporting period. V. Explanation by the Board of Directors, the Board of Supervisors and the independent directors (if any) on the “auditor’s nonstandard report” of the accounting firm during the current reporting period □ Applicable √ N/A VI. Changes in accounting policies, estimation and accounting methods as compared with the previous financial report √ Applicable □ N/A Since January 1, 2019, the Company has implemented “Accounting Standard for Business Enterprises No. 22 - Recognition and Measurement of Financial Instruments”, “Accounting Standard for Business Enterprises No. 23 - Transfer of Financial Assets”, “Accounting Standard for Business Enterprises No. 24 – Hedging”, and “Accounting Standard for Business Enterprises No. 37 - Presentation of Financial Instruments” revised by the Ministry of Finance in 2017. For details, please refer to “V (44) Changes in important accounting policies and accounting estimation” in “Section XII. Financial Report” of this report. 70 The Annul Report 2019 of Huadong Medicine Co., Ltd. VII. Retrospective restatement of the correction of significant accounting errors during the reporting period □ Applicable √ N/A No such case during the reporting period. VIII. Changes in the scope of consolidated statements as compared to the previous financial report √ Applicable □ N/A 1. Increase of the consolidation scope Time of equity Company name Method of equity acquisition Amount of capital Ratio of capital acquisition Huadong Medicine Jinhua Co., Ltd. New subsidiary March 2019 80,000,000.00 100% Huadong Medicine (Hangzhou) Co., Ltd. Share acquisition May 2019 50,059,838.75 100% Huadong Medicine Skin Management New subsidiary April 2019 [Note 1] 100% (Hong Kong) Co., Ltd. Huadong Ningbo Medicine (Hong Kong) New subsidiary July 2019 [Note 2] 100% Co., Ltd. Sinclair Pharma Australia Pty Ltd New subsidiary February 2019 [Note 3] 100% Note 1: No capital has been contributed as of December 31, 2019. Note 2: No capital has been contributed as of December 31, 2019. Note 3: No capital has been contributed as of December 31, 2019. 2. Reduction of the consolidation scope Net profit from the Time of equity Net assets at beginning of the Company name Method of equity disposal disposal disposal date period to the disposal date Medicalio SL Cancellation December 2019 43,121.51 IX. Employment and dismissal of accounting firms Accounting firm employed by the Company for now Pan-China Certified Public Accountants (special general Name of the domestic accounting firm partnership) Continuous number of years of audit services provided by the 22 71 The Annul Report 2019 of Huadong Medicine Co., Ltd. domestic accounting firm Remuneration of the domestic accounting firm (ten thousand 165 yuan) Certified public accountants of the domestic accounting firm Wang Fukang, Xu Ping Continuous number of years of audit services provided by 4 certified public accountants of the domestic accounting firm Name of the overseas accounting firm (if any) None Remuneration of the overseas accounting firm (ten thousand 0 yuan) (if any) Continuous number of years of audit services provided by the None overseas accounting firm (if any) Certified public accountants of the overseas accounting firm (if None any) Continuous number of years of audit services provided by certified public accountants of the overseas accounting firm (if None any) Whether the accounting firm employed was replaced in the current period □ Yes √ No Information about the internal control audit accounting firm, financial consultant or sponsor employed by the Company √ Applicable □ N/A During the reporting period, the Company employed Pan-China Certified Public Accountants (special general partnership) as the audit institution of its annual financial report and internal control audit report; the annual financial report and internal control audit report audit fee paid is 1.65 million yuan. X. Suspension and termination of listing after annual report disclosure □ Applicable √ N/A XI. Bankruptcy reorganization □ Applicable √ N/A No such case during the reporting period. XII. Major litigation and arbitration □ Applicable √ N/A No such case during the reporting period. XIII. Punishment and rectification □ Applicable √ N/A 72 The Annul Report 2019 of Huadong Medicine Co., Ltd. No such case during the reporting period. XIV. Integrity of the Company and its controlling shareholder and actual controller □ Applicable √ N/A XV. Implementation of the Company’s equity incentive plan, employee stock ownership plan or other employee incentive measures □ Applicable √ N/A No such case during the reporting period. XVI. Major related transactions 1. Transactions related to daily operations √ Applicable □ N/A Proporti Approv Availabl Related Whethe Settlem Pricing on in ed e Content transacti r it ent Type of principl Price of the transacti market of on exceeds method Date of Disclos Related Relation related es for related amount on prices related amount the of disclosu ure party ship transacti related transacti of amount of transacti (ten approve related re index on transacti on similar (ten similar on thousan d transacti on transacti thousan transacti d yuan) amount on ons d yuan) ons Market price determi Subsidia ned by Sichuan ry of the the cninfo Yuanda Compan Cash, Drug Compan April (http:// Shuyang y’s Drug Market 5,236.9 banker’s Market purchas y’s 0.17% 5,000 Yes 19, www.c Pharmace controlli purchase price 7 accepta price e related 2019 ninfo.c utical ng nce bill transacti om.cn) Co., Ltd. sharehol on der decision -making process 73 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by Beijing ry of the the cninfo Grand Compan Cash, Drug Compan April (http:// Johamu y’s Drug Market banker’s Market purchas y’s 4,939.7 0.16% 5,000 No 19, www.c Pharmace controlli purchase price accepta price e related 2019 ninfo.c utical ng nce bill transacti om.cn) Co., Ltd. sharehol on der decision -making process Market price determi Subsidia ned by ry of the the cninfo Grandpha Compan Cash, Drug Compan April (http:// rma y’s Drug Market 4,325.7 banker’s Market purchas y’s 0.14% 3,500 Yes 19, www.c (China) controlli purchase price 2 accepta price e related 2019 ninfo.c Co., Ltd. ng nce bill transacti om.cn) sharehol on der decision -making process Market price determi ned by Hangzhou Joint the cninfo Jiuyuan Cash, venture Drug Compan April (http:// Gene Drug Market 2,257.0 banker’s Market of the purchas y’s 0.07% 6,000 No 19, www.c Engineeri purchase price 9 accepta price Compan e related 2019 ninfo.c ng Co., nce bill y transacti om.cn) Ltd. on decision -making process 74 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia Yunnan ned by ry of the Leiyunsh the cninfo Compan Cash, ang Drug Compan April (http:// y’s Drug Market 1,527.1 banker’s Market Lixiang purchas y’s 0.05% 2,500 No 19, www.c controlli purchase price 6 accepta price Pharmace e related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi Subsidia Wuhan ned by ry of the Grand the cninfo Compan Cash, Pharmace Drug Compan April (http:// y’s Drug Market banker’s Market utical purchas y’s 884.55 0.03% 850 Yes 19, www.c controlli purchase price accepta price Group e related 2019 ninfo.c ng nce bill Sales Co., transacti om.cn) sharehol Ltd. on der decision -making process Market price determi Subsidia Shenyang ned by ry of the Yaoda the cninfo Compan Cash, Leiyunsh Drug Compan April (http:// y’s Drug Market banker’s Market ang purchas y’s 719.43 0.02% 1,500 No 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process 75 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by ry of the Penglai the cninfo Compan Cash, Nuokang Drug Compan April (http:// y’s Drug Market banker’s Market Pharmace purchas y’s 531.14 0.02% 2,500 No 19, www.c controlli purchase price accepta price utical Co. e related 2019 ninfo.c ng nce bill Ltd. transacti om.cn) sharehol on der decision -making process Market price determi Subsidia Xi’an ned by ry of the Grandpha the cninfo Compan Cash, rma Drug Compan April (http:// y’s Drug Market banker’s Market Xinbeilin purchas y’s 323.93 0.01% 50 Yes 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical Co. transacti om.cn) sharehol Ltd. on der decision -making process Market Joint price venture determi of the ned by Shanghai Subsidia the cninfo Xudong Cash, ry of the Drug Compan April (http:// Haipu Drug Market banker’s Market Compan purchas y’s 332.17 0.01% 400 No 19, www.c Pharmace purchase price accepta price y’s e related 2019 ninfo.c utical Co. nce bill controlli transacti om.cn) Ltd. ng on sharehol decision der -making process 76 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by Leiyunsh ry of the the cninfo ang Compan Cash, Drug Compan April (http:// Pharmace y’s Drug Market banker’s Market purchas y’s 298.16 0.01% 500 No 19, www.c utical controlli purchase price accepta price e related 2019 ninfo.c Group ng nce bill transacti om.cn) Co. Ltd. sharehol on der decision -making process Market price determi Subsidia ned by ry of the Hangzhou the cninfo Compan Cash, Grand Drug Compan April (http:// y’s Drug Market banker’s Market Biologic purchas y’s 207.96 0.01% 850 No 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical Inc. transacti om.cn) sharehol on der decision -making process Market price determi Subsidia ned by Changshu ry of the the cninfo Leiyunsh Compan Cash, Drug Compan April (http:// ang y’s Drug Market banker’s Market purchas y’s 210.22 0.01% 400 No 19, www.c Pharmace controlli purchase price accepta price e related 2019 ninfo.c utical ng nce bill transacti om.cn) Co., Ltd. sharehol on der decision -making process 77 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia Guangdo ned by ry of the ng the cninfo Compan Cash, Leiyunsh Drug Compan April (http:// y’s Drug Market banker’s Market ang purchas y’s 126.77 0.00% 300 No 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi Subsidia Changchu ned by ry of the n the cninfo Compan Cash, Leiyunsh Drug Compan April (http:// y’s Drug Market banker’s Market ang purchas y’s 75.23 0.00% 100 No 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price Hangzhou determi Subsidia Huadong ned by ry of the Medicine the cninfo Compan Cash, Group Drug Compan April (http:// y’s Drug Market banker’s Market Guizhou purchas y’s 49.33 0.00% 0 Yes 19, www.c second purchase price accepta price TCM e related 2019 ninfo.c largest nce bill Develop transacti om.cn) sharehol ment Co., on der Ltd. decision -making process 78 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by ry of the Beijing the cninfo Compan Cash, Huajin Drug Compan April (http:// y’s Drug Market banker’s Market Pharmace purchas y’s 14.64 0.00% 80 No 19, www.c controlli purchase price accepta price utical e related 2019 ninfo.c ng nce bill Co., Ltd. transacti om.cn) sharehol on der decision -making process Market price determi Subsidia Grandpha ned by ry of the rma the cninfo Compan Cash, Huangshi Drug Compan April (http:// y’s Drug Market banker’s Market Feiyun purchas y’s 1.96 0.00% 0 Yes 19, www.c controlli purchase price accepta price Pharmace e related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi Subsidia ned by Jiangsu ry of the the cninfo Grand Compan Cash, Drug Compan April (http:// Xianle y’s Drug Market banker’s Market purchas y’s 0 0.00% 1,200 No 19, www.c Pharmace controlli purchase price accepta price e related 2019 ninfo.c utical ng nce bill transacti om.cn) Co., Ltd. sharehol on der decision -making process 79 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by ry of the Xi’an the cninfo Compan Cash, Beilin Drug Compan April (http:// y’s Drug Market banker’s Market Pharmace purchas y’s 0.94 0.00% 0 Yes 19, www.c controlli purchase price accepta price utical e related 2019 ninfo.c ng nce bill Co., Ltd. transacti om.cn) sharehol on der decision -making process Market price determi ned by Hangzhou the cninfo Junlan Shareho Cash, Compan April (http:// Pharmace lding Drug Drug Market 12,538. banker’s Market y’s 0.35% 0 Yes 19, www.c utical enterpri sales sales price 87 accepta price related 2019 ninfo.c Trading se nce bill transacti om.cn) Co. Ltd. on decision -making process Subsidia Market ry of the price Hangzhou Compan determi Tangyang y’s joint ned by yuan venture the cninfo Cash, TCM Hangzh Compan April (http:// Drug Drug Market banker’s Market Outpatien ou y’s 1,078.8 0.03% 1,500 No 19, www.c sales sales price accepta price t Tangyan related 2019 ninfo.c nce bill Departme gyuan transacti om.cn) nt Co., Pharma on Ltd. ceutical decision Co., -making Ltd. process 80 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi ned by Hangzhou Joint the cninfo Jiuyuan Cash, venture Compan April (http:// Gene Drug Drug Market banker’s Market of the y’s 553.86 0.02% 1,000 No 19, www.c Engineeri sales sales price accepta price Compan related 2019 ninfo.c ng Co., nce bill y transacti om.cn) Ltd. on decision -making process Market price determi Subsidia Guangdo ned by ry of the ng the cninfo Compan Cash, Leiyunsh Compan April (http:// y’s Drug Drug Market banker’s Market ang y’s 459.48 0.01% 400 Yes 19, www.c controlli sales sales price accepta price Pharmace related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi Subsidia ned by Leiyunsh ry of the the cninfo ang Compan Cash, Compan April (http:// Pharmace y’s Drug Drug Market banker’s Market y’s 455.68 0.01% 300 Yes 19, www.c utical controlli sales sales price accepta price related 2019 ninfo.c Group ng nce bill transacti om.cn) Co. Ltd. sharehol on der decision -making process 81 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia Yunnan ned by ry of the Leiyunsh the cninfo Compan Cash, ang Compan April (http:// y’s Drug Drug Market banker’s Market Lixiang y’s 197.94 0.01% 150 Yes 19, www.c controlli sales sales price accepta price Pharmace related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi Huadong Associat ned by Medicine ion with the cninfo Group Cash, the Compan April (http:// New Drug Drug Market banker’s Market Senior y’s 92.26 0.00% 400 No 19, www.c Drug sales sales price accepta price manage related 2019 ninfo.c Research nce bill ment transacti om.cn) Institute [note] on Co., Ltd. decision -making process Market price determi ned by Hangzhou Joint the cninfo Tangyang Cash, venture Compan April (http:// yuan Drug Drug Market banker’s Market of the y’s 58.41 0.00% 0 Yes 19, www.c Pharmace sales sales price accepta price Compan related 2019 ninfo.c utical nce bill y transacti om.cn) Co., Ltd. on decision -making process 82 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia ned by ry of the the cninfo Grand Compan Cash, Compan April (http:// Resources y’s Drug Drug Market banker’s Market y’s 15.82 0.00% 0 Yes 19, www.c Group controlli sales sales price accepta price related 2019 ninfo.c Co., Ltd. ng nce bill transacti om.cn) sharehol on der decision -making process Market price determi Subsidia ned by ry of the Hangzhou the cninfo Compan Cash, Grand Compan April (http:// y’s Drug Drug Market banker’s Market Biologic y’s 15.79 0.00% 0 Yes 19, www.c controlli sales sales price accepta price Pharmace related 2019 ninfo.c ng nce bill utical Inc. transacti om.cn) sharehol on der decision -making process Market price determi Subsidia ned by ry of the Shanxi the cninfo Compan Cash, Grand Compan April (http:// y’s Drug Drug Market banker’s Market Real y’s 9.02 0.00% 0 Yes 19, www.c controlli sales sales price accepta price Estate related 2019 ninfo.c ng nce bill Co., Ltd. transacti om.cn) sharehol on der decision -making process 83 The Annul Report 2019 of Huadong Medicine Co., Ltd. Market price determi Subsidia Changchu ned by ry of the n the cninfo Compan Cash, Leiyunsh Compan April (http:// y’s Drug Drug Market banker’s Market ang y’s 6.12 0.00% 0 Yes 19, www.c controlli sales sales price accepta price Pharmace related 2019 ninfo.c ng nce bill utical transacti om.cn) sharehol Co., Ltd. on der decision -making process Market price determi ned by the cninfo Ningbo Shareho Cash, Compan April (http:// Donghai lding Drug Drug Market banker’s Market y’s 1.05 0.00% 0 Yes 19, www.c Bank Co., compan sales sales price accepta price related 2019 ninfo.c Ltd. y nce bill transacti om.cn) on decision -making process Market price determi The ned by Hangzhou Compan the cninfo House House Cash, Huadong y’s Compan April (http:// rental; rental; Market banker’s Market Medicine second y’s 34.12 0.00% 110 No 19, www.c property property price accepta price Group largest related 2019 ninfo.c services services nce bill Co., Ltd. sharehol transacti om.cn) der on decision -making process 84 The Annul Report 2019 of Huadong Medicine Co., Ltd. Subsidia ry of Market Hangzh price ou determi Huadon ned by Hangzhou g the cninfo Huadi Cash, Medicin Compan April (http:// Medical House House Market banker’s Market e Group y’s 752.38 0.02% 800 No 19, www.c Technolo leasing leasing price accepta price New related 2019 ninfo.c gy Co., nce bill Drug transacti om.cn) Ltd. Researc on h decision Institute -making Co., process Ltd. Market price determi Subsidia ned by ry of the Beijing the cninfo Compan Cash, Yanhuang Compan April (http:// y’s House House Market banker’s Market Real y’s 64.63 0.00% 0 Yes 19, www.c controlli leasing leasing price accepta price Estate related 2019 ninfo.c ng nce bill Co., Ltd. transacti om.cn) sharehol on der decision -making process 38,397. Total -- -- -- 35,390 -- -- -- -- -- 3 Details of bulk sales returns N/A Actual performance during the reporting period where the total amount of daily related transactions is N/A estimated by category for the current period (if any) Reasons for the large difference between the transaction price and the N/A market reference price (if applicable) 85 The Annul Report 2019 of Huadong Medicine Co., Ltd. 2. Related transactions involving the acquisition or sale of assets and shares □ Applicable □ N/A 3. Related transactions of joint external investment □ Applicable √ N/A 4. Associated claim and debt transactions □ Applicable √ N/A 5. Other major related transactions □ Applicable √ N/A XVII. Major contracts and their fulfilment 1. Entrustment, contracting and leasing (1) Entrustment □ Applicable √ N/A No such case during the reporting period. (2) Contracting □ Applicable √ N/A No such case during the reporting period. (3) Leasing □ Applicable √ N/A No such case during the reporting period. 