Pharmaron Beijing Co., Ltd. (Pharmaron) released an updated Articles of Association after the first extraordinary general meeting of 2026 on 10 September 2026 in Beijing. Key revisions focus on corporate governance, capital structure and shareholder returns.

Governance Structure • Board Composition: The board will consist of eight directors—three executive directors, three independent non-executive directors, one non-executive director and one employee representative. • Audit Committee Mandate: Pharmaron will not establish a supervisory board. Instead, a three-member audit committee (at least two independent non-executive directors) will assume supervisory functions, including review of financial statements, oversight of internal control and engagement or dismissal of external auditors. • Additional Committees: Nomination, Remuneration & Appraisal, and Strategy committees are confirmed, each chaired by an independent non-executive director. • Independent Directors: Their maximum tenure is capped at six years, and directors missing two consecutive board meetings (without proxy) will face removal.

Capital & Shares • Registered Capital: RMB 1.84 billion (1.84 billion ordinary shares). • Share Split: 1.48 billion A-shares and 360 million H-shares. • Share Buy-back: Aggregate treasury holdings may not exceed 10 % of issued shares and must be transferred or cancelled within three years.

Profit Distribution Policy • Cash Priority: When conditions allow, annual cash dividends must represent at least 20 % of distributable profit. • Interim Dividends: Shareholders can authorise interim cash dividends, subject to profits, cash flow and investment plans; payment must be completed within two months of approval. • No Distribution Scenarios: Dividends may be withheld if the latest audit opinion is modified, the year-end gearing ratio exceeds 70 %, or net operating cash flow is negative.

Investor Protection • Minority Shareholders: Separate vote counting for medium- and small-holder ballots is required on matters materially affecting their interests. • Related-Party Transactions: Connected shareholders must abstain from voting; board approval requires majority consent of non-connected directors, and transactions above RMB 30 million or 5 % of net assets need shareholder ratification.

Internal Audit • An independent internal audit department, overseen by the audit committee, will evaluate risk management, internal controls and financial disclosures, and report major findings directly to the committee.

Dissolution & Liquidation • Shareholders holding over 10 % of voting rights can petition a People’s Court for dissolution if severe operational difficulties arise. • Directors become liquidation obligors if dissolution triggers occur and must form a liquidation team within 15 days.

Regulatory Compliance • Annual reports must be disclosed within four months of fiscal year-end; interim reports within two months of half-year-end. • The company designates Securities Times, Shenzhen Stock Exchange website and CNINFO for statutory disclosures, with parallel releases on Hong Kong Stock Exchange platforms for H-shareholders.

The revised Articles take effect immediately, replacing all previous versions and reinforcing Pharmaron’s commitment to transparent governance, shareholder returns and regulatory alignment.