{"url_path":"/sec/pom/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-14","source_url":"https://www.sec.gov/Archives/edgar/data/1877971/0001213900-26-056576-index.html","accession_number":"0001213900-26-056576","cik":"0001877971","ticker":"POM","issuer_name":"POMDOCTOR Ltd","edgar_url":"https://www.sec.gov/Archives/edgar/data/1877971/0001213900-26-056576-index.html","primary_entity_key":"0001877971","primary_entity_name":"POMDOCTOR Ltd"},"word_count":2346,"has_tables":true,"body_markdown":"ITEM 7.MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS\n\n \n\n7.A. Major Shareholders\n\n \n\nPlease refer to “Item 6. Directors, Senior\nManagement and Employees—6.E. Share Ownership.”\n\n \n\n112\n\n \n\n \n\n7.B. Related Party Transactions\n\n \n\n**Exclusive Business Cooperation Agreement with\nGuangzhou WFOE**\n\n** **\n\nGuangzhou WFOE and Qilekang\nDigital entered into an Exclusive Business Cooperation Agreement dated August 10, 2021, pursuant to which Guangzhou WFOE has the\nexclusive right to provide or designate any third party to provide comprehensive technology and business support as well as relevant\nconsulting services to Qilekang Digital Health. In exchange, Qilekang Digital Health agrees to pay an agreed service fees to Guangzhou\nWFOE or its designated party. See “Item 4. Information on The Company—4.C. Organizational Structure—Contractual Arrangements\nwith The VIE and Its Shareholders.”\n\n \n\n**Employment Agreements and Indemnification\nAgreements**\n\n** **\n\nWe have entered into employment\nagreements with each of our executive officers. Under these agreements, each of our executive officers is employed for a specified time\nperiod. We may terminate employment for cause, at any time, without advance notice or remuneration, for certain acts of the executive\nofficer, such as conviction or plea of guilty to a felony or any crime involving moral turpitude, negligent or dishonest acts to our\ndetriment, or misconduct or a failure to perform agreed duties. We may also terminate an executive officer’s employment without\ncause upon three-month advance written notice. In such case of termination by us, we will provide severance payments to the executive\nofficer as expressly required by applicable law of the jurisdiction where the executive officer is based. The executive officer may resign\nat any time with a three-month advance written notice.\n\n \n\nWe have also entered into\nindemnification agreements with each of our directors and executive officers. Under these agreements, we agree to indemnify our directors\nand executive officers against certain liabilities and expenses incurred by such persons in connection with claims made by reason of\ntheir being a director or officer of our company. See “Item 6. Directors, Senior Management and Employees—6.B. Compensation—Employment\nAgreements and Indemnification Agreements.”\n\n \n\n**Other Related Party Transactions**\n\n** **\n\n*Transactions with our chief\nexecutive officer and his immediate family. *Zhenyang Shi, our chief executive officer (“CEO”),\nprovided several loans each with an annual interest rate of 4.90% to us for supplementing working capital in 2023, 2024 and 2025. These\nloans are due on December 31, 2026. The balance of loans from Zhenyang Shi was RMB129.5 million, RMB135.7 million and\nRMB135.4 million (US$19.4 million) as of December 31, 2023, 2024 and 2025, respectively. In addition to the loans mentioned above,\nwe had amounts due to Zhenyang Shi of RMB28.7 million, RMB25.7 million and RMB32.4 million (US$4.6 million) as of December 31,\n2023, 2024 and 2025, respectively.\n\n \n\nAixiangbao is a wholly-owned\nentity by Zhenyang Shi. On August 10, 2021, we entered into tripartite agreements with Focus Media and Aixiangbao, pursuant to which\nwe are released from being the obligor to Focus Media under the liability but the obligor to Aixiangbao as Aixiangbao assumed the obligation\non behalf of us in the amount of RMB221.0 million, and we agreed to repay such debt to Aixiangbao. On September 10, 2021, we\nreached an agreement with Aixiangbao, pursuant to which we will not be required to repay the liability for five years and after then\nAixiangbao can only require us to repay the liability in a non-cash method, but we still have an obligation to repay such outstanding\ndebt. We reclassified the other payables to Focus Media into due to related parties. The debt bears no interest and due on August 10,\n2026. The balance of loan from Aixiangbao was RMB221.0 million (US$31.6 million) as of December 31, 2023, 2024 and 2025.