86 The Annul Report 2019 of Huadong Medicine Co., Ltd. 2. Important guarantees √ Applicable □ N/A (1) Guarantees Unit: RMB ten thousand yuan External guarantees of the Company and its subsidiaries (excluding guarantees for subsidiaries) Disclosure date of the announceme Actual Guarantee guaranteed Guarantee Actual date of Type of Period of Fulfille nt related to guaranteed for a related party Cap occurrence guarantee guarantee d or not the amount party or not guarantee Cap / / / / / / / / / Total actual amount of Total amount of external external guarantees guarantees approved during the / / during the reporting reporting period (A1) period (A2) Total actual balance of Total amount of approved external guarantees at the external guarantees at the end of / / end of the reporting the reporting period (A3) period (A4) The Company’s guarantees for its subsidiaries Disclosure date of the Related Actual Guaranteed announceme Guarantee Actual date of Type of Term of Fulfille party guarantee party nt of the cap occurrence guarantee guarantee d or not guarantee or amount guarantee not cap Hangzhou Zhongmei Joint April 19, Huadong 50,000 July 18, 2019 23,629 liability Six months No No 2019 Pharmaceutical guarantee Co., Ltd. Huadong Joint Ningbo March 30, 27,000 May 24, 2019 3,500 liability One year No No Medicine Co., 2018 guarantee Ltd. 87 The Annul Report 2019 of Huadong Medicine Co., Ltd. Huadong Joint Ningbo April 19, October 15, Four 27,000 6,880 liability No No Medicine Co., 2019 2019 months guarantee Ltd. Huadong Joint Ningbo April 19, November 21, 23,000 975 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, November 21, 23,000 960 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, November 08, 27,000 5,000 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, December 19, 23,000 995 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, December 19, 23,000 995 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, December 19, 23,000 995 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Ningbo April 19, December 19, 23,000 995 liability One year No No Medicine Co., 2019 2019 guarantee Ltd. Huadong Joint Medicine March 30, 24,000 May 15, 2019 3,000 liability One year No No Wenzhou Co., 2018 guarantee Ltd. Huadong Joint Medicine April 19, September 02, 24,000 2,000 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. 88 The Annul Report 2019 of Huadong Medicine Co., Ltd. Huadong Joint Medicine April 19, November 08, 24,000 1,000 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. Huadong Joint Medicine April 19, August 15, 24,000 2,000 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. Huadong Joint Medicine April 19, August 21, 24,000 500 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. Huadong Joint Medicine April 19, September 23, 24,000 400 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. Huadong Joint Medicine April 19, September 04, 24,000 1,100 liability One year No No Wenzhou Co., 2019 2019 guarantee Ltd. Hangzhou Zhongmei Joint Huadong April 19, 7,000 July 09, 2019 4,088 liability Six months No No Pharmaceutical 2019 guarantee Jiangdong Co., Ltd. Joint Sinclair Pharma November March 26, Three 40,000 18,226 liability No No Limited 23, 2018 2019 years guarantee Hangzhou Huadong TCM April 19, 1,500 / / / One year / / Decoction 2019 Pieces Co., Ltd. Huadong Medicine April 19, (Xi’an) Bohua 5,000 / / / One year / / 2019 Pharmaceutical Co., Ltd. Jiangsu Joyang April 19, Laboratories 7,000 / / / One year / / 2019 Co., Ltd. 89 The Annul Report 2019 of Huadong Medicine Co., Ltd. Huadong Medicine April 19, 18,000 / / / One year / / Ningbo Sales 2019 Co., Ltd. Huadong Medicine April 19, 18,000 / / / One year / / Huzhou Co., 2019 Ltd. Huadong Medicine April 19, 10,000 / / / One year / / Shaoxing Co., 2019 Ltd. Huadong Medicine Supply Chain April 19, 6,000 / / / One year / / Management 2019 (Hangzhou) Co., Ltd. Huadong Medicine Supply Chain April 19, 20,000 / / / Ten years / / Management 2019 (Jinhua) Co., Ltd. Huadong April 19, Medicine Lishui 10,000 / / / One year / / 2019 Co., Ltd. Huadong Medicine (Hangzhou) April 19, 2,000 / / / One year / / Biological 2019 Products Co., Ltd. Hangzhou Zhongmei Huadong March 30, 180,000 / / / Ten years / / Pharmaceutical 2018 Jiangdong Co., Ltd. 90 The Annul Report 2019 of Huadong Medicine Co., Ltd. Huadong Medicine April 19, 4,000 / / / One year / / Taizhou Co., 2019 Ltd. Huadong Medicine Cunde April 19, 9,000 / / / One year / / (Zhoushan) Co., 2019 Ltd. Huadong Medicine April 19, 5,000 / / / One year / / Daishan Co., 2019 Ltd. Total actual guarantee Total guarantee cap for amount for subsidiaries subsidiaries approved during 246,500 77,238 during the reporting the reporting period (B1) period (B2) Total actual guarantee Total approved guarantee cap balance for subsidiaries for subsidiaries at the end of the 466,500 77,238 at the end of the reporting reporting period (B3) period (B4) Subsidiariesguarantee for subsidiaries Disclosure date of the Related Actual Guaranteed announceme Guarantee Actual date of Type of Term of Fulfille party guarantee party nt of the cap occurrence guarantee guarantee d or not guarantee or amount guarantee not cap / / / / / / / / / Total actual guarantee Total guarantee cap for amount for subsidiaries subsidiaries approved during / / during the reporting the reporting period (C1) period (C2) Total actual guarantee Total approved guarantee cap balance for subsidiaries for subsidiaries at the end of the / / at the end of the reporting reporting period (C3) period (C4) Total amount of the Company’s guarantees (i.e. the sum of theabove-mentioned 3 kinds of guarantees) Total actual guarantee Total guarantees cap approved amount during the during the reporting period 246,500 77,238 reporting period (A1+B1+C1) (A2+B2+C2) 91 The Annul Report 2019 of Huadong Medicine Co., Ltd. Total actual guarantee Total approved guarantee cap balance at the end of at the end of the reporting 466,500 77,238 the reporting period period (A3+B3+C3) (A4+B4+C4) Proportion of the actual guarantee amount (i.e. A4+B4+C4) in 6.27% the Company’s net assets Including: Balance of guarantees for shareholders, actual controllers and their related parties (D) / Amount of debt guarantees provided directly or indirectly for the entities with a liability-to 10,000 asset ratio over 70% (E) The total amount of guarantees exceeds 50% of the net assets (F) / Total guarantee amount of the above-mentioned three kineds of guarantees (D+E+F) 10,000 For the unexpired guarantee, a guarantee liability has occurred or there may be a joint liability / for satisfaction during the reporting period (if any) Note of external guarantees in violation of prescribed procedures (if any) / (2) External guarantees in violation of provisions □ Applicable √ N/A No such case during the reporting period. 3. Entrusted management of cash assets (1) Entrusted finances □ Applicable √ N/A No such case during the reporting period. (2) Entrusted loans □ Applicable √ N/A No such case during the reporting period. 4. Other significant contracts □ Applicable √ N/A No such case during the reporting period. 92 The Annul Report 2019 of Huadong Medicine Co., Ltd. XVIII. Social responsibilities 1. Fulfillment of social responsibilities 2019 is a crucial year for deepening the transformation of Huadong Medicine, and the first year of a new period of development. All members of Huadong Medicine have created innovative business management ideas and empowered the Company with wisdom and hard work, ensuring the steady development of Huadong Medicine. In the process of strategic transformation, the Company has strictly performed its social responsibilities as a corporate citizen; paid attention to the demands of shareholders, employees, customers, suppliers, communities and other stakeholders; assumed social responsibilities for environmental protection, saved energy and reduced emissions, and promoted the efficient and stable operation of the EHS system; and taken an active part in public welfare undertakings. The Company’s fulfillment of social responsibilities in 2019 can be found in “2019 Social Responsibility Report of Huadong Medicine”. 2. Fulfillment of social responsibility for targeted poverty alleviation The Company has not carried out targeted poverty alleviation in the reporting year, and there is no follow-up targeted poverty alleviation plan for the time being. 3. Environmental protection Whether the Company and its subsidiaries are the key pollutant discharging units announced by the environmental protection authorities Yes Name of the Name of Number of Distribution Concentrati Discharge Approved Discharge Total Excessive company or major discharge of discharge on of standard of total type discharge discharge subsidiary pollutants outlets outlets discharge pollutants discharge Hangzhou Front gate, Zhongmei Water Intermittent 866 Huadong pollutant: 1 7.86 6-9 / / None discharge Moganshan Pharmaceuti PH value Road cal Co., Ltd. Hangzhou Water Front gate, Intermittent 475.5 Zhongmei pollutant: 1 866 179mg/l 500mg/l 163.3 tons None discharge tons/year Huadong COD Moganshan 93 The Annul Report 2019 of Huadong Medicine Co., Ltd. Pharmaceuti Road cal Co., Ltd. Hangzhou Water Front gate, Zhongmei pollutant: Intermittent 866 Huadong 1 5.38mg/l 35mg/l 4.91 tons / None ammonia discharge Moganshan Pharmaceuti nitrogen Road cal Co., Ltd. Hangzhou Legal In the Solid Zhongmei disposal by factory at pollutant: Huadong entrusted 2 866 / / 0 ton / None hazardous Pharmaceuti qualified Moganshan solid waste cal Co., Ltd. units Road Hangzhou In the Solid Legal Zhongmei factory at pollutant: disposal by Huadong 2 866 / / 0 ton / None general qualified Pharmaceuti Moganshan solid waste units cal Co., Ltd. Road Hangzhou Air Roof of the Zhongmei pollutant: Organized boiler room 17.7 Huadong 1 75.6mg/ m 400mg/ m 8.16 tons None nitrogen emission in Building tons/year Pharmaceuti oxide No. 25 cal Co., Ltd. Hangzhou Air Roof of the Zhongmei pollutant: Organized boiler room Huadong 1 4mg/ m 100mg/ m 0.43 tons / None sulfur emission in Building Pharmaceuti dioxide No. 25 cal Co., Ltd. Hangzhou Air Roof of the Zhongmei pollutant: Organized boiler room Huadong 1 7.8mg/ m 30mg/ m 0.84 tons / None dust and emission in Building Pharmaceuti fume No. 25 cal Co., Ltd. Hangzhou Air 103 refining Zhongmei pollutant: Organized (east), Huadong volatile 1 12.6mg/ m 80mg/ m / / None emission Building Pharmaceuti organic No. 16 cal Co., Ltd. compound Hangzhou 103 refining Zhongmei Air 800 Organized (east), Huadong pollutant: 1 120.67 (dimensionl / / None emission Building Pharmaceuti foul smell ess) No. 16 cal Co., Ltd. 94 The Annul Report 2019 of Huadong Medicine Co., Ltd. Hangzhou Air 103 refining Zhongmei pollutant: Organized (west), Huadong volatile 1 11.1 m 80mg/ m / / None emission Building Pharmaceuti organic No. 16 cal Co., Ltd. compound Hangzhou 103 Zhongmei Air 800 Organized fermentatio Huadong pollutant: 1 345 (dimensionl / / None emission n, Building Pharmaceuti foul smell ess) No. 27 cal Co., Ltd. Hangzhou 107 Zhongmei Air 800 Organized fermentatio Huadong pollutant: 1 146 (dimensionl / / None emission n, Building Pharmaceuti foul smell ess) No. 33 cal Co., Ltd. Hangzhou 303 sewage Zhongmei Air 800 Organized station, Huadong pollutant: 1 344 (dimensionl / / None emission Building Pharmaceuti foul smell ess) No. 18 cal Co., Ltd. Huadong Along Medicine National Water (Xi’an) Intermittent Highway pollutant: 1 7.50 6-9 / / None Bohua discharge 310, Liuye PH value Pharmaceuti River, cal Co., Ltd. Huayin City Huadong Along Medicine National Water (Xi’an) Intermittent Highway pollutant: 1 22.81mg/l 50mg/l 0.401 tons 3 tons None Bohua discharge 310, Liuye COD Pharmaceuti River, cal Co., Ltd. Huayin City Huadong Along Medicine Water National (Xi’an) pollutant: Intermittent Highway 1 1.94mg/l 12mg/l 0.034 tons 0.72 tons None Bohua ammonia discharge 310, Liuye Pharmaceuti nitrogen River, cal Co., Ltd. Huayin City Huadong Water Along Medicine pollutant: Intermittent National 1 7.18mg/l 20mg/l 0.126 tons / None (Xi’an) total discharge Highway Bohua nitrogen 310, Liuye 95 The Annul Report 2019 of Huadong Medicine Co., Ltd. Pharmaceuti River, cal Co., Ltd. Huayin City Huadong Compliant Medicine Solid disposal by (Xi’an) pollutant: In the entrusted 2 / / 153.02 tons / None Bohua hazardous company qualified Pharmaceuti waste units cal Co., Ltd. Huadong Air Medicine Raw pollutant: (Xi’an) Organized medicine volatile 1 / 120mg/ m / / None Bohua emission No.1 organic Pharmaceuti workshop compound cal Co., Ltd. Huadong Medicine Air Raw (Xi’an) pollutant: Organized medicine 1 / 100mg/ m3 / / None Bohua hydrogen emission No.1 Pharmaceuti chloride workshop cal Co., Ltd. Huadong Medicine Air Raw (Xi’an) pollutant: Organized medicine 1 / 100mg/ m / / None Bohua hydrogen emission No.2 Pharmaceuti chloride workshop cal Co., Ltd. Huadong Medicine Air Raw (Xi’an) pollutant: Organized medicine 1 / 120mg/ m / / None Bohua particulate emission No.2 Pharmaceuti matter workshop cal Co., Ltd. Huadong Medicine Air Raw (Xi’an) pollutant: Organized medicine 1 / 45mg/ m / / None Bohua sulfuric acid emission No.2 Pharmaceuti mist workshop cal Co., Ltd. Jiangsu Water Joyang Intermittent Haidubei pollutant: 1 8.35 6-9 / / None Laboratorie discharge Road PH value s Co., Ltd. 96 The Annul Report 2019 of Huadong Medicine Co., Ltd. Jiangsu Water Joyang Intermittent Haidubei 51.4173 pollutant: 1 164mg/l 500mg/l 7.4 tons None Laboratorie discharge Road tons/year COD s Co., Ltd. Jiangsu Water Joyang pollutant: Intermittent Haidubei 3.6819 1 14.47mg/l 35mg/l 0.652 tons None Laboratorie ammonia discharge Road tons/year s Co., Ltd. nitrogen Jiangsu Water Joyang Intermittent Haidubei 24.968 pollutant: 1 62mg/l 400mg/l 2.797 tons None Laboratorie discharge Road tons/year SS s Co., Ltd. Legal Jiangsu Solid In the disposal by Joyang pollutant: factory at 841.581 2398.5 entrusted / / / None Laboratorie hazardous Haidubei tons tons/year qualified s Co., Ltd. solid waste Road units Dosing section of workshop 101, fermentatio n section of workshop 101, dosing section of workshop 104 (shared Jiangsu Air by 107 and Joyang pollutant: Organized 0.236 0.797 5 108), 4.2mg/ m 80mg/ m None Laboratorie particulate emission tons/year tons/year fermentatio s Co., Ltd. matter n section of workshop 104 (shared by 107 and 108), and drying section of workshop 104 (shared by 107 and 108) 97 The Annul Report 2019 of Huadong Medicine Co., Ltd. Extraction of workshop Jiangsu Air 101, Joyang pollutant: Organized Extraction 252.9mg/ 0.576 1.074 3 27.8mg/ m None Laboratorie ethyl emission of m tons/year tons/year s Co., Ltd. acetate workshop 104, and workshop 303 Jiangsu Extraction Air Joyang Organized of 0.023 0.0884 pollutant: 1 15.3mg/ m 190mg/ m None Laboratorie emission workshop tons/year tons/year methanol s Co., Ltd. 101 Jiangsu Air Joyang Organized Workshop 317.7mg/ 0.0396 0.3215 pollutant: 1 9.2mg/ m None Laboratorie emission 106 m tons/year tons/year ethanol s Co., Ltd. Construction and operation of pollution prevention and control facilities 1. Construction and operation of pollution prevention and control facilities of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd.: (1) Waste water Name of pollution Treatment process Processing capacity Time of operation Status of operation prevention and control facilities Waste water treatment Facultative + fluidized Original 600 tons/day; 800 November 1993; technical Normal system of the old sewage bed tons/day after technical transformation in 2007 station transformation Waste water treatment Anaerobic (IC tower)+ 2,200 tons/day December 2001; technical Normal system of the new sewage facultative +CASS+ air transformation in 2014 (IC station flotation and air flotation added) (2) Waste gas Name of pollution prevention and control Treatment process Processing capacity Time of operation Status of operation facilities Waste gas treatment unit of 103 Condensation + level 15,000 2009 Normal fermentation (DA001) 1 alkali spray + all-in-one machine + level 1 alkali spray Waste gas treatment unit of 103 refining Level 1 water spray 12,000 2012 Normal 98 The Annul Report 2019 of Huadong Medicine Co., Ltd. (DA002) + level 1 alkali spray Waste gas treatment unit of 103 refining Level 1 water spray 30,000 2014 Normal DA003) + level 1 plant oil and water spray Waste gas treatment unit of 303 sewage Level 2 alkali spray 16,000 2001 Normal station (DA004) + photo-oxidation + (one standby plant: activated carbon + 13,000) level 1 alkali spray Waste gas treatment unit of 107 Level 3 alkali spray 48,000+30,000 2009 Normal fermentation (DA005) / condensation + level 1 alkali spray Waste gas treatment unit of 107 drying Bag dust removal + 5,000 2012 Normal tower (DA006) high efficiency filtration Waste gas treatment unit of 301 boiler High-altitude 8,000 2009 Normal (DA008 and DA009) discharge Note: Waste gas treatment process of 107 fermentation section: when the fermentation tank is not disinfected, the waste gas is discharged at high altitude after level 3 alkali spray; when the fermentation tank is disinfected, the waste gas is first condensed and then treated with level 1 alkali spray, and then discharged at high altitude. (3) Solid waste Name of pollution Treatment process Processing capacity Time of operation Status of operation prevention and control facilities Hazardous waste warehouse Standardized storage 160 tons March 2012 Standardized storage; legal disposal by qualified units Standardized storage 240 tons March 2010 General solid waste yard Standardized storage 7 tons March 2010 Standardized storage; legal disposal by qualified units Standardized storage 30 tons June 2004 2. Construction and operation of pollution prevention and control facilities of Huadong Medicine (Xi’an) Bohua Pharmaceutical Co., Ltd.: (1) Waste water Name of pollution Treatment process Processing capacity Time of operation Status of operation prevention and control facilities Waste water treatment Ozone oxidation + 250 tons/day July 2012 Normal system of the sewage station facultative + aerobic + MBR + carbon 99 The Annul Report 2019 of Huadong Medicine Co., Ltd. filtration (2) Waste gas Name of pollution prevention and control facilities Treatment process Time of operation Status of operation Waste gas treatment unit of raw medicine No. 1 workshop Alkali spray August 2015 Normal Waste gas treatment unit of raw medicine No. 2 workshop Alkali spray + UV November 2019 Normal photo-oxidation + activated carbon (3) Solid waste Name of pollution Treatment process Storage capacity Time of operation Status of operation prevention and control facilities Hazardous waste warehouse Standardized 60 tons January 2012 Standardize storage; legal disposal storage by entrusted qualified units 3. Construction and operation of pollution prevention and control facilities of Jiangsu Joyang Laboratories Co., Ltd.: (1) Waste water Name of pollution Treatment process Processing capacity Time of operation Status of operation prevention and control facilities Waste water treatment Air floatation tank + hydrolysis 250 tons/day December 2014 Normal system of the sewage acidification + IC tower + UASB station pool + A/O pool + O pool + secondary sedimentation tank (2) Waste gas Name of pollution prevention and Treatment process Processing Time of operation Status of control facilities capacity operation CMH Waste gas treatment unit of the extraction Level 1 water spray + moisture 10,000 2014 Normal section of workshop 101 separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of the Level 1 water spray + moisture 2,000 2019 Normal fermentation section of workshop 101 separator + level 2 activated carbon adsorption + high-altitude 100 The Annul Report 2019 of Huadong Medicine Co., Ltd. discharge via 25m exhaust pipe Waste gas treatment unit of the drying Level 1 water spray + moisture 22,000 2017 Normal section of workshop 101 separator + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of the dosing Cyclone separator + level 1 water 5,000 2014 Normal section of workshop 101 spray + high-altitude discharge via 15m exhaust pipe Waste gas treatment unit of the Level 1 water