CNAGRI Seed Completes 2026 Articles of Association Amendment, Registered Capital Increased to 1.161 Billion Yuan, Strengthens Corporate Governance and Shareholder Rights Protection

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Beijing, March 17, 2026 — China National Agricultural Development Seed Industry Group Co., Ltd. (hereinafter referred to as “China National Seed Industry”) today announced the revised Articles of Incorporation for 2026, systematically updating core provisions related to corporate governance structure, equity management, board operations, and profit distribution. This revision marks an important step in improving the modern corporate system and strengthening compliance management. Notably, the company’s registered capital has increased to 1.161 billion yuan, laying a solid capital foundation for future business expansion.

Optimized Registered Capital and Equity Structure

According to the revised articles, China National Seed Industry’s registered capital has increased from 1.082 billion yuan to 1.16137 billion yuan, with a total of 1,161,373,969 shares, all ordinary RMB shares. This adjustment results from the company’s January 2026 issuance of shares to specific investors, adding 79,175,306 shares, further optimizing the capital structure.

The company’s historical equity changes are as follows:

Enhanced Corporate Governance Structure

The revised articles further clarify the governance framework, strengthening decision-making efficiency of the board and supervisory functions:

• Board Composition: The board consists of 7 directors, including 3 independent directors to ensure decision-making independence. The board has established audit, strategy and ESG, nomination, and remuneration and assessment committees, each with clear responsibilities, forming a professional division of labor.

• Party Committee Role: The role of the Party Committee in corporate governance is explicitly defined, requiring major operational decisions to be researched and discussed by the Party Committee before submission to the board, reflecting the core leadership position of the Party organization in state-owned enterprises.

• Independent Director System: The qualifications and powers of independent directors are detailed, requiring annual self-assessment of independence, and periodic evaluations by the board to protect minority shareholders’ rights.

Strengthened Shareholder Rights Protection

The new articles provide more detailed regulations on shareholder rights, information disclosure, and profit distribution:

• Profit Distribution Policy: Adheres to the principle of “cash dividends first,” clarifying that the total cash dividends in the past three years should not be less than 30% of the average distributable profits over the same period. When cash flow meets operational needs and the audit report has an unqualified opinion, active cash dividends should be implemented.

• Restrictions on Share Transfers: Share transfers by directors, senior management, and shareholders holding over 5% are strictly regulated. During their tenure, they cannot transfer more than 25% of their holdings annually, and within six months after leaving office, they are prohibited from transferring shares to prevent insider trading and利益输送。

• Investor Communication Mechanism: The company is required to communicate with shareholders, especially minority shareholders, through multiple channels such as phone, fax, email, and interactive platforms, and to solicit their opinions before approving profit distribution plans.

Risk Control and Compliance Management

The articles add several risk prevention clauses, including:

• External Guarantee Approval: Clarifies approval authority and procedures for external guarantees, requiring shareholder approval for guarantees exceeding 10% of the latest audited net assets or provided to entities with a debt ratio over 70%.

• Related Party Transaction Management: Requires related directors to recuse themselves from board votes and related shareholders to abstain from voting at shareholder meetings to ensure fairness.

• Audit Supervision: Strengthens the functions of the audit committee, responsible for reviewing financial disclosures, supervising internal and external audits, and internal controls. The internal audit department reports directly to the board.

China National Seed Industry stated that this revision of the articles strictly complies with the requirements of the Company Law, Securities Law, and other laws and regulations, aligning with the company’s strategic development needs. It further improves governance structure and enhances decision-making efficiency, providing a solid institutional guarantee for high-quality development. The company will continue to focus on its core seed industry, deepen reform and innovation, and strive to maximize shareholder interests and sustainable corporate growth.

About China National Agricultural Development Seed Industry Group Co., Ltd.
China National Seed Industry is a core seed platform under China Agricultural Development Group, established in 1999 and listed on the Shanghai Stock Exchange in 2001 (stock code: 600313). The company’s main businesses include crop seed production and operation, wholesale of pesticides, grain procurement, and agricultural technical services, committed to building a leading modern seed enterprise domestically.

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