\n\n \n\nLi Xu, spouse of our CEO,\nprovided a loan of RMB3.3 million due on October 18, 2025 with an annual interest rate of 8.88%, a non-interest bearing loan\nof RMB1.8 million due and payable on December 31, 2024 and a loan of RMB35.3 million due on demand without interest-bearing,\neach, to us for supplementing working capital in 2019, 2023, 2024 and 2025, respectively. The balance of loans from Li Xu was RMB5.0 million,\nRMB1.5 million and RMB8.0 million (US$1.1 million) as of December 31, 2023, 2024 and 2025, respectively. In addition to\nthe loans mentioned above, we had amounts due to Li Xu of RMB127,210, nil and RMB30,500 (US$4,361) as of December 31, 2023, 2024\nand 2025, respectively. We had amounts due from Li Xu of nil, RMB99,610 and nil as of December 31, 2023, 2024 and 2025, respectively.\n\n \n\n113\n\n \n\n \n\nAihua Peng, a close relative\nof the management of a shareholder, provided a loan of RMB10 million due and payable on demand with an annual interest rate of 20.00%\nto us for supplementing working capital in 2023, 2024 and 2025. The balance of loan from Aihua Peng was RMB4.8 million, RMB4.0 million\nand RMB4.0 million (US$0.6 million) as of December 31, 2023, 2024 and 2025, respectively. In addition to the loans mentioned\nabove, we had amounts due to Aihua Peng of RMB6.0 million, RMB6.9 million and RMB7.7 milion (US$1.1 million) as of December 31,\n2023, 2024 and 2025, respectively.\n\n \n\nIn 2020, we paid advance to\nWanmei Shi, our CEO’s sister, in relation to materials for pandemic restriction and prevention. The balances are unsecured, non-interest\nbearing and due on demand. We had amounts due from Wanmei Shi of RMB24,333, nil and RMB154,332 (US$22,069) as of December 31, 2023,\n2024 and 2025, respectively. In addition, Wanmei Shi provided loans with aggregate amount of RMB1.7 million each with an annual interest\nrate of 24.00% and due on demand to us for supplementing working capital during 2021 and 2022. The balance of loan from Wanmei Shi was\nRMB175,000 as of December 31, 2022, which was fully settled in March 2023. As of December 31, 2025, the loans from Wanmei Shi\nwith aggregate amount of RMB21,000 (US$3,003) was due on demand and non-interest bearing. In addition to the loans mentioned above, we\nhad amounts due to Wanmei Shi of RMB100,000, RMB75,667 and nil as of December 31, 2023, 2024 and 2025, respectively.\n\n \n\n*Transactions with our management. *Guoji\nLuo, one of our management, provided interest free loans during 2023 with maturity date on December 31, 2024 and interest free loans\nwhich were due on demand in 2024 and 2025 to us, for supplementing working capital. The balance of loan from Guoji Luo was RMB2.0 million,\nRMB0.8 million and RMB56,355 (US$8,059) as of December 31, 2023, 2024 and 2025, respectively. In addition to the loans mentioned\nabove, we had amounts due to Guoji Luo of RMB44,089 (US$6,305) as of December 31, 2023, 2024 and 2025.\n\n \n\nYongan Zhong, one of our management,\nprovided a non-interest bearing loan of RMB5.0 million due on demand to us for supplementing working capital in 2019. The balance\nof loan from Yongan Zhong was RMB2,685 (US$384) as of December 31, 2023, 2024 and 2025. In addition to the loans mentioned above,\nwe had amounts due to Yongan Zhong of RMB1,200 (US$172) as of December 31, 2023, 2024 and 2025.\n\n \n\nDexiang Wei, who previously served as our vice president, provided\ninterest free loans during 2023 with maturity date on December 31, 2024 and interest free loans which were due on demand in 2024\nand 2025 to us. The balance of loan from Dexiang Wei was RMB810,045, RMB339,450 and RMB184,087 (US$26,324) as of December 31, 2023,\n2024 and 2025, respectively. In addition to the loans mentioned above, we had amounts due to Dexiang Wei of RMB56,533, RMB66,533 and RMB56,533\n(US$8,084) as of December 31, 2023, 2024 and 2025, respectively.\n\n \n\nSuna Yan, one of our management,\nprovided several non-interest bearing loans due on demand to us for supplementing