spray + moisture 10,000 2015 Normal fermentation section of workshop 104 separator + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of the extraction Level 1 water spray + moisture 10,000 2015 Normal section of workshop 104 separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of the dosing Cyclone separator + level 1 water 5,000 2015 Normal section of workshop 104 spray + high-altitude discharge via 15m exhaust pipe Waste gas treatment unit of the drying Level 1 water spray + moisture 20,000 2015 Normal section of workshop 104 separator + level 2 activated carbon adsorption Waste gas treatment unit of workshop 103 Level 1 water spray + moisture 10,000 / / separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of workshop 106 Level 1 water spray + moisture 10,000 2015 Normal separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Waste gas treatment unit of the extraction Level 1 water spray + moisture 20,000 2019 Normal section of workshop 107 separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude 101 The Annul Report 2019 of Huadong Medicine Co., Ltd. discharge via 25m exhaust pipe Waste gas treatment unit of the extraction Level 1 water spray + moisture 40,000 2019 Normal section of workshop 108 separator + photocatalytic oxidation + level 2 activated carbon adsorption + high-altitude discharge via 25m exhaust pipe Workshop 109 Level 1 water spray + high-altitude 20,000 2019 Normal discharge via 25m exhaust pipe Waste gas treatment unit of sewage station Level 1 water spray + 10,000 2014 Normal 303 photocatalytic oxidation (3) Solid waste Name of pollution Treatment process Processing capacity Time of operation Status of operation prevention and control facilities Hazardous waste warehouse Standardized storage 200 tons December 2014 Standardized storage; legal disposal by entrusted qualified units Domestic waste yard Standardized storage 3 tons March 2015 Chengdong Garbage Disposal Station Environmental impact assessment of construction projects and other administrative permits for environmental protection All construction projects of the above three subsidiaries of the Company have be declared, constructed and accepted in strict accordance with the requirements of “three simultaneous” for environmental protection, have passed environmental impact assessment, and met the requirements of environmental impact assessment for construction projects. The Company has obtained the pollutant discharge permit and the discharge permit of urban sewage into the drainage pipe network according to the environmental protection requirements. Huadong Medicine (Xi’an) Bohua Pharmaceutical Co., Ltd. completed the post-environmental impact assessment report in November 2019 and submitted it to Weinan Bureau of Ecology and Environment for the record, with the filing number: W. H. P. B. (2020) No. 3. Emergency plan for environmental emergencies The above three subsidiaries of the Company have compiled and established the mechanism of “Emergency Plan for Environmental Emergencies”, revised and improved it regularly according to the requirements, and regularly organized an emergency treatment exercise for environmental emergencies, so as to continuously improve their ability to respond to unexpected environmental pollution incidents. Environmental self-monitoring scheme The above three subsidiaries of the Company have all established the mechanism of “Self-monitoring Scheme for Pollution Sources” which has been put on record in the environmental protection authorities, and all the monitoring data are reported daily according to the regulations. 102 The Annul Report 2019 of Huadong Medicine Co., Ltd. Other environmental information that should be made public None Other information related to environmental protection None XIX. Other major events √ Applicable □ N/A Main drugs (products) included, newly included and withdrawn from the National Essential Drug List and the National Reimbursement Drug List during the reporting period: During the reporting period, the National Healthcare Security Administration and the Ministry of Human Resources and Social Security officially launched the “National Drug List for Basic Medical Insurance, Work-Related Injury Insurance and Maternity Insurance (2019)” (hereinafter referred to as the “Drug List”). The Company’s wholly-owned subsidiary Zhongmei Huadong has a new product included into the “Drug List” and Xi’an Bohua has a new product included into the “Drug List”. The two products newly included in the list are both Category B drugs of medical insurance. In addition, Acarbose Chewable Tablets produced by Zhongmei Huadong were included in Category B drugs of the “Drug List” for the first time through negotiation. The three new products included in the “Drug List” are in normal production and sales. Currently, the Company has 22 core products on the market and 16 varieties under R&D, which have been included in the “National Drug List for Basic Medical Insurance, Work-Related Injury Insurance and Maternity Insurance (2019)”. A total of 10 varieties (including 4 under R&D) have been included in the “National Essential Drug List (2018)”. XX. Major events of subsidiaries □ Applicable √ N/A 103 The Annul Report 2019 of Huadong Medicine Co., Ltd. Section VI. Share Change and Shareholders I. Changes in Share Capital 1. Table of Changes in share capital Unit: share Before the change Change in the period (+/-) After the change Conversion of Number of New Bonus Number Proportion capital reserve Others Subtotal Proportion shares shares shares of shares into shares I. Shares subject to 155,994,651 10.70% 0 0 0 -155,969,406 -155,969,406 25,245 0.00% conditional restriction 1. Shares held by the state 0 0.00% 0 0 0 0 0 0 0.00% 2. Shares held by 9,201,816 0.63% 0 0 0 -9,201,816 -9,201,816 0 0.00% state-owned corporations 3. Shares held by other 146,792,835 10.07% 0 0 0 -146,767,590 -146,767,590 25,245 0.00% domestic investors Including: held by 146,792,835 10.07% 0 0 0 -146,792,835 -146,792,835 0 0.00% domestic corporations held by domestic 0 0.00% 0 0 0 25,245 25,245 25,245 0.00% natural persons 4. Shares held by overseas 0 0.00% 0 0 0 0 0 0 0.00% investors Including: held by 0 0.00% 0 0 0 0 0 0 0.00% overseas corporations held by overseas 0 0.00% 0 0 0 0 0 0 0.00% natural persons II. Shares without 1,749,78 1,302,179,973 89.30% 0 0 291,634,924 155,969,406 447,604,330 100.00% restriction 4,303 1,749,78 1. RMB ordinary shares 1,302,179,973 89.30% 0 0 291,634,924 155,969,406 447,604,330 100.00% 4,303 2. Domestically listed 0 0.00% 0 0 0 0 0 0 0.00% foreign shares 3. Foreign shares listed 0 0.00% 0 0 0 0 0 0 0.00% overseas 4. Others 0 0.00% 0 0 0 0 0 0 0.00% 104 The Annul Report 2019 of Huadong Medicine Co., Ltd. 1,749,80 III. Total number of shares 1,458,174,624 100.00% 0 0 291,634,924 0 291,634,924 100.00% 9,548 Reasons for the changes in share capital √ Applicable □ N/A During the reporting period, the Company implemented the plan of profit distribution and share capital increase by capital reserve conversion for 2018 in June 2019: based on the capital stock of 1,458,174,624 shares, a cash dividend of 3.3 yuan (tax included) was paid to all shareholders for every 10 shares, and 2 shares were granted for every 10 shares through converting from the capital reserve. Upon completion of the above profit distribution plan, the capital stock of the Company increased from 1,458,174,624 shares to 1,749,809,548 shares. For details, please refer to the “Notice on Implementation of Rights and Interests Allocation in 2018” (No. 2019-040) issued by the Company on June 15, 2019. Approval for changes in share capital √ Applicable □ N/A On April 17, 2019, the 17th meeting of the 8th Board of Directors and the 12th meeting of the 8th Board of Supervisors of the Company deliberated and approved the Company’s “2018 Profit Distribution Plan”, and the independent directors gave their consents. For details, please refer to “Notice on the Resolution of the 17th Meeting of the 8th Board of Directors” (No. 2019-011), “Notice on the Resolution of the 12th Meeting of the 8th Board of Supervisors” (No. 2019-012) and “Summary of Independent Opinions from Independent Directors in the 17th Meeting of the 8th Board of Directors” (No. 2019-012) issued by the Company on April 19, 2019. On June 6, 2019, the Company’s 2018 annual shareholders’ meeting reviewed and approved the Company’s “2018 Profit Distribution Plan”. For details, please refer to “Notice on the Resolution of the 2018 Annual Shareholders’ Meeting” (No. 2019-036) issued by the Company on June 6, 2019. Transfer of shares √ Applicable □ N/A The Company has implemented the plan of profit distribution and share capital increase by capital reserve conversion for 2018 on June 21, 2019, and the new shares have been credited to the shareholders’ accounts on the same day. For details, please refer to “Notice on Implementation of Rights and Interests Allocation in 2018” (No. 2019-040) issued by the Company on June 14, 2019. Progress of share repurchase □ Applicable √ N/A Progress of reducing repurchased shares through centralized bidding □ Applicable √ N/A Effects of changes in share capital on the basic earnings per share, diluted earnings per share for the most recent year and the most recent period, the net assets per share attributable to the Company’s shareholders of common shares and other financial indicators √ Applicable □ N/A (1) Basic EPS: Based on the share captial at the beginning of the period, the basic EPS of the current period is 1.9293 yuan; the basic EPS after the change of share captial in the current period is 1.6077 yuan; EPS decreased by 20% due to the increase of shares in the current period. The effect on diluted EPS is the same as that on basic EPS. (2) Net assets per share attributable to the Company’s shareholders of common shares: Based on the share captial at the beginning of 105 The Annul Report 2019 of Huadong Medicine Co., Ltd. the period, the net assets per share attributable to the Company’s shareholders of common shares at the end of the period are 8.4417 yuan; After the increase of share captial, the net assets per share attributable to the Company’s shareholders of common shares at the end of the period is 7.0348 yuan; due to the increase of shares in the current period, the net assets per share attributable to the Company’s shareholders of common shares decreased by 20%. Other disclosures the Company deems necessary or required by securities regulatory authorities □ Applicable √ N/A 2. Changes in restricted shares √ Applicable □ N/A Unit: share Name of Opening Increased in Vested in current Closing restricted Note for Date of shareholder restricted shares current period peirod shares restricted share unlocking A commitment China Grand 146,792,835 0 146,792,835 0 made at the time February 4, 2019 Enterprises, Inc. of refinancing Hangzhou A commitment Huadong Medicine 9,201,816 0 9,201,816 0 made at the time February 4, 2019 Group Co., Ltd. of refinancing Supervisor He, Rufen 0 25,245 0 25,245 \ restriction Total 155,994,651 25,245 155,994,651 25,245 -- -- II. Issuance and listing of securities 1. Securities (excluding preferred shares) during the reporting period □ Applicable √ N/A 2. Explanation on changes in share capital, the structure of shareholders and the structure of assets and liabilities √ Applicable □ N/A During the reporting period, the Company implemented the plan of profit distribution and share capital increase by capital reserve conversion for 2018 in June 2019: based on the capital stock of 1,458,174,624 shares, a cash dividend of 3.3 yuan (tax included) was paid to all shareholders for every 10 shares, and 2 shares were granted for every 10 shares through converting from the capital reserve. After the implementation of the above profit distribution plan, the Company’s capital stock increased from 1,458,174,624 shares to 1,749,809,548 shares, with no change in its shareholder structure. 106 The Annul Report 2019 of Huadong Medicine Co., Ltd. 3.Existent shares held by internal staff of the Company □ Applicable √ N/A III. Particulars about shareholders and the actual controller 1. Total number of shareholders and their shareholdings Unit: share Total number of Total number of preference Total number of Total number of preference common shareholders shareholders with restoration of the common shareholders with restoration at the end of the voting rights at the end of the shareholderss at the 121,768 127,673 of the voting rights at the end 0 0 previous month before previous month before the end of the reporting of the reporting period (if any) the disclosure of the disclosure of the annual report (if period (see Note 8) annual report any) (see Note 8) Particulars about shareholders with a shareholding ratio over 5% or the Top 10 shareholders The Pledged or frozen number Total of The shares common number of Changes Share- held at shares shares Name of Nature of in the holding the end of held with held shareholder shareholder reporting Status Number ratio the trading without period reporting restriction trading period srestricte restriction d shares held China Grand Domestic Enterprises, Inc. 730,938,1 121,823,0 730,938,1 non-state-owned 41.77% 0 Pledged 247,964,000 中国远大集团有 57 26 57 corporation 限责任公司 Hangzhou Huadong Medicine State-owned 288,000,0 48,000,00 288,000,0 Group Co., Ltd. 16.46% 0 corporation 00 0 00 杭州华东医药集 团有限公司 Hong Kong Securities Clearing Overseas 36,786,72 -10,549,5 36,786,72 Company Ltd. 香 2.10% 0 corporation 0 39 0 港中央结算有限 公司 National Social Other 1.33% 23,341,51 -2,731,10 0 23,341,51 107 The Annul Report 2019 of Huadong Medicine Co., Ltd. Security Fund 36 3 Portfolio 106 全国 社保基金一零六 组合 China Securities Finance Co., Ltd. 22,186,81 22,186,81 Other 1.27% 3,697,802 0 中国证券金融股 8 8 份有限公司 Taikang Asset Management Co., Ltd. – active allocation of 18,554,30 18,554,30 investment Other 1.06% 8,535,941 0 9 9 products 泰康资产 管理有限责任公 司—积极配置投 资产品 Taikang Life Insurance Co., Ltd. – Dividend – Personal dividend – 019L—FH002 15,893,20 15,893,20 Other 0.91% 6,289,823 0 Shen 泰康人寿保 8 8 险有限责任公司 —分红—个人分 红—019L—FH002 深 Guotai Junan Securities Asset Management – China Everbright Bank – Guotai Junan Jundeming Hybrid Collective 13,199,94 13,199,94 13,199,94 Other 0.75% 0 Assets 00 0 Management Plan 国泰君安证券资 管—光大银行— 国泰君安君得明 混合型集合资产 管理计划 Taikang Life Other 0.56% 9,866,711 3,965,591 0 9,866,711 Insurance Co., Ltd. 108 The Annul Report 2019 of Huadong Medicine Co., Ltd. – Unit-linked – Proactive growth 泰康人寿保险有 限责任公司—投 连—积极成长 Guotai Junan Securities Asset Management – China Construction Bank – Guotai Junan Jundexin Stock Collective Other 0.43% 7,500,000 4,226,154 0 7,500,000 Assets Management Plan 国泰君安证券资 管—建设银行— 国泰君安君得鑫 股票集合资产管 理计划 Strategic investors or general corporations become the top 10 N/A shareholders due to the placement of new shares (if any) (see Note 3) Explanation on associated relationships or concerted actions The Company does not know whether the above-mentioned shareholders are related parties or among the above-mentioned whether they are acting-in-concert parties with one another. shareholders Particulars about the Top 10 common shareholders holding unrestricted shares Number of unrestricted common shares at the end of Type of shares Name of shareholder reporting period Type Number China Grand Enterprises, Inc. 中国远 RMB common 730,938,157 730,938,157 大集团有限责任公司 shares Hangzhou Huadong Medicine Group RMB common Co., Ltd. 杭州华东医药集团有限公 288,000,000 288,000,000 shares 司 Hong Kong Securities Clearing RMB common Company Ltd. 香港中央结算有限公 36,786,720 36,786,720 shares 司 National Social Security Fund RMB common Portfolio 106 全国社保基金一零六组 23,341,513 23,341,513 shares 合 109 The Annul Report 2019 of Huadong Medicine Co., Ltd. China Securities Finance Co., Ltd. 中 RMB common 22,186,818 22,186,818 国证券金融股份有限公司 shares Taikang Asset Management Co., Ltd. – active allocation of investment RMB common 18,554,309 18,554,309 products 泰康资产管理有限责任公司 shares —积极配置投资产品 Taikang Life Insurance Co., Ltd. – Dividend – Personal dividend – RMB common 019L—FH002 Shen 泰康人寿保险有 15,893,208 15,893,208 shares 限责任公司—分红—个人分红 —019L—FH002 深 Guotai Junan Securities Asset Management – China Everbright Bank – Guotai Junan Jundeming Hybrid RMB common Collective Assets Management Plan 国 13,199,940 13,199,940 shares 泰君安证券资管—光大银行—国泰 君安君得明混合型集合资产管理计 划 Taikang Life Insurance Co., Ltd. – Unit-linked – Proactive growth 泰康人 RMB common 9,866,711 9,866,711 寿保险有限责任公司—投连—积极 shares 成长 Guotai Junan Securities Asset Management – China Construction Bank – Guotai Junan Jundexin Stock RMB common 7,500,000 7,500,000 Collective Assets Management Plan 国 shares 泰君安证券资管—建设银行—国泰 君安君得鑫股票集合资产管理计划 Explanation on associated relationships and concerted actions among the Top 10 common shareholders without trading The Company does not know whether the above-mentioned common shareholders are related restriction, and between the Top 10 parties or whether they are acting-in-concert parties . common shareholders without trading restriction and the Top 10 common shareholders Explanation on the participation of the Top 10 common shareholders in N/A financing and securities loan business (if any) (see Note 4) Whether the Company’s Top 10 common shareholders or the Top 10 common shareholders without trading restriction have carried out any agreement to repurchase transaction during the reporting period 110 The Annul Report 2019 of Huadong Medicine Co., Ltd. □ Yes √ No No such case during the reporting period. 2. Particulars about controlling shareholder of the Company Nature of controlling shareholder: Natural individual holding Type of controlling shareholder: Corporation Legal Name of controlling representative/person Date of establishment Organization code Main business shareholder in charge China Grand Enterprises, Inc. Hu Kaijun October 27, 1993 91110000101690952K Investment management Shares held by the controlling shareholder in other listed The other two listed companies controlled by China Grand Enterprises, Inc. are Grand Industrial companies through Holding Co., Ltd. and China Grand Pharmaceutical and Healthcare Holdings Limited. controlling or holding during the reporting period Change of the controlling shareholder during the reporting period □ Applicable √ N/A No such case during the reporting period. 3. Particulars about the Company’s actual controller & concerted parties Nature of actual controller: Domestic natural individual holding Type of actual controller: Natural individual Relationship with the Whether the actual controller has obtained the Name of actual controller Nationality actual controller right of abode in another country or region Hu Kaijun Hu Kaijun China Yes Chairman of the Board and General Manager of China Grand Enterprises, Inc.; Chairman of Main occupation and position the Board and General Manager of Beijing Yuanda Huachuang Investment Co., Ltd. Share held by the actual controlling The three listed companies controlled by actual controller are Huadong Medicine Co., Ltd., shareholder in domestic or overseas Grand Industrial Holding Co., Ltd., and China Grand Pharmaceutical and Healthcare listed companies in the past the years Holdings Limited. Change of the actual controller during the reporting period □ Applicable √ N/A No such case during the reporting period. The ownership and controlling relationship between the actual controller of the Company and the Company is detailed as follows: 111 The Annul Report 2019 of Huadong Medicine Co., Ltd. Hu Kaijun Beijing Yuanda Huachuang Investment Co., Beijing Yanhuang Real Estate Co., Ltd. Ltd. China Grand Enterprises, Inc. Huadong Medicine Co., Ltd. The actual controller controls the Company through a trust or other way of assets management □ Applicable √ N/A 4. Other corporate shareholders with a shareholding ratioover 10% √ Applicable □ N/A Legal Date of Main business or Name of corporate shareholders representative/person in Registered capital establishment management activities charge Operation of state-owned assets within the scope authorized by the municipal government: industrial Hangzhou Huadong Medicine December 21, investment, wholesale and Jin Xuhu 60 million yuan Group Co., Ltd. 1992 retail; chemical raw materials and products; packaging materials, pharmaceutical intermediates, etc. 5. Reduction of restricted shares held by controlling shareholder, actual controller, restructuring parties and other commitment subjects □ Applicable √ N/A 112 The Annul Report 2019 of Huadong Medicine Co., Ltd. Section VII. Preferred Shares □ Applicable √ N/A No such case during the reporting period. 113 The Annul Report 2019 of Huadong Medicine Co., Ltd. Section VIII. Convertible Corporate Bonds □ Applicable √ N/A No such case during the reporting period. 114 The Annual Report 2019 of Huadong Medicine Co., Ltd. Section IX. Directors, Supervisors, Senior Managers and Employees I. Changes in shareholding of directors, supervisors and senior managers Shares Shares Shares held at Shares held increased decreased Other Tenure Commencement Commencement the beginning of at the end of Name Title Gender Age during the during the changes(shar staturs of term of duty of term of duty the period the Period Period(share Period(share es) (shares) (shares) s) s) Incumben Chairman Male 46 June 06, 2019 June 05, 2022 0 0 0 0 0 t Director, Appointm General ent & Male 46 January 6, 2016 June 05, 2019 0 0 0 0 0 Manager(CE Lyu Liang removal O) Director, Appointm Deputy ent & Male 46 April 26, 2010 January 05, 2016 0 0 0 0 0 General removal Manager Honorary Incumben Male 74 June 06, 2019 June 05, 2022 0 0 0 0 0 Chairman t Li Bangliang Appointm Chairman ent & Male 74 October 20, 1998 June 05, 2019 0 0 0 0 0 removal Director, General Incumben Male 48 June 06, 2019 June 05, 2022 0 0 0 0 0 Manager(CE t O) Director, Appointm Li Yuedong Deputy ent & Male 48 August 17, 2016 June 05, 2019 0 0 0 0 0 General removal Manager Appointm Director ent & Male 48 April 28, 2014 June 05, 2022 0 0 0 0 0 removal Incumben Niu Zhanqi Director Male 53 June 03, 2016 June 05, 2022 0 0 0 0 0 t Incumben December 05, Kang Wei Director Female 52 June 05, 2022 0 0 0 0 0 t 2016 115 The Annual Report 2019 of Huadong Medicine Co., Ltd. Leave the Fu Hang Director Male 57 April 28, 2014 June 05, 2019 0 0 0 0 0 post Incumben Jin Xuhu Director Male 57 June 06, 2019 June 05, 2022 0 0 0 0 0 t Incumben Director Male 43 June 06, 2019 June 05, 2022 0 0 0 0 0 t Zhu Liang Appointm Supervisor ent & Male 43 April 27, 2017 June 05, 2019 0 0 0 0 0 removal Zhong Independent Incumben Male 58 January 6, 2016 June 05, 2022 0 0 0 0 0 Xiaoming Director t Independent Incumben Yang Lan Female 51 April 27, 2017 June 05, 2022 0 0 0 0 0 Director t Independent Incumben Yang Jun Female 48 June 06, 2019 June 05, 2022 0 0 0 0 0 Director t Independent Leave the Zhang Wei Male 49 January 6, 2016 June 05, 2019 0 0 0 0 0 Director post Incumben Bai Xinhua Supervisor Female 54 January 20, 1998 June 05, 2022 0 0 0 0 0 t Liu Incumben Supervisor Male 47 January 6, 2016 June 05, 2022 0 0 0 0 0 Chengwei t Incumben Qin Yun Supervisor Female 50 May 19, 2006 June 05, 2022 0 0 0 0 0 t Incumben Hu Baozhen Supervisor Female 47 June 06, 2019 June 05, 2022 0 0 0 0 0 t Incumben He Rufen Supervisor Female 52 June 06, 2019 June 05, 2022 28,050 5,610 0 0 33,660 t Incumben Xu Zhifeng Supervisor Male 45 June 06, 2019 June 05, 2022 0 0 0 0 0 t Shao Leave the Supervisor Female 57 March 25, 2005 June 05, 2019 0 0 0 0 0 Lingmin post Leave the Wu Yimei Supervisor Female 56 January 6, 2016 June 05, 2019 0 0 0 0 0 post Deputy Zhou Incumben General Male 60 June 30, 2009 June 05, 2022 0 0 0 0 0 Shunhua t Manager Deputy Incumben Wu Hui General Male 51 June 06, 2019 June 05, 2022 0 0 0 0 0 t Manager 116 The Annual Report 2019 of Huadong Medicine Co., Ltd. Board Incumben Chen Bo Male 48 June 30, 2009 June 05, 2022 0 0 0 0 0 Secretary t Person in Incumben November 28, Qiu Renbo Charge of Male 38 June 05, 2022 0 0 0 0 0 t 2019 Finance Person in Appointm November 27, Ma Honglan Charge of ent & Female 50 July 19, 2010 0 0 0 0 0 2019 Finance removal Total -- -- -- -- -- -- 28,050 5,610 0 0 33,660 II. Change of directors, supervisors and senior managers of the Company √ Applicable □ N/A Name Title Type Date Reason Elected by the shareholders’ meeting Lyu Liang Chairman Incumbent June 06, 2019 and the Board of Directors General Lyu Liang Appointment & removal June 05, 2019 Elected as the Company’s chairman Manager(CEO) Li Bangliang Chairman Appointment & removal June 05, 2019 Elected as honorary chairman General Li Yuedong Incumbent June 06, 2019 Appointed by the Board of Directors Manager(CEO) Deputy General Appointed as General Li Yuedong Appointment & removal June 05, 2019 Manager Manager(CEO) Adjustments on the Company’s Fu Hang Director Leave the post June 05, 2019 business management Jin Xuhu Director Incumbent June 06, 2019 Elected by the shareholders’ meeting Independent Adjustments on the Company’s Zhang Wei Leave the post June 05, 2019 Director business management Independent Yang Jun Incumbent June 06, 2019 Elected by the shareholders’ meeting Director Zhu Liang Director Incumbent June 06, 2019 Elected by the shareholders’ meeting Zhu Liang Supervisor Appointment & removal June 05, 2019 Elected Director Adjustments on the Company’s Shao Lingmin Supervisor Leave the post June 05, 2019 business management Adjustments on the Company’s Wu Yimei Supervisor Leave the post June 05, 2019 business management He Rufen Supervisor Incumbent June 06, 2019 Elected by the Labor Union Xu Zhifeng Supervisor Incumbent June 06, 2019 Elected by the Labor Union 117 The Annual Report 2019 of Huadong Medicine Co., Ltd. Deputy General Wu Hui Incumbent June 06, 2019 Appointed by the Board of Directors Manager Person in Charge of Qiu Renbo Incumbent November 28, 2019 Appointed by the Board of Directors Finance Person in Charge of Position adjustment within the Ma Honglan Appointment & removal November 27, 2019 Finance Company III. Positions and Incumbency Professional background, main working experiences and main responsibilities of the Company’s incumbent directors, supervisors and senior managers (1) Profile of directors Chairman – Mr. Lyu Liang: born in 1974, holds a master’s degree. He has served as Project Manager of Grand Asset Management Co., Ltd. from July 1997 to July 2001; Deputy General Manager and General Manager of Changshu Leiyunshang Pharmaceutical Co., Ltd. from July 2001 to March 2010; Director and Deputy General Manager of the Company from April 2010 to January 2016; Director and General Manager of the Company from January 6, 2016 to June 5, 2019; and Chairman of the Board of the Company since June 6, 2019. Director and General Manager – Mr. Li Yuedong: born in 1972, holds a master’s degree. He has served as clerk and section chief of Zhejiang Pharmaceutical Supply and Marketing Company and Zhejiang Int’l Medicine Co., Ltd.; General Manager of Aibang Health Care Products Company; Deputy General Manager and General Manager of Hangzhou Zhuyangxin Pharmaceutical Co., Ltd.; Deputy General Manager of Hangzhou Huadong Medicine Group Co., Ltd; Director of the Company since April 2014, and Deputy General Manager of the Company from August 17, 2016 to June 5, 2019; and Director and General Manager of the Company since June 6, 2019. Director – Mr. Niu Zhanqi: born in 1967, Doctor of Pharmacy. He has served as technical researcher of Chengde Technical Supervision Bureau; Deputy Director of Hebei Pharmaceutical Group Research Institute; Manager of Technical Development Department of China Shijiazhuang Pharmaceutical Group; Manager of Medicine Department of CSPC Ouyi Pharmaceutical Co. Ltd.; Deputy General Manager of CSPC NBP Pharmaceutical Co., Ltd.; senior R&D director of CSPC; Vice President of Pharmaceutical Management Head Office and General Manager of R&D Management Department of China Grand Enterprises, Inc. from March 2013 to June 2016; CEO of Pharmaceutical Management Head Office of China Grand Enterprises, Inc. from June 2016 to November 2018; President of Pharmaceutical Management Head Office of China Grand Enterprises, Inc. since November 2018; and Director of the Company since June 2016. Director – Ms. Kang Wei: born in 1968, holds a master’s degree. She has served as Manager of the Trade Division, Manager of the Capital Division and Manager of Financial Management of the Financial Management Department of China Grand Enterprises, Inc.; Chief Financial Officer and Deputy General Manager of Heilongjiang Grand Shopping Center; currently Chief Financial Officer of China Grand Enterprises, Inc.; and Director of the Company since December 2016. Director - Mr. Jin Xuhu: born in 1963, holds a bachelor’s degree. He has served as Chairman and General Manager of Hangzhou Huadong Medicine Group Co., Ltd.; Party Secretary and Chairman of Hangzhou State-owned Capital Investment and Operation Co., Ltd., Executive Director & Manager of Hangzhou Huadong Medicine Group Co., Ltd., and Executive Director & Manager of Hangzhou Oxygen Plant Group Co., Ltd. since January 2019; and Director of the Company since June 2019. 118 The Annual Report 2019 of Huadong Medicine Co., Ltd. Director - Mr. Zhu Liang: born in 1977, holds a bachelor’s degree. He has served as Director of the Labor Union of Hangzhou Huadong Medicine Group Co., Ltd., Vice Chairman of the Labor Union of Hangzhou Huadong Medicine Group Co., Ltd., Chairman of the Labor Union of Hangzhou Huadong Medicine Group Co., Ltd. and Huadong Medicine Co., Ltd.; Supervisor of the Company from April 2017 to June 2019; and Director of the Company since June 2019. Independent Director - Mr. Zhong Xiaoming: born in 1962, holds a master’s degree. He has been Deputy Director of the New Drugs Office, professor, postgraduate student and doctoral supervisor of Zhejiang Chinese Medical University since 1985; chief scientist of Zhejiang University since 2013; and Independent Director of the Company since January 2016. Independent Director - Ms. Yang Lan: born in 1969, holds a master’s degree. She has served in Guiyang Audit Bureau, Zhuhai Lixin Certified Public Accountants, Shanghai Lixin Changjiang Certified Public Accountants Zhuhai Branch, and Guangdong Lixin Changjiang Certified Public Accountants. Senior Manager of Pan-China Certified Public Accountants Guangdong Branch; Investment Director of Guangzhou Securities Innovation Investment Co., Ltd.; Deputy Director of Guangdong Pujin Xinghua Certified Tax Agent Co., Ltd.; Deputy Director of Guangdong Lixin Jiazhou Certified Public Accountants; and Independent Director of the Company since April 27, 2017. Independent Director - Ms. Yang Jun: born in 1972, holds a bachelor’s degree, Canadian citizenship. She has served as Chief Financial Officer of Freedom Foundation of Ontario, Canada; Chief Knowledge Officer and lecturer partner of Shanghai EasyFinance Management Consulting Co., Ltd.; Chief Financial Officer of Dookbook Culture Co., Ltd.; founding partner and chief consultant of Shanghai Yuecheng Information Technology Co., Ltd. since June 2018; and Independent Director of the Company since June 2019. (2) Profile of supervisors The Chairman of Board of Supervisors - Ms. Bai Xinhua: born in 1966, holds a master’s degree. She has served as Assistant Auditor of Beijing Municipal Bureau of Audit; Accounting Manager of the Financial Management Head Office and Audit Manager of the Supervision and Audit Department of China Grand Enterprises, Inc.; now Deputy General Manager of the Financial Management Head Office of China Grand Enterprises, Inc.; Supervisor of the Company since 2003; Supervisor - Ms. Qin Yun: born in 1970, holds a bachelor’s degree. She has served as attending physician in the Internal Medicine Department of Beijing Shougang Hospital; medical representative in the Beijing Office of Tianjin Takeda Pharmaceuticals Co., Ltd., senior medical representative in the Beijing Office of Lilly Asia; and head of product department in the sales branch of China National Pharmaceutical Foreign Trade Corporation. She worked for China Grand Enterprises, Inc. in 2002 and has served as Project Manager of Pharmaceutical Business Division, Business Director of Operation Department of Pharmaceutical Management Head Office; now Business Director of Bidding and Procurement Management Center of China Grand Enterprises, Inc.; and Supervisor of the Company since 2006; Supervisor – Mr. Liu Chengwei: born in 1973, holds a master’s degree. He has served as Financial Services Manager and Chief Financial Officer of GE Medical Systems China; Financial Manager of ECG monitoring of GE Healthcare Asia. In 2001, he joined China Grand Enterprises, Inc., where he served as Director of Supervision and Audit, Deputy General Manager of the Investment and Operation Head Office, Deputy General Manager and General Manager of the Pharmaceutical Business Division, and head of the preparatory group of CGE Life & Health Insurance Company. He served as Deputy General Manager of Grandpharma (China) Co., Ltd. from August 2016 to September 2018; Assistant President of China Grand Enterprises, Inc. since September 2018; Director of the Company from 2003 to January 2016; and Supervisor of the Company since January 2016. 119 The Annual Report 2019 of Huadong Medicine Co., Ltd. Supervisor - Ms. Hu Baozhen: born in 1973, holds a bachelor’s degree. She served as Chief Financial Officer and dispatched full-time supervisor of Hangzhou State-owned Assets Supervision and Administration Commission from March 2009 to March 2019; Deputy Manager of the Risk Control and Legal Department of Hangzhou State-owned Capital Investment and Operation Co., Ltd. since April 2019; Supervisor of the Company from June 2012 to April 2014; Supervisor of the Company since June 2019. Employee Supervisor – Ms. He Rufen: born in 1968, holds a bachelor’s degree, senior certified public accountant. Assistant Manager of the Financial Department of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. from July 1990 to March 1998; Manager of the Financial Department of the Company from April 1998 to December 1998; officer in charge of financial affairs of the Company from January 1999 to June 2010; Deputy General Manager of Business of the Company since July 2010; Employee Supervisor of the Company since June 2019. Employee Supervisor - Mr. Xu Zhifeng: born in 1975, holds a bachelor’s degree, economist. Commissioner of the Business Administration Office and Director Assistant of the General Manager Office of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. from August 1997 to July 2011; Manager of the Risk Management and Audit Department of the Company from August 2011 to January 2018; Director of the Risk Management and Audit Department of the Company since February 2018; Employee Supervisor of the Company since June 2019. (3) Profile of senior managers Deputy General Manager - Mr. Zhou Shunhua: born in 1960, holds a master’s degree, economist. He worked in the Company in December 1978, and has served as Publicity Officer, Manager of the Operation Department, Director of Shanghai Office, and Shanghai Regional Manager of the Company; Deputy General Manager of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd.; Deputy General Manager of the Company since 2009. Deputy General Manager - Mr. Wu Hui: born in April 1969, holds a master’s degree, professor-level senior engineer. He worked in the Company in July 1991, and has served as technician, workshop director and chief engineer of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd.; Deputy General Manager of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. since 2015; Deputy General Manager of the Company since June 2019. Secretary of the Board of Directors - Mr. Chen Bo: born in 1972, holds a master’s degree, economist. He joined the Company in 2002, and has served as investment commissioner and Deputy Manager of the Financing Department; Secretary of the Board of Directors since June 2009. Officer in Charge of Financial Affairs - Mr. Qiu Renbo: born in 1982, holds a master’s degree. He has served as commissioner of the Financial Management Head Office and Chief of the Finance Section of the Manufacturing Branch of the Company from August 2004 to July 2010; Manager of the Financial Department of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. from August 2010 to April 2015; Chief Financial Officer of Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. since May 2015; Officer in Charge of Financial Affairs of the Company since December 2019. Positions in shareholders’ entities √ Applicable □ N/A Position in shareholders’ Commencement Termination of Compensation and Name Shareholders’ entity entities of the term the term allowance from the 120 The Annual Report 2019 of Huadong Medicine Co., Ltd. shareholders’ entity President of the Pharmaceutical Niu Zhanqi China Grand Enterprises, Inc. Management Head Office of Yes China Grand Enterprises, Inc. CFO of China Grand Kang Wei China Grand Enterprises, Inc. Yes Enterprises, Inc. Deputy General Manager of the Financial Management Bai Xinhua China Grand Enterprises, Inc. Yes Head Office of China Grand Enterprises, Inc. Assistant President of China Liu Chengwei China Grand Enterprises, Inc. Yes Grand Enterprises, Inc. Business Director of the Pharmaceutical Qin Yun China Grand Enterprises, Inc. Management Head Office Yes China Grand Enterprises, Inc. Executive Director and Hangzhou Huadong Medicine Manager of Hangzhou Jin Xuhu Yes Group Co., Ltd. Huadong Medicine Group Co., Ltd. Position in other entities √ Applicable □ N/A Compensation and allowance Position in Commencemen Termination of Name Name of other entity from the other entity t of the term the term shareholders’ entity Sichuan Yuanda Shuyang Pharmaceutical Co., Ltd. and other wholly/partially owned Niu Zhanqi Director No subsidiaries of China Grand Enterprises, Inc. Kang Wei Western Securities Co., Ltd. Supervisor Yes Leiyunshang Pharmaceutical Co., Ltd. and Kang Wei other wholly/partially owned subsidiaries of Director No China Grand Enterprises, Inc. Grand Industrial Holding Co., Ltd. and Bai Xinhua Director No other wholly/partially owned subsidiaries of 121 The Annual Report 2019 of Huadong Medicine Co., Ltd. China Grand Enterprises, Inc. Yunnan Leiyunshang Lixiang Qin Yun Director No Pharmaceutical Co., Ltd. Sichuan Yuanda Shuyang Pharmaceutical Co., Ltd. and other wholly/partially owned Liu Chengwei Director No subsidiaries of China Grand Enterprises, Inc. Hangzhou State-owned Capital Investment Jin Xuhu Chairman Yes and Operation Co., Ltd. Executive Jin Xuhu Hangzhou Oxygen Plant Group Co., Ltd. Yes Director Incumbent and off-office directors, supervisors and senior management personel during the reporting period that have been imposed administrative penalties by the SCRC during the last three years. □ Applicable √ N/A IV. Remuneration of directors, supervisors and senior managers The decision-making procedure, determination basis and actual remuneration for directors, supervisors and senior managers The remuneration plan of independent directors on the ninth Board of Directors of the Company was preliminarly approved by the Board of Directors. The final decision would be made by the general meeting of shareholders. In 2019, the annual allowance for the independent directors of the Company was 80,000 yuan (before tax), paid in a lump sum at the end of the year. The directors and supervisor appointed by shareholders will receive allowance of 30,000yuan (before tax),paid in a lump sum at the end of the year. Other directors, supervisors and senior managers of the Company will receive benefits in accordance with the Company’s current Salary System and Performance Appraisal Schemes. Remuneration of directors, supervisors and senior managers of the Company during the reporting period Unit: RMB ten thousand yuan Total pretax Receive remuneration Holding of Name Title Gender Age renumeration received from related parties of positions from the Company the Company or not Honorary Chairman of the Li Bangliang Male 74 Incumbent 220 No Board Lyu Liang Chairman of the Board Male 46 Incumbent 200 No Li Yuedong Director, General Manager Male 48 Incumbent 120 No Niu Zhanqi Director Male 53 Incumbent 3 Yes Kang Wei Director Female 52 Incumbent 3 Yes Fu Hang Director Male 57 off office 1.25 No Jin Xuhu Director Male 57 Incumbent 1.75 Yes Zhu Liang Director Male 43 Incumbent 40 No 122 The Annual Report 2019 of Huadong Medicine Co., Ltd. Zhang Wei Independent Director Male 49 off office 3.33 No Zhong Xiaoming Independent Director Male 58 Incumbent 8 No Yang Lan Independent Director Female 50 Incumbent 8 No Yang Jun Independent Director Female 48 Incumbent 4.67 No Bai Xinhua Supervisor Female 54 Incumbent 3 Yes Qin Yun Supervisor Female 50 Incumbent 3 Yes Liu Chengwei Supervisor Male 47 Incumbent 3 Yes Hu Baozhen Supervisor Female 47 Incumbent 1.75 Yes He Rufen Supervisor Female 52 Incumbent 70 No Xu Zhifeng Supervisor Male 45 Incumbent 40 No Shao Lingmin Supervisor Female 57 off office 0 No Wu Yimei Supervisor Female 56 off office 0 Yes Zhou Shunhua Deputy General Manager Male 60 Incumbent 130 No Wu Hui Deputy General Manager Male 51 Incumbent 80 No Secretary of the Board of Chen Bo Male 48 Incumbent 80 No Directors Officer in Charge of Qiu Renbo Male 38 Incumbent 70 No Financial Affairs Officer in Charge of Appointment Ma Honglan Female 50 80 No Financial Affairs & removal Total -- -- -- -- 1,173.75 -- Equity incentives granted to the Company’s directors and senior managers during the reporting period □ Applicable √ N/A V. Employees of the Company 1. Number of employees, profession composition and education level Number of incumbent employees in the parent company (person) 979 Number of incumbent employees in major subsidiaries (person) 11,139 Total number of incumbent employees (person) 12,118 Total number of employees receiving salaries in the current 12,118 period (person) Number of retired employees requiring the parent Company and 0 its subsidiaries to bear costs (person) Professional structure Category Number (person) 123 The Annual Report 2019 of Huadong Medicine Co., Ltd. Production staff 1,382 Sales staff 6,060 Technical staff 2,273 Financial staff 259 Administrative staff 1,538 Storage and transportation staff 606 Total 12,118 Educational background Category Number (person) Master’s degree or above 729 Bachelor’s degree 5,045 Junior college (professional training) 4,896 Other 1,448 Total 12,118 Note: (1) Sales staff include those engaged in academic promotion, retail promotion, pharmaceutical service, marketing, aesthetic medicine business development, etc. (2) Technical staff include those directly engaged in R&D and other R&D support personnel 2. Staff remuneration policy Based on its strategic development plan, the Company strives to create a high-quality talent team with the characteristics of Huadong Medicine, and stimulates employees’ innovation and creativity through flexible and diversified benefit policies. 3. Staff training plans With the concept of “people orientation”, Huadong Medicine pays attention to the development of human resources within the Company, and constructs and continuously improves the talent training system at different levels. Based on the training project system and learning platform construction, it provides targeted training to improve employees’ knowledge and skills, stimulates the organizational vitality through training, cultivates talents who highly agree with the Company’s values, and guides them to do their best to create value, so as to meet the requirements of the Company’s sustainable development and internationalization strategy. 124 The Annual Report 2019 of Huadong Medicine Co., Ltd. Training project system Learning platforms Cadres and reserve cadres sessions Management transition Leadership development for senior managers: EMBA/MBA/ Private sharing session Online learning sessions Huadong Lectures Leadership development for cadres: Action learning/competency certification program Training for new directors and department managers: 90-day turnaround plan Reserve cadres: Plan M Quality core talents Human resources BD professionals R&D PM talents Business core professionals professionals management management management Employee development sessions Production The backbone of the Marketing business grassroots Financial Overseas trainees talents talents talents management Orientation training and refreshment New employees: new members of College graduates: Set Sail Project employees Grassroots Huadong Medicine Training and development of technical talents 4. Labor outsourcing □ Applicable √ N/A 125 The Annual Report 2019 of Huadong Medicine Co., Ltd. Section X. Corporate Governance I. Basic situation of corporate governance During the reporting period, the Company strictly complied with the requirements of the regulatory documents on corporate governance issued by the CSRC and the Shenzhen Stock Exchange, such as “Company Law”, “Securities Law”, “Governance Guidelines for Listed Companies”, and “Rules for Stock Listing of Shenzhen Stock Exchange”. In order to realize its strategic development goals and safeguard the interests of all shareholders, the Company carried out comprehensive internal control and standardized management, strengthened system construction and internal management, standardized information disclosure and improved the corporate governance structure. There is no difference between corporate governance and the requirements of “Company Law” and the relevant provisions of the CSRC. According to the regulatory documents on the governance of listed companies issued by the CSRC, the Company has formed a system that is legally compliant and in line with the actual operation of the Company. By the end of the reporting period, the actual corporate governance was basically consistent with the regulatory documents on corporate governance issued by the CSRC and the Shenzhen Stock Exchange, and there were no outstanding governance issues. Whether the actual corporate governance of the Company is significantly different from the normative documents on corporate governance issued by the CSRC □ Yes √ No No such case during the reporting period. II. The Company’s independence in Businesses, Management, Assets, Institutions and Finance from Controlling shareholders During the reporting period, the Company continuously strengthened the corporate governance structure and implemented standardized operation in accordance with the requirements of regulatory authorities. The Company and its controlling shareholder realized the separation of management and independent operation in terms of personnel, assets, finance, institutions and business. Category Independent Note or not Independence in Yes The Company is mainly engaged in the production and operation of business pharmaceutical products, and has its own independent production and sales systems. The Company’s business activities are completely independent from its controlling shareholder. Although the subsidiaries of the Company and the controlling shareholder are engaged in pharmaceutical business, they focus on different medical fields and different customer groups. Therefore, there is no competition between the Company, controlling shareholdersand related parties. Independence in Yes The company is completely independent in the management of labor, personnel personnel and salaries, and has an independent human resources department 126 The Annual Report 2019 of Huadong Medicine Co., Ltd. and a sound personnel management system. Independence in assets Yes The Company has various independent assets, such as independent production systems, auxiliary production systems and supporting facilities; independent purchasing and sales systems; independent industrial property rights, trademarks, non-patented technologies and other intangible assets. Independence in Yes The Company has establishedindependent Board of Directors, institutions management and other internal organizations, and each functional department is independent from controlling shareholders in duty and personnel. There is no superior-subordinate relation between functional departments of controlling shareholders and those of the Company, which would have an impact on the Company’s independent operations. Independence in finance Yes The Financial Management Head Office is responsible for the financial accounting and budget management of the Company, and has established independent and sound financial, accountingand budget management systems according to relevant laws and regulations. Note: The Company is independent in Businesses, Management, Assets, Institutions and Finance from Controlling shareholders.The Company does not have peer competition or related transactions caused by partial restructuring, industry characteristics, national policies or mergers and acquisitions. III. Horizongtal competition □ Applicable √ N/A IV. Annual and extraordinary general meetings held during the reporting period 1. Shareholders’ meetings in the reporting period Proportion of Meeting Meeting type Convene date Disclosure date Disclosure index investors present China Securities Journal, Securities Times, Shanghai 2018 annual General Annual General 63.33% June 06, 2019 June 06, 2019 Securities News, and Meeting Meeting cninfo (www.cninfo.com.cn ) 2. Extraordinary general meetings convened at the request of preferred shareholders with resumed voting rights: □ Applicable √ N/A 127 The Annual Report 2019 of Huadong Medicine Co., Ltd. V. Performance of duties of independent directors during the reporting period 1. Attendance of independent directors at Board meetings and general meetings Attendance of independent directors at Board meetings and general meetings Board Board meetings Board Board meeting Presence of Board meetings Name of presence meetings absence in independent meetings presence by Board meeting independent required presence person for two directors in presence on telecom- absence directors during the through a consecutive general site communicatio reporting proxy times meetings n period Zhang Wei 3 1 2 0 0 No 1 Zhong Xiaoming 8 2 6 0 0 No 1 Yang Lan 8 2 6 0 0 No 1 Yang Jun 5 1 4 0 0 No 0 Note on not attending board meetings in person for two consecutive times N/A 2. Objections from independent directors on relevant issues of the Company Whether the independent directors have raised any objection to relevant issues of the Company □ Yes √ No No such case during the reporting period. 3. Other details aboutthe performance of duties by independent directors Whether the independent directors’ suggestions were adopted or not √ Yes □ No Note on the adoption or non-adoption of the independent directors’ suggestions N/A VI. Performance of duties by special committees under the Board during the reporting period 1. Strategic Committee During the reporting period, the Strategic Committee, based on the domestic and foreign conditions and the characteristics of the industry,conducted an in-depth analysis of the Company’s current operating situation and made an effective guidance for the Company to respond to market changes in a timely manner. In addition, the Strategic Committee put forward valuable opinions and suggestions for the Company to ensure its sustainable and robust development. 2. Audit Committee During the reporting period, the Audit Committee strictly abided the rules of the CSRC, Shenzhen Stock 128 The Annual Report 2019 of Huadong Medicine Co., Ltd. Exchange and the Company’s “Rules of Procedure for the Audit Committee of the Board of Directors”. It listened to the reports of the internal audit department and deliberated on the external audit reports of the Company’s 2019 financial report. During the annually external auditing period, the Audit Committee held three regular meetings to fulfilled its obligation of fully communicating with the external auditors, carefully reviewing the external auditing plan, scrutinizing the financial statement data and effectively supervising the preparation of the annual report. 3. Remuneration and Appraisal Committee During the reporting period, the Remuneration and Appraisal Committee carefully investigated the implementation of the Company’s remuneration system in accordance to “Rules of Procedure for the Remuneration and Assessment Committee of the Board of Directors”. In 2019, the Committee held one meeting to review and approve the “Independent Opinions on Allowances for Directors and Independent Directors Appointed by Shareholders on the Ninth Board of Directors”, and agreed to submit it to the Board of Directors for further deliberation. 4. Nomination Committee During the reporting period, the Nomination Committee fully performed its duties to exam and audit the criteria and procedure of selecting directors, senior managerial staff and other personnel. The Committee strickly acted in accordance with the relevant rules of the Articles of Association and “Rules of Procedure for the Nomination Committee of the Board of Directors” . During the reporting period, the Committee held two meetings on which the “Proposal on the General Election of the Board of Directors” and the “Proposal on the Adjustment of the Officer in Charge of Financial Affairs” were deliberated on and approved to submit to the Board of Directors for deliberation. VII. Performance of duties by the Board of Supervisors Whether the Board of Supervisors found any risks of the Company in the supervision activities during the reporting period □ Yes √ No No such case during the reporting period. VIII. Assessment and incentive mechanism for senior managers During the reporting period, the Company established a market-oriented assessment and incentive mechanism for senior managers.Based on their personal abilities, annual target achievements, market and industry salary level, the Company implemented a competitive renumeration policy and set up a sound renumeration management system to retain and attract talent. IX. Evaluation report on internal control 1. Details of major internal control deficiencies found during the reporting period □ Yes √ No 2. Self-evaluation report on internal control Disclosure date of the full text of self-evaluation report on internal control April 28, 2020 Disclosure index of the full text of self-evaluation report on internal control Cninfo (www.cninfo.com.cn) 129 The Annual Report 2019 of Huadong Medicine Co., Ltd. Proportion of assets evaluated in total assets 95.00% Proportion of revenue evaluated in total revenue per consolidated financial statement 90.00% Recognition standard of deficiencies Category Financial reporting Non-financial reporting The Company stipulates that internal control deficiencies involving the following fields shall be considered as The Company stipulates that internal control “material deficiencies”: serious violation of laws and deficiencies involving the following fields regulations; in addition to policy reasons, the Company has shall be identified as at least “important been losing money for years, and its continuous operation deficiencies”: anti-fraud procedure and has been challenged; lack of system control or systematic control; internal control over unconventional failure in important business; M&A and restructuring Qualitative criteira or unsystematic transactions; internal control failure; the operation of newly expanded subordinate units over the selection and application of is unsustainable; lack of internal control construction and accounting policies in relation to GAAP; disorderly management in subsidiaries; middle and senior internal control over the end-of-period managers have left their posts, or serious staff turnover in financial reporting process. key positions; frequent exposure of negative news in the media; internal control evaluation results, especially major or significant deficiencies have not been corrected. Potential misstatement of total profit; Quantitative criteria Impact on total assets; significant negative impact potential misstatement of total assets Number of material deficiencies in financial reporting 0 Number of material deficiencies in non-financial reporting 0 Number of important deficiencies in financial reporting 0 Number of important deficiencies in non-financial reporting 0 X. Audit report on internal control √ Applicable □ N/A Comments of Internal Control Audit Reprot On December 31, 2019, Huadong Medicine has maintained effective internal control over financial reporting in all major respects in accordance with the “Basic Norms for Enterprise Internal Control” and relevant regulations. Disclosure of internal control audit report Disclosure Disclosure date of the full audit report on internal control April 28, 2020 Disclosure index of the full audit report on internal control cninfo (www.cninfo.com.cn) Type of opinions in the internal control audit report Unmodified unquialified opinions Whether there are material deficiencies in non-financial reporting None Whether the accounting firm has issued the auditor’s report on internal control with non-standard opinions □ Yes √ No 130 The Annual Report 2019 of Huadong Medicine Co., Ltd. Whether the auditor’s report on internal control issued by the accounting firm is consistent with the self-evaluation report of the Board of Directors √ Yes □ No 131 The Annual Report 2019 of Huadong Medicine Co., Ltd. Section XI. Information about Corporate Bonds Whether the Company have any corporate bonds that are publicly issued and listed on the stock exchange and have not expired on the approval date of the annual report or have not been fully paid upon maturity Yes I. Basic information about corporate bonds Bond balance Repayment of Bond Bond name Bond code Issue date Maturity day (ten thousand Interest rate principal and abbreviation yuan) interest Interest is paid once a year, and the principal is Huadong repaid once Medicine Co., upon maturity. 15 Huadong Ltd. 2015 112247 May 19, 2015 May 19, 2020 99,877 4.70% The interest of Bonds Corporate the last Bonds installment is paid together with the repayment of the principal. Trading venue for the listing or Shenzhen Stock Exchange transfer of corporate bonds Investor suitability arrangement N/A Interest payment of the During the reporting period, the Company paid the fourth installment of the bond interest on May corporate bonds during the 20, 2019 (subject to postponement in case of a non-trading day). reporting period Where the corporate bonds are subject to special terms such as issuer or investor option terms, exchangeable terms, etc., the N/A performance of such terms during the reporting period (if applicable) 132 The Annual Report 2019 of Huadong Medicine Co., Ltd. II. Information about the bond trustee and credit rating agency Bond trustee: No. 1508, Everbright Xinzha Road, Securities Sun Bei, Chu Name Office address Jing’an Contacts Tel. 021-22169999 Company Wei District, Limited Shanghai Credit rating agency that tracked and rated the corporate bonds during the reporting period: Room 968, Building 1, No. 599 Xinye Road, Name China Chengxin Securities Rating Co., Ltd. Office address Qingpu District, Shanghai If the bond trustee or credit rating agency hired by the Company changes during the reporting period, the reasons for the N/A change, performance of procedures, and the impact on investors’ interests, etc. (if applicable) III. Use of funds raised by corporate bonds After deducting the issuance costs, the 600 million yuan raised by the bonds were used to repay some bank loans and optimize the Company’s debt structure. The remaining 400 million yuan was used to supplement the Company’s working capital and the Use of funds raised by the Company’s operating capital of the pharmaceutical business and improve the Company’s fund bonds and performance of procedures situation. The above funds were used in accordance with the relevant regulatory requirements of listed companies in Shenzhen Stock Exchange; corresponding decision-making procedures were implemented. Year-end balance (ten thousand yuan) 99,877 Operation of the special fund-raising Normal account Whether the use of the raised funds is consistent with the purpose, use plan and Yes other agreements promised in the prospectus IV. Corporate bond rating During the reporting period, the main credit rating of the Company is maintained at AA+; the credit rating of the current bonds is maintained at AA+. According to the CSRC regulations, credit rating industry practice, and the Company’s rating system, from the date of issuance of the first rating report, the rating agency should pay constant attention to such factors as changes in the external operating environment, operating or financial conditions of the current bond issuer and the 133 The Annual Report 2019 of Huadong Medicine Co., Ltd. debt service guarantee of the current bonds within the validity period of the credit rating of the current bonds or the duration of the current bonds, so as to continuously track the credit risks of the current bonds. Tracking ratings include regular and irregular tracking ratings. During the reporting period, the Company entrusted China Chengxin Securities Rating Co., Ltd. to track and rate the 2015 corporate bonds (“15 Huadong Bonds”) issued by the Company on May 19, 2015 for the year 2019. The rating results were as follows: the main credit rating of Huadong Medicine is maintained at AA+, with a stable rating outlook; the credit rating of the current debt is maintained at AA+. For details of the tracking rating report, please refer to “2015 Corporate Bond Tracking Rating Report of Huadong Medicine Co., Ltd. (2019)” published by the Company on June 18, 2019 on cninfo (www.cninfo.com.cn). V. Corporate bond credit enhancement mechanism, debt repayment plan and other debt repayment guarantee measures During the reporting period, the Company’s corporate debt credit enhancement mechanism, debt repayment plan and other debt repayment safeguard measures did not change, and the relevant commitments in the prospectus were duely performed. VI. Bondholders’ meetings during the reporting period The meetings were duely held as required. VII. Performance of duties of the bond trustee during the reporting period The duties were duely performed as required. VIII. Major accounting data and financial indicators of the Company in the last 2 years by the end of the reporting period Unit: RMB ten thousand yuan Year-on-year percentage Item 2019 2018 change EBITDA 399,182.38 329,251.92 21.24% Current ratio 163.59% 176.56% -12.97% L/A ratio 40.05% 45.75% -5.70% Quick ratio 111.16% 119.43% -8.27% EBITDA total debt ratio 46.43% 37.45% 8.98% Interest coverage ratio 32.15 28.67 12.14% Cash interest coverage ratio 29.76 33.04 -9.93% EBITDA interest coverage 35.88 31.73 13.08% ratio Loan repayment rate 100.00% 100.00% 0.00% 134 The Annual Report 2019 of Huadong Medicine Co., Ltd. Interest payment rate 100.00% 100.00% 0.00% Main reasons for the above accounting data and financial indicators changing by more than 30% year on year □ Applicable √ N/A IX. Interest payments on other bonds and debt financing instruments during the reporting period □ Applicable √ N/A X. Bank credit, use and repayment of bank loans obtained during the reporting period As of December 31, 2019, the Company had obtained 9.671 billion yuan of bank credit and used 876 million yuan of credit. During the reporting period, the Company repaid the bank loans on time, and there was no extension or exemption. XI. Implementation of relevant provisions or commitments of the Company’s bond prospectus during the reporting period During the reporting period, the Company fulfilled the relevant commitments in accordance with the prospectus. The Company paid the fourth installment of the bond interest on May 20, 2019. XII. Major events during the reporting period None XIII. Whether there is a guarantor for corporate bonds √ Yes □ No Whether the guarantor of corporate bonds is a legal person or other organization √ Yes □ No Whether the guarantor’s financial statements for the reporting period are separately disclosed within 4 months from the end of each fiscal year, including the balance sheets, income statements, cash flow statements, statements of changes in ownership intere st (shareholders’ rights and interests) and notes to financial statements √ Yes □ No 135 The Annul Report 2019 of Huadong Medicine Co., Ltd. Section XII. Financial Report I. Audit report Audit Opioion Unmodified unqualified audit opinion Audit Reprot sign-off Date April 26, 2020 Pan-China Certified Public Accountants (special Audit Institution Name general partnership) Auidt Report Number T. J. S. (2020) No. 3788 Certified Public Accounts Name Wang Fukang, Xu Ping Main body of the audit report Audit Report T. J. S. (2020) No. 3788 Shareholders of Huadong Medicine Co., Ltd.: I. Audit opinion We audited the financial statements of Huadong Medicine Co., Ltd. (hereinafter referred to as “Huadong Medicine”), including the consolidated and the parent company’s balance sheets as at December 31, 2019, the consolidated and the parent company’s income statements for the year 2019, the consolidated and the parent company’s cash flow statements, the consolidated and the parent company’s statements of changes in ownership interest, and the notes to relevant financial statements. In our opinion, the attached financial statements are prepared in accordance with the accounting standards for business enterprises in all material aspects and fairly reflect the consolidated and the parent company’s financial condition of Huadong Medicine as at December 31, 2019, as well as the consolidated and the parent company’s operating results and cash flows in 2019. II. Basis opinion We conducted our audit in accordance with the auditing standards for certified public accountants of China. Our responsibilities under these standards are further elaborated in the section “CPA’s responsibility to audit the financial statements” of the auditor’s report. In accordance with the code of professional ethics for certified public accountants in China, we are independent of Huadong Medicine and have fulfilled other responsibilities in respect of professional ethics. We believe that the audit evidence we have obtained is sufficient and appropriate, providing a basis for auditor’s opinion. 136 The Annul Report 2019 of Huadong Medicine Co., Ltd. III. Key audit matters The key audit matters are those we consider most important to the audit of the financial statements for the current period in our professional judgment. The response to these items is based on an audit of the financial statements as a whole and the formation of auditor’s opinion. We do not comment on these items separately. (I) Revenue recognition 1. Description The relevant information disclosure is detailed in Notes III (XXIII) and V (II) 1 to the financial statements. The operating revenue of Huadong Medicine mainly comes from the production and sales of drugs. The operating revenue of Huadong Medicine in 2019 is RMB 35,445,698,216.15 yuan. The recognition of revenue from domestic sales of products of Huadong Medicine shall meet the following conditions: the products have been delivered to the buyer according to the contract, and the amount of product sales revenue has been determined, the payment for goods has been recovered or the receipt certificate has been obtained, and the relevant economic benefits are likely to flow in, and the costs related to the products can be measured reliably. The recognition of revenue from overseas sales of products shall meet the following conditions: the products have been declared at the customs according to the contract, the bill of lading has been obtained, the amount of product sales revenue has been determined, the payment for goods has been recovered or the receipt certificate has been obtained, and the relevant economic benefits are likely to flow in, and the costs related to the products can be measured reliably. As the operating revenue is one of the key performance indicators of Huadong Medicine, there may be inherent risks for the management of Huadong Medicine (hereinafter referred to as the “Management”) to achieve specific goals or expectations through inappropriate revenue recognition. Therefore, we identified revenue recognition as a key audit matter. 2. Audit response For revenue recognition, the audit procedures we implemented mainly include: (1) Understanding the key internal controls related to revenue recognition, evaluating the design of these controls, determining whether they are implemented, and testing the operating effectiveness of relevant internal controls; (2) Reviewing the sales contract, understanding the main contract terms or conditions, and evaluating whether the revenue recognition method is appropriate; (3) Analyzing the operating revenue and gross profit rate by month, product, region, etc., identifying whether there are significant or abnormal fluctuations, and ascertaining the reasons for the fluctuations; (4) For domestic sales revenue, checking the supporting documents related to revenue recognition by sampling, including sales contracts, orders, sales invoices, outbound delivery orders, shipping orders, shipping documents and payment receipts. For overseas revenue, obtaining e-port information and checking with the accounting records, and checking the sales contracts, export declaration forms, bills of lading, sales invoices and other supporting documents by sampling; (5) In combination with accounts receivable confirmation, confirming the current sales with major customers by sampling; (6) Carrying out a cut-off test for the operating revenue recognized before and after the balance sheet date, and evaluating whether the operating revenue is recognized within an appropriate period; 137 The Annul Report 2019 of Huadong Medicine Co., Ltd. and (7) Checking whether the information relating to operating revenue has been properly presented in the financial statements. (II) Impairment of accounts receivable 1. Description The relevant information disclosure is detailed in Notes III (X) and V (I) 3 to the financial statements. As of December 31, 2019, the book balance of accounts receivable of Huadong Medicine was RMB 6,428,095,660.39 yuan, the bad debt reserve was 335,790,475.92 yuan, and the book value was 6,092,305,184.47 yuan. Based on the credit risk characteristics of various accounts receivable and the individual account receivable or the combination of accounts receivable, the Management measured its loss reserve according to the expected credit loss equivalent to the entire duration. For the accounts receivable with expected credit loss measured based on an individual item, the Management comprehensively considered the reasonable and reliable information about the past items, current conditions and future economic conditions, estimated the expected cash flow, and determined the bad debt reserve that should be accrued. For the accounts receivable with expected credit loss measured based on the combined items, the Management divided the accounts receivable based on age, made adjustments according to historical credit loss and prospective estimates, compiled a comparison table of accounts receivable ages and expected credit loss rates, and determined the bad debt reserve that should be accrued. Due to the significant amount of accounts receivable and significant management judgment involved in the impairment of accounts receivable, we determined the impairment of accounts receivable as a key audit matter. 2. Audit response For the impairment of accounts receivable, the audit procedures we implemented mainly include: (1) Understanding the key internal controls related to the impairment of accounts receivable, evaluating the design of these controls, determining whether they are implemented, and testing the operating effectiveness of relevant internal controls; (2) Reviewing the follow-up actual write-off or reversal of accounts receivable for which the bad debt reserve has been accrued in previous years, evaluating the accuracy of the Management’s past forecasts; (3) Reviewing the relevant considerations and objective evidence of the Management’s credit risk assessment of accounts receivable, and evaluating whether the Management has properly identified the credit risk characteristics of various accounts receivable; (4) For the accounts receivable with expected credit loss measured based on an individual item, obtaining and checking the Management’s forecast of the expected cash flow received, evaluating the rationality of the key assumptions used in the forecast and the accuracy of data, and checking with the external evidence obtained; (5) For the accounts receivable with expected credit loss measured based on the combined items, evaluating the rationality of the Management’s division of combinations according to the credit risk characteristics; evaluating the rationality of the comparison table of accounts receivable ages and expected credit loss rates determined by the Management based on historical credit loss 138 The Annul Report 2019 of Huadong Medicine Co., Ltd. experience and prospective estimates; testing the accuracy and completeness of the Management’s data (including the age of accounts receivable, historical loss rate, migration rate, etc.) and whether the calculation of bad debt reserve is accurate; (6) Checking the subsequent collection of accounts receivable, and evaluating the reasonability of the Management’s accrual of bad debt reserve for accounts receivable; and (7) Checking whether the information relating to the impairment of accounts receivable has been properly presented in the financial statements. (III) Goodwill impairment 1. Description The relevant information disclosure is detailed in Notes III (V), III (XVIII) and V (I) 15 to the financial statements. As of December 31, 2019, the original book value of goodwill of Huadong Medicine was 1,472,250,061.24 yuan, the impairment reserve was 2,632,799.14 yuan, and the book value was 1,469,617,262.10 yuan. When there is any sign of impairment in the asset group or asset portfolio related to goodwill, and at the end of each year, the Management shall conduct a goodwill impairment test. The Management conducted the goodwill impairment test in combination with the relevant asset group or asset portfolio, and the recoverable amount of the relevant asset group or asset portfolio was determined by the present value of the expected future cash flow. The key assumptions used in the impairment test include: revenue growth rate in the detailed forecast period, growth rate in the perpetual forecast period, gross profit rate, related expenses and discount rate. Due to the significant amount of goodwill and the significant management judgment involved in the goodwill impairment test, we determined the goodwill impairment as a key audit matter. 2. Audit response For the goodwill impairment, the audit procedures we implemented mainly include: (1) Reviewing the Management’s forecast of the present value of future cash flows in previous years and actual operating results, and evaluating the accuracy of the Management’s past forecasts; (2) Understanding and evaluating the competence, professional quality and objectivity of external valuation experts employed by the Management; (3) Evaluating the rationality and consistency of the Management’s methods in the impairment test; (4) Evaluating the rationality of the key assumptions adopted by the Management in the impairment test, and verifying whether the relevant assumptions are consistent with the overall economic environment, industry conditions, operating conditions, historical experience, operating plans, approved budgets, meeting minutes, and other assumptions used by the Management in relation to the financial statements; (5) Testing the accuracy, completeness and relevance of the data used by the Management in the impairment test, and rechecking the internal consistency of the relevant information in the impairment test; (6) Testing whether the Management’s calculation of the present value of expected future cash flows is accurate; (7) Based on the methods and assumptions used by the Management, estimating the present value range of future cash flows and evaluating whether it differs significantly from the range 139 The Annul Report 2019 of Huadong Medicine Co., Ltd. estimated by the Management; and (8) Checking whether the information relating to the goodwill impairment has been properly presented in the financial statements. IV. Other information The Management is responsible for other information, including information covered in the annual report, but not the financial statements and the auditor’s report. The auditor’s opinion on the financial statements does not cover other information, and we do not publish any form of corroborating conclusions on other information. In conjunction with our audit of the financial statements, it is our responsibility to read other information and, in doing so, consider whether other information is materially inconsistent with the financial statements or what we learned during the audit or appears to be materially misrepresented. Based on the work we have performed, if we determine that other information is materially misrepresented, we should report that fact. In this connection, we have nothing to report. V. Responsibility of the Management and Governance for the Financial Statements The Management is responsible for preparing the financial statements in accordance with the accounting standards for business enterprises to achieve fair presentation and for designing, implementing and maintaining the necessary internal controls so that the financial statements are free from material misstatement due to fraud or error. In preparing the financial statements, the Management is responsible for assessing Huadong Medicine’s competence for continuing operations, disclosing matters relating to continuing operations (if applicable) and applying the going concern assumption, unless liquidation and termination are planned or there is no other realistic alternative. Those charged with governance of Huadong Medicine is responsible for overseeing the Company’s financial reporting process. VI. Responsibility of Certified Public Accountants on the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement due to fraud or error, and to issue an auditor’s report that includes our opinions. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit performed in accordance with the audit standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material when it is reasonably expected that misstatements, individually or collectively, may affect the economic decisions made by users based on the financial statements. As part of the audit in accordance with the audit standards, we exercise professional judgment and maintain professional skepticism throughout the process. We also: (I) Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than the risk of not detecting one resulting from error, as fraud may involve collusion, forgery, omissions, misrepresentations, or the override of internal control. 140 The Annul Report 2019 of Huadong Medicine Co., Ltd. (II) Understand the internal control associated with the audit to design appropriate audit procedures. (III) Evaluate the appropriateness of accounting policies used and the rationality of accounting estimates and related disclosures made by the Management. (IV) Conclude on the appropriateness of using the going concern assumption by the Management, and conclude, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Huadong Medicine’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw the attention of users to relevant disclosures in the financial statements in our auditor’s report; if such disclosures are inadequate, we should offer qualified opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Huadong Medicine to cease to continue as a going concern. (V) Evaluate the overall presentation, structure and content of the financial statements, including whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. (VI) Obtain sufficient and appropriate audit evidence on the financial information of entities or business activities of Huadong Medicine to express auditor’s opinions on the financial statements. We are responsible for the guidance, supervision and implementation of group audits and take full responsibility for the auditor’s opinions. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with the professional ethical requirements associated with our independence, and communicate to those charged with governance all relationships and other matters that may reasonably be deemed to affect our independence, as well as relevant precautions (if applicable). From the matters communicated to those charged with governance, we determine which matters are most important to the current financial statement audit and thus constitute key audit matters. We describe these matters in our auditor’s report, unless laws and regulations prohibit their public disclosure or, in rare cases, if it is reasonably expected that the negative consequences of communicating a matter in the auditor’s report outweigh the benefits in the public interest, we determine that the matter should not be communicated in the auditor’s report. Pan-China Certified Public Accountants Chinese Certified Public Accountant: Wang Fukang (special general partnership) (Project partner) Hangzhou, China Chinese Certified Public Accountant: Xu Ping April 26, 2020 141 The Annul Report 2019 of Huadong Medicine Co., Ltd. II. Financial statements The unit of statements in the financial notes is: RMB yuan. 1. Consolidated balance sheet Prepared by: Huadong Medicine Co., Ltd. December 31, 2019 Unit: RMB yuan Item December 31, 2019 December 31, 2018 Current assets: Cahs and bank balances 2,402,730,395.39 2,442,723,381.93 Settlement reserve Lending to other banks and other financial institutions Financial assets for trade Financial assets that are measured at fair value and whose changes are included in current gains/losses Derivative financial assets Notes receivable 639,854,829.69 Accounts receivable 6,092,305,184.47 5,633,011,225.41 Accounts receivable for financing 683,884,625.14 Prepayments 363,246,612.94 351,676,102.16 Premiums receivable Reinsurance accounts receivable Reinsurance contract reserve receivable Other receivables 92,201,271.22 82,878,867.32 Including: Interests receivable Dividends receivable 815,965.44 779,957.18 Financial assets purchased for resale Inventories 4,038,975,496.93 3,875,647,048.31 Contract assets Assets held for sale Non-current assets due within one 142 The Annul Report 2019 of Huadong Medicine Co., Ltd. year Other current assets 62,526,471.96 38,097,580.91 Total current assets 13,735,870,058.05 13,063,889,035.73 Non-current assets: Loans and prepayments issuance Debt investments Financial assets available for sale 91,111,431.20 Other debt investments Held-to-maturity investments Long-term receivables Long-term equity investments 222,595,018.54 88,918,218.64 Other equity instrument 241,675,712.05 investments Other non-current financial assets Real estate properties for 21,701,908.75 23,841,968.85 investment Fixed assets 2,175,216,842.65 2,033,587,957.65 Constructions in progress 1,829,808,233.19 617,004,995.98 Biological assets for production Oil & gas assets Right-of-use assets Intangible assets 1,454,900,160.45 1,507,864,929.72 Development expenditures Goodwill 1,469,617,262.10 1,458,322,456.39 Long-term unamortized expenses 12,289,677.31 12,487,374.06 Deferred tax assets 116,157,614.47 96,924,790.85 Other non-current assets 184,141,659.07 223,404,123.26 Total non-current assets 7,728,104,088.58 6,153,468,246.60 Total assets 21,463,974,146.63 19,217,357,282.33 Current liabilities: Short-term borrowing 655,549,973.27 625,731,594.90 Borrowing from the central bank Borrowing from other banks and other financial institutions Financial liabilities for trade 143 The Annul Report 2019 of Huadong Medicine Co., Ltd. Financial liabilities that are measured at fair value and whose changes are included in current gains/losses Derivative financial liabilities Notes payable 613,374,356.61 566,955,074.64 Accounts payable 3,789,054,234.58 3,905,462,438.68 Receipts in Advance 254,888,911.30 155,516,265.85 Contract liabilities Financial assets sold for repurchase Absorbing deposits and due from banks Receipts for buying and selling securities as proxy Receipts for underwriting securities as proxy Payroll payable 132,584,982.71 115,269,567.11 Taxes payable 532,802,157.61 591,738,858.25 Other payables 1,365,152,290.99 1,397,399,947.38 Including: Interests payable 40,192,471.83 Dividends payable 224,219.60 224,219.60 Handling fees and commissions payable Reinsurance accounts payable Liabilities held for sale Non-current liabilities due within 1,053,231,727.73 40,904,660.77 one year Other current liabilities Total current liabilities 8,396,638,634.80 7,398,978,407.58 Non-current liabilities: Insurance policy reserve Long-term borrowing Bonds payable 995,545,627.39 Including: Preferred shares Perpetual bonds 144 The Annul Report 2019 of Huadong Medicine Co., Ltd. Lease liabilities Long-term payables 48,080,030.00 274,759,833.53 Long-term employee benefits payable Provisions 52,066,643.01 34,746,434.39 Deferred income 60,960,255.68 68,138,547.84 Deferred tax liabilities 39,604,343.27 19,659,864.09 Other non-current liabilities Total non-current liabilities 200,711,271.96 1,392,850,307.24 Total liabilities 8,597,349,906.76 8,791,828,714.82 Owners’ Equity: Share capital 1,749,809,548.00 1,458,174,624.00 Other equity instruments Including: Preferred shares Perpetual bonds Capital reserves 2,158,080,661.07 2,455,526,993.18 Less: Treasury shares Other comprehensive income 22,792,488.80 -22,426,154.59 Special reserve Surplus reserves 710,359,967.51 592,903,007.98 General risk reserve Retained earnings 7,668,434,642.62 5,453,970,525.96 Total owners’ equity attributable to 12,309,477,308.00 9,938,148,996.53 owner of the Company Minority interest 557,146,931.87 487,379,570.98 Total owners’ equity 12,866,624,239.87 10,425,528,567.51 Total liabilities & owners’ equity 21,463,974,146.63 19,217,357,282.33 Legal representative: Lyu Liang Person in charge of accounting work: Lyu Liang Person in charge of the Accounting Department: Qiu Renbo 2. Balance sheet of the parent company Unit: RMB yuan 145 The Annul Report 2019 of Huadong Medicine Co., Ltd. Item December 31, 2019 December 31, 2018 Current assets: Cash and bank balances 893,939,724.56 1,385,023,943.20 Financial assets for trade Financial assets measured at fair value and whose changes are included in current gains/losses Derivative financial assets Notes receivable 240,692,611.41 Accounts receivable 3,601,796,850.84 3,169,895,951.84 Accounts receivable for financing 102,285,661.94 Prepayments 183,776,687.98 190,099,922.21 Other receivables 857,127,207.17 671,375,825.45 Including: Interests receivable Dividends receivable Inventories 1,726,815,773.41 1,699,409,254.34 Contract assets Assets held for sale Non-current assets due within one year Other current assets 4,529,331.87 501,622.85 Total current assets 7,370,271,237.77 7,356,999,131.30 Non-current assets: Debt investments Financial assets available for sale 91,111,431.20 Other debt investments Held-to-maturity investments Long-term receivables Long-term equity investments 4,809,521,228.65 4,324,003,989.90 Other equity instrument 92,108,957.26 investments Other non-current financial assets Real estate properties for 8,591,809.18 9,058,041.82 investment Fixed assets 144,102,366.02 76,599,082.48 146 The Annul Report 2019 of Huadong Medicine Co., Ltd. Constructions in progress 15,728,406.26 46,137,210.35 Biological assets for production Oil & gas assets Right-of-use assets Intangible assets 45,226,361.12 46,549,160.16 Development expenditures Goodwill Long-term unamortized expenses 975,689.14 1,341,804.52 Deferred tax assets 48,849,165.52 44,071,892.75 Other non-current assets 8,076,419.28 Total non-current assets 5,173,180,402.43 4,638,872,613.18 Total assets 12,543,451,640.20 11,995,871,744.48 Current liabilities: Short-term borrowing 55,000,000.80 20,000,000.00 Financial liabilities for trade Financial liabilities that are measured at fair value and whose changes are included in current gains/losses Derivative financial liabilities Notes payable 81,036,745.94 262,559,098.87 Accounts payable 2,469,675,798.54 2,571,660,073.04 Receipts in advance 52,914,932.34 25,072,721.43 Contract liabilities Payroll payable 3,203,215.95 2,828,750.56 Taxes payable 32,881,935.68 68,310,184.18 Other payables 638,551,969.04 559,364,820.54 Including: Interests payable 29,256,720.34 Dividends payable 224,219.60 224,219.60 Liabilities held for sale Non-current liabilities due within 1,028,002,952.88 one year Other current liabilities Total current liabilities 4,361,267,551.17 3,509,795,648.62 Non-current liabilities: 147 The Annul Report 2019 of Huadong Medicine Co., Ltd. Long-term borrowing Bonds payable 995,545,627.39 Including: Preferred shares Perpetual bonds Lease liabilities Long-term payables Long-term employee benefits payable Provision Deferred income 43,264,785.87 45,830,660.79 Deferred tax liabilities Other non-current liabilities Total non-current liabilities 43,264,785.87 1,041,376,288.18 Total liabilities 4,404,532,337.04 4,551,171,936.80 Owners’ Equity: Share capital 1,749,809,548.00 1,458,174,624.00 Other equity instruments Including: Preferred shares Perpetual bonds Capital reserves 2,168,451,528.01 2,460,086,452.01 Less: Treasury shares Other comprehensive income 847,526.06 Special reserve Surplus reserves 788,215,726.95 670,758,767.42 Retained earnings 3,431,594,974.14 2,855,679,964.25 Total owners’ equity 8,138,919,303.16 7,444,699,807.68 Total liabilities & owners’ equity 12,543,451,640.20 11,995,871,744.48 3. Consolidated income statement Unit: RMB yuan Item 2019 2018 I. Total operating income 35,445,698,216.15 30,663,374,326.27 Including: Operating revenue 35,445,698,216.15 30,663,374,326.27 Interests received 148 The Annul Report 2019 of Huadong Medicine Co., Ltd. Premiums earned Handling fees and commissions received II. Total operating cost 32,236,584,319.28 27,820,710,587.36 Including: Operating cost 24,086,722,961.73 21,774,705,378.11 Interests paid Handling fees and commissions paid Surrender value Net payment of insurance claims Net appropriation of policy reserve Policy dividends paid Reinsurance expenses Business taxes and 181,986,722.36 170,953,068.38 surcharges Selling expenses 5,797,236,883.02 4,297,355,738.06 Administrative expenses 1,095,227,423.65 785,170,898.51 Research and 1,072,937,182.39 706,041,257.10 Development(R&D) expenses Financial expenses 2,473,146.13 86,484,247.20 Including: Interests 107,193,977.78 102,777,144.97 expenses Interests income 30,593,316.38 35,313,124.90 Add: Other income 113,635,429.90 80,998,441.81 Investment income (Losses are -15,006,715.14 34,761,671.07 indicated by “-”) Including: Investment gains (losses) in associated enterprise and 11,058,408.16 18,703,210.12 joint-venture enterprise Gains on the derecognition of financial assets measured at amortized cost Gains on exchange (Losses are indicated by “-”) Gains on net exposure hedging 149 The Annul Report 2019 of Huadong Medicine Co., Ltd. (Losses are indicated by “-”) Gains on changes in fair value (Losses are indicated by “-”) Credit impairment losses -28,581,461.03 (Losses are indicated by “-”) Impairment losses of assets 3,726,044.53 -51,018,817.28 (Losses are indicated by “-”) Gains on assets disposal 114,154,941.45 2,165,646.31 (Losses are indicated by “-”) III. Operating profit (Losses are indicated 3,397,042,136.58 2,909,570,680.82 by “-”) Add: Non-operating income 118,292,148.72 1,575,573.21 Less: Non-operating expenses 45,068,060.85 38,601,994.56 IV. Total profit (Total losses are indicated 3,470,266,224.45 2,872,544,259.47 by “-”) Less: Income tax expenses 544,863,569.56 477,374,647.49 V. Net profit (Net losses are indicated by 2,925,402,654.89 2,395,169,611.98 “-”) (I) Classification by continuous operations 1. Net profit from continued operations (Net losses are indicated by 2,925,402,654.89 2,395,169,611.98 “-”) 2. Net profit from terminational operations (Net losses are indicated by “-”) (II) Classification by attribution of ownership 1. Net profit attributable to owners 2,813,118,702.11 2,267,229,174.08 of the parent company 2. Profit or loss attributable to 112,283,952.78 127,940,437.90 minority shareholders VI. Other comprehensive income, net of 45,218,643.39 -22,426,154.59 income tax Other comprehensive income attributable to owners of the parent 45,218,643.39 -22,426,154.59 company, net of tax (I) Other comprehensive income that 22,649,380.85 cannot be reclassified into gains/losses 150 The Annul Report 2019 of Huadong Medicine Co., Ltd. 1.Changes in remeasurement on the defined benefit plan 2. Other comprehensive income that cannot be reclassified into gains/losses under equity method 3. Changes in fair value of 22,649,380.85 other equity instrument investments 4. Changes in fair value of credit risk of the enterprise 5. Others (II) Other comprehensive income to 22,569,262.54 -22,426,154.59 be reclassified into gains/losses 1. Other comprehensive income that can be reclassified into gains/losses under equity method 2. Changes in fair value of other debt investments 3. Gains/losses on changes in fair value of financial assets available for sale 4. Amount of financial assets reclassified into other comprehensive income 5. Gains/losses on held-to-maturity investments reclassified as financial assets available for sale 6. Credit impairment reserve of other debt investments 7. Cash flow hedging reserve 8. Exchange differences arising on conversion of financial 22,569,262.54 -22,426,154.59 statements denominated in foreign currencies 9. Others Net amount after tax of other comprehensive income attributable to minority shareholders VII. Total comprehensive income 2,970,621,298.28 2,372,743,457.39 151 The Annul Report 2019 of Huadong Medicine Co., Ltd. Total comprehensive income attributable to owners of the parent 2,858,337,345.50 2,244,803,019.49 company Total comprehensive income 112,283,952.78 127,940,437.90 attributable to minority shareholders VIII. Earnings per share (EPS): (I) Basic EPS 1.61 1.29 (II) Diluted EPS 1.61 1.29 As for enterprise merger under the same control in the current period, the net profit generated by the merged party before the merger is 0.00 yuan, and that generated during the previous period is 0.00 yuan. Legal representative: Lyu Liang Person in charge of accounting work: Lyu Liang Person in charge of the Accounting Department: Qiu Renbo 4. Income statement of the parent company Unit: RMB yuan Item 2019 2018 I. Total operating income 18,615,152,475.02 16,949,200,953.03 Less: Total operating cost 17,632,559,302.99 16,058,479,264.34 Business taxes and surcharges 18,316,448.01 10,188,442.34 Selling expenses 405,018,833.52 378,254,696.38 Administrative expenses 144,525,622.55 163,148,284.02 Research and Development 7,744,972.45 (R&D) expenses Financial expenses 61,561,281.10 11,095,804.17 Including: Interests 74,457,880.50 67,604,518.13 expenses Interests income 17,378,641.11 63,903,204.54 Add: Other income 6,736,329.43 8,030,137.28 Investment income (Losses 884,134,498.88 795,547,331.48 are indicated by “-”) Including: Investment gains (losses) in associated enterprise and joint-venture enterprise 152 The Annul Report 2019 of Huadong Medicine Co., Ltd. Gains on the derecognition of financial assets measured at amortized cost (Losses are indicated by “-”) Gains on net exposure hedging (Losses are indicated by “-”) Gains from changes in fair values (Losses are indicated by “-”) Credit impairment losses -51,632,880.16 (Losses are indicated by “-”) Impairment gains (losses) of -32,906,965.18 assets (Losses are indicated by “-”) Asset disposal income 114,473,031.50 -48,893.42 (Losses are indicated by “-”) II. Operating profit (Losses are 1,299,136,994.05 1,098,656,071.94 indicated by “-”) Add: Non-operating income 1,634,235.90 93,443.66 Less: Non-operating expenses 1,291,907.34 5,046,377.09 III. Total profit (Total losses are 1,299,479,322.61 1,093,703,138.51 indicated by “-”) Less: Income tax expenses 124,909,727.27 87,220,803.86 IV. Net profit (Net losses are indicated 1,174,569,595.34 1,006,482,334.65 by “-”) (I) Net profit from continuous operations (Net losses are indicated by 1,174,569,595.34 1,006,482,334.65 “-”) (II) Net profit from discontinued operations (Net losses are indicated by “-”) V. Other comprehensive income, net of 847,526.06 income tax (I) Other comprehensive income that cannot be reclassified into 847,526.06 gains/losses 1. Changes in remeasurement on the defined benefit plan 2. Other comprehensive income that cannot be reclassified into 153 The Annul Report 2019 of Huadong Medicine Co., Ltd. gains/losses under equity method 3. Changes in fair value of 847,526.06 other equity instrument investments 4. Changes in fair value of credit risk of the enterprise 5. Others (II) Other comprehensive income to be reclassified into gains/losses 1. Other comprehensive income that can be reclassified into gains/losses under equity method 2. Changes in fair value of other debt investments 3. Gains/losses on changes in fair value of financial assets available for sale 4. Amount of financial assets reclassified into other comprehensive income 5. Gains/losses on held-to-maturity investments reclassified as financial assets available for sale 6. Credit impairment reserve of other debt investments 7. Cash flow hedging reserve 8. Exchange differences from translation of foreign currency financial statements 9. Others VI. Total comprehensive income 1,175,417,121.40 1,006,482,334.65 VII. Earnings per share (EPS): (I) Basic EPS (II) Diluted EPS 5. Consolidated cash flow statement Unit: RMB yuan 154 The Annul Report 2019 of Huadong Medicine Co., Ltd. Item 2019 2018 I. Cash flows from operating activities: Cash received from sale of goods 37,765,481,069.45 33,882,351,330.58 or rendering of services Net increase in customer deposits and due from banks Net increase in borrowing from the central bank Net increase in borrowing from other financial institutions Cash from the premium of the original insurance policy Net cash from reinsurance Net increase in deposits and investment of the insured Cash from interests, handling fees and commissions Net increase in borrowing from other banks and other financial institutions Net increase in funds for repurchase Net cash received for buying and selling securities as proxy Receipts of tax refunds 36,489,238.81 8,721,685.64 Other cash receipts to operating 999,312,116.21 636,521,641.34 activities Sub-total of Cash inflows from 38,801,282,424.47 34,527,594,657.56 operating activities Cash payments for goods 26,049,853,576.88 24,017,233,502.68 purchased and services received Net increase in customer loans and prepayments Net increase in deposits of central bank and due from banks Cash payments for original insurance claims Net increase in lending to other 155 The Annul Report 2019 of Huadong Medicine Co., Ltd. banks and other financial institutions Cash payments for interests, handling fees and commissions Cash payments for policy dividends Cash payments to and on behalf of 2,290,705,739.73 1,680,688,095.87 employees Payments of various types of taxes 2,151,909,142.04 1,975,348,921.21 Other cash payments in relation to 6,307,115,795.15 4,814,828,054.54 operating activities Sub-total of cash outflows for operating 36,799,584,253.80 32,488,098,574.30 activities Net cash flow from operating activities 2,001,698,170.67 2,039,496,083.26 II. Cash flows from investing activities Cash receipts from recovery of investments Cash receipts from investment 6,375,600.00 21,379,953.63 income Net cash from disposal of fixed assets, intangible assets and other 57,931,687.55 4,990,389.66 long-term assets Net cash from disposal of subsidiaries and other business units Other cash receipts in relation to 10,330,000.00 4,636,516,649.00 investing activities Sub-total of cash inflows from investing 74,637,287.55 4,662,886,992.29 activities Cash payments for purchase and construction of fixed assets, intangible 1,353,444,334.16 876,462,903.54 assets and other long-term assets Cash payments for investment 256,944,900.00 Net increase in pledge loans Net cash paid for acquisition of 11,199,793.01 1,457,165,348.18 subsidiaries and other business units Other cash payments in relation to 35,656,157.15 3,890,000,000.00 investing activities Sub-total of cash outflows for investing 1,657,245,184.32 6,223,628,251.72 activities 156 The Annul Report 2019 of Huadong Medicine Co., Ltd. Net cash flow from investing activities -1,582,607,896.77 -1,560,741,259.43 III. Cash flows from financing activities: Cash receipts from capital 9,800,000.00 24,100,000.00 contributions Including: Cash receipts from capital contributions from minority 9,800,000.00 24,100,000.00 owners of subsidiaries Cash from borrowing 1,908,287,327.51 1,750,759,129.38 Other cash receipts in relation to 4,450,000.00 360,000,000.00 financing activities Sub-total of cash inflows from 1,922,537,327.51 2,134,859,129.38 financing activities Cash repayment of borrowings 1,880,308,079.71 1,679,729,129.38 Cash payments for distribution of dividends or profits or settlement of 621,755,092.32 861,183,572.54 interet expenses Including: Dividends and profits paid by subsidiaries to minority 51,128,000.00 92,009,391.18 shareholders Other cash payments in relation to 29,071,651.48 24,385,215.46 financing activities Sub-total of cash outflows from 2,531,134,823.51 2,565,297,917.38 financing activities Net cash flows from financing activities -608,597,496.00 -430,438,788.00 IV. Effect of foreign exchange rate 22,569,262.54 -22,426,154.59 changes on Cash and Cash Equivalents V. Net increase in cash and cash -166,937,959.56 25,889,881.24 equivalents Add: Opening balance of cash and 2,398,709,506.06 2,372,819,624.82 cash equivalents VI. Closing balance of cash and cash 2,231,771,546.50 2,398,709,506.06 equivalents 6. Cash flow statement of the parent company Unit: RMB yuan Item 2019 2018 I. Cash flows from operating activities: 157 The Annul Report 2019 of Huadong Medicine Co., Ltd. Cash receipts from the sale of 19,888,765,400.12 18,857,466,027.75 goods and the rendering of services Receipts of tax refund 29,098.10 Other cash receipts in relation to 72,672,145.56 46,134,037.65 operating activities Sub-total of cash inflows from 19,961,437,545.68 18,903,629,163.50 operating activities Cash payments for goods acquired 19,392,421,016.77 17,767,939,467.84 and services received Cash payments to and on behalf of 215,213,920.34 191,359,631.29 employees Payments of various types of 304,160,143.98 185,877,507.84 taxes Other cash payments in relation to 293,133,338.39 377,260,475.00 operating activities Sub-total of cash outflows for operating 20,204,928,419.48 18,522,437,081.97 activities Net cash flow from operating activities -243,490,873.80 381,192,081.53 II. Cash flows from investing activities Cash receipts from recovery of investments Cash receipts from investment 854,192,000.00 809,693,024.16 income Net cash receipts from disposal of fixed assets, intangible assets and other 56,648,621.75 138,500.94 long-term assets Net cash from disposal of subsidiaries and other business units Other cash receipts in relation to 719,862,834.59 4,373,146,305.84 investing activities Sub-total of cash inflows from investing 1,630,703,456.34 5,182,977,830.94 activities Cash payments for purchase and construction of fixed assets, intangible 76,886,709.15 54,271,219.89 assets and other long-term assets Cash payments for investment 292,607,400.00 1,555,288,914.76 Net cash paid for acquisition of 45,000,000.00 subsidiaries and other business units 158 The Annul Report 2019 of Huadong Medicine Co., Ltd. Other cash payments in relation to 1,025,893,964.54 3,816,741,206.87 investing activities Sub-total of cash outflows for investing 1,440,388,073.69 5,426,301,341.52 activities Net cash flows from investing activities 190,315,382.65 -243,323,510.58 III. Cash flows from financing activities: Cash receipts from absorbing investments Cash receipts from borrowing 804,466,686.17 891,309,129.38 Other cash receipts in relation to 352,692,483.11 1,172,333,703.84 financing activities Sub-total of cash inflows from 1,157,159,169.28 2,063,642,833.22 financing activities Cash repayments of borrowings 769,466,685.37 871,309,129.38 Cash payments for distribution of dividends or profits or settlement of 536,573,346.34 748,075,092.93 interest expenses Other cash payments in relation to 288,574,038.04 788,573,175.53 financing activities Sub-total of cash outflows 1,594,614,069.75 2,407,957,397.84 fromfinancing activities Net cash flow from financing activities -437,454,900.47 -344,314,564.62 IV. Effect of foreign exchange rate changes on Cahs and Cash Equivalents V. Net increase in cash and cash -490,630,391.62 -206,445,993.67 equivalents Add: Opening balance of cash and 1,384,560,116.18 1,591,006,109.85 cash equivalents VI. Closing balance of cash and cash 893,929,724.56 1,384,560,116.18 equivalents 7. Consolidated statement of changes in owners’ Equity Amount in the current period Unit: RMB yuan 2019 Item Ownership interest attributable to the parent company Minori Total 159 The Annul Report 2019 of Huadong Medicine Co., Ltd. Other equity Other ty owners instruments Less: compr interes hip Share Specia Surplu Genera Undist t interes Prefe Perpe Capital Treasu ehensi capita l s l risk ributed Others Total t rred tual Other reserve ry ve l reserve reserve reserve profit share bond s shares incom s s e I. Balance at the 1,458 2,455, -22,42 592,90 5,453, 9,938, 487,37 10,425 end of the ,174, 526,99 6,154. 3,007. 970,52 148,99 9,570. ,528,5 period of the 624.0 3.18 59 98 5.96 6.53 98 67.51 prior year 0 Add: changes in accounting policies Error correction in the prior periods Merger of enterprises under the same control Others II. Balance at 1,458 2,455, -22,42 592,90 5,453, 9,938, 487,37 10,425 the beginning of ,174, 526,99 6,154. 3,007. 970,52 148,99 9,570. ,528,5 the period of the 624.0 3.18 59 98 5.96 6.53 98 67.51 current year 0 III. Amount of change in the 291,6 -297,4 45,218 117,45 2,214, 2,371, 69,767 2,441, current period 34,92 46,332 ,643.3 6,959. 464,11 328,31 ,360.8 095,67 (Decreases are 4.00 .11 9 53 6.66 1.47 9 2.36 indicated by “-”) (I) Total 45,218 2,813, 2,858, 112,28 2,970, comprehensive ,643.3 118,70 337,34 3,952. 621,29 income 9 2.11 5.50 78 8.28 (II) Capital contributed by 9,800, 9,800, owners and 000.00 000.00 capital 160 The Annul Report 2019 of Huadong Medicine Co., Ltd. decreases 1. Common 9,800, 9,800, shares invested 000.00 000.00 by owners 2. Capital invested by holders of other equity instruments 3. Amount of share-based payment included in ownership interest 4. Others 117,45 -598,6 -481,1 -51,12 -532,3 (III) Profit 6,959. 54,585 97,625 8,000. 25,625 distribution 53 .45 .92 00 .92 1. Withdrawal 117,45 -117,4 of surplus 6,959. 56,959 reserve 53 .53 2. Withdrawal of general risk reserve 3. Distribution -481,1 -481,1 -51,12 -532,3 to owners (or 97,625 97,625 8,000. 25,625 shareholders) .92 .92 00 .92 4. Others (IV) Internal 291,6 -291,6 conversion of 34,92 34,924 ownership 4.00 .00 interest 1. Capital (or share capital) 291,6 -291,6 increase from 34,92 34,924 capital reserve 4.00 .00 conversion 2. Capital (or share capital) increase from 161 The Annul Report 2019 of Huadong Medicine Co., Ltd. surplus reserve conversion 3. Recovery of losses by surplus reserve 4. Retained earnings from transfer of changes in the defined benefit plan 5. Retained earnings from transfer of other comprehensive income 6. Others (V) Special reserve 1. Withdrawal in the current period 2. Use in the current period -5,811, -5,811, -1,188, -7,000, (VI) Others 408.11 408.11 591.89 000.00 1,749 IV. Balance at 2,158, 22,792 710,35 7,668, 12,309 557,14 12,866 ,809, the end of the 080,66 ,488.8 9,967. 434,64 ,477,3 6,931. ,624,2 548.0 current period 1.07 0 51 2.62 08.00 87 39.87 0 Amount in the prior period Unit: RMB yuan 2018 Ownership interest attributable to the parent company Other equity Other Total instruments Less: compr Minorit Items owners Share Specia Surplu Genera Undist Capital Treasu ehensi y Prefe Perp hip capita l s l risk ributed Others Total rred etual Other reserve ry ve interest l reserve reserve reserve profit interest share bond s shares incom s s e 162 The Annul Report 2019 of Huadong Medicine Co., Ltd. I. Balance at 972,1 2,941, 492,25 3,987, 8,393, 8,808,8 the end of the 415,593 16,41 585,20 4,774. 313,40 269,79 62,920. period of the ,124.26 6.00 1.18 51 4.87 6.56 82 prior year Add: Changes in accounting policies Error correction in the prior periods Merger of enterprises under the same control Others II. Balance at 972,1 2,941, 492,25 3,987, 8,393, 8,808,8 the beginning 415,593 16,41 585,20 4,774. 313,40 269,79 62,920. of the period of ,124.26 6.00 1.18 51 4.87 6.56 82 the current year III. Amount of change in the 486,0 -486,0 -22,42 100,64 1,466, 1,544, 1,616,6 current period 71,786, 58,20 58,208 6,154. 8,233. 657,12 879,19 65,646. (Decreases are 446.72 8.00 .00 59 47 1.09 9.97 69 indicated by “-”) (I) Total -22,42 2,267, 2,244, 2,372,7 127,940 comprehensive 6,154. 229,17 803,01 43,457. ,437.90 income 59 4.08 9.49 39 (II) Capital contributed by 24,100, 24,100, owners and 000.00 000.00 capital decreases 1. Common 24,100, 24,100, shares invested 000.00 000.00 by owners 2. Capital 163 The Annul Report 2019 of Huadong Medicine Co., Ltd. invested by holders of other equity instruments 3. Amount of share-based payment included in ownership interest 4. Others 100,64 -800,5 -699,9 -780,17 (III) Profit -80,253 8,233. 72,052 23,819 7,810.7 distribution ,991.18 47 .99 .52 0 1. Withdrawal 100,64 -100,6 of surplus 8,233. 48,233 reserve 47 .47 2. Withdrawal of general risk reserve 3. Distribution -699,9 -699,9 -780,17 -80,253 to owners (or 23,819 23,819 7,810.7 ,991.18 shareholders) .52 .52 0 4. Others (IV) Internal 486,0 -486,0 conversion of 58,20 58,208 ownership 8.00 .00 interest 1. Capital (or share capital) 486,0 -486,0 increase from 58,20 58,208 capital reserve 8.00 .00 conversion 2. Capital (or share capital) increase from surplus reserve conversion 3. Recovery of losses by surplus reserve 164 The Annul Report 2019 of Huadong Medicine Co., Ltd. 4. Retained earnings from transfer of changes in the defined benefit plan 5. Retained earnings from transfer of other comprehensive income 6. Others (V) Special reserve 1. Withdrawal in the current period 2. Use in the current period (VI) Others 1,458 IV. Balance at 2,455, -22,42 592,90 5,453, 9,938, 10,425, ,174, 487,379 the end of the 526,99 6,154. 3,007. 970,52 148,99 528,567 624.0 ,570.98 current period 3.18 59 98 5.96 6.53 .51 0 8. Statement of changes in ownership interest of the parent company Amount in the current period Unit: RMB yuan 2019 Other equity Other instruments Less: Undistr Total Item Share Capital compreh Special Surplus Preferr Perpet Treasury ibuted Others ownership capital reserve ensive reserve reserve ed ual Others shares profit interest income shares bonds I. Balance at the 1,458,1 2,855,6 2,460,08 670,758, 7,444,699, end of the period 74,624. 79,964. 6,452.01 767.42 807.68 of the prior year 00 25 Add: 165 The Annul Report 2019 of Huadong Medicine Co., Ltd. Changes in accounting policies Error correction in the prior periods Others II. Balance at the 1,458,1 2,855,6 beginning of the 2,460,08 670,758, 7,444,699, 74,624. 79,964. period of the 6,452.01 767.42 807.68 00 25 current year III. Amount of change in the 291,63 575,91 -291,634 847,526. 117,456, 694,219,4 current period 4,924.0 5,009.8 ,924.00 06 959.53 95.48 (Decreases are 0 9 indicated by “-”) (I) Total 1,174,5 847,526. 1,175,417, comprehensive 69,595. 06 121.40 income 34 (II) Capital contributed by owners and capital decreases 1. Common shares invested by owners 2. Capital invested by holders of other equity instruments 3. Amount of share-based payment included in ownership interest 4. Others -598,65 (III) Profit 117,456, -481,197,6 4,585.4 distribution 959.53 25.92 5 166 The Annul Report 2019 of Huadong Medicine Co., Ltd. -117,45 1. Withdrawal of 117,456, 6,959.5 surplus reserve 959.53 3 2. Distribution to -481,19 -481,197,6 owners (or 7,625.9 25.92 shareholders) 2 3. Others (IV) Internal 291,63 conversion of -291,634 4,924.0 ownership ,924.00 0 interest 1. Capital (or share capital) 291,63 -291,634 increase from 4,924.0 ,924.00 capital reserve 0 conversion 2. Capital (or share capital) increase from surplus reserve conversion 3. Recovery of losses by surplus reserve 4. Retained earnings from transfer of changes in the defined benefit plan 5. Retained earnings from transfer of other comprehensive income 6. Others (V) Special reserve 1. Withdrawal in the current period 167 The Annul Report 2019 of Huadong Medicine Co., Ltd. 2. Use in the current period (VI) Others IV. Balance at 1,749,8 3,431,5 2,168,45 847,526. 788,215, 8,138,919, the end of the 09,548. 94,974. 1,528.01 06 726.95 303.16 current period 00 14 Amount in the prior period Unit: RMB yuan 2018 Other equity Other instruments Less: Undistrib Total Item Share Capital compre Special Surplus Preferr Perpet Treasur uted Others ownership capital reserve hensive reserve reserve ed ual Others y shares profit interest income shares bonds I. Balance at the 972,11 2,946,1 end of the 570,110 2,649,769 7,138,141,2 6,416. 44,660. period of the ,533.95 ,682.59 92.55 00 01 prior year Add: Changes in accounting policies Error correction in the prior periods Others II. Balance at 972,11 2,946,1 the beginning 570,110 2,649,769 7,138,141,2 6,416. 44,660. of the period of ,533.95 ,682.59 92.55 00 01 the current year III. Amount of change in the 486,05 -486,05 current period 100,648 205,910,2 306,558,51 8,208. 8,208.0 (Decreases are ,233.47 81.66 5.13 00 0 indicated by “-”) (I) Total 1,006,482 1,006,482,3 comprehensive ,334.65 34.65 168 The Annul Report 2019 of Huadong Medicine Co., Ltd. income (II) Capital contributed by owners and capital decreases 1. Common shares invested by owners 2. Capital invested by holders of other equity instruments 3. Amount of share-based payment included in ownership interest 4. Others (III) Profit 100,648 -800,572, -699,923,81 distribution ,233.47 052.99 9.52 1. Withdrawal 100,648 -100,648, of surplus ,233.47 233.47 reserve 2. Distribution -699,923, -699,923,81 to owners (or 819.52 9.52 shareholders) 3. Others (IV) Internal 486,05 -486,05 conversion of 8,208. 8,208.0 ownership 00 0 interest 1. Capital (or share capital) 486,05 -486,05 increase from 8,208. 8,208.0 capital reserve 00 0 conversion 2. Capital (or share capital) 169 The Annul Report 2019 of Huadong Medicine Co., Ltd. increase from surplus reserve conversion 3. Recovery of losses by surplus reserve 4. Retained earnings from transfer of changes in the defined benefit plan 5. Retained earnings from transfer of other comprehensive income 6. Others (V) Special reserve 1. Withdrawal in the current period 2. Use in the current period (VI) Others IV. Balance at 1,458, 2,460,0 670,758 2,855,679 7,444,699,8 the end of the 174,62 86,452. ,767.42 ,964.25 07.68 current period 4.00 01 Huadong Medicine Co., Ltd. Chairman of the Board: Lyu Liang April 28, 2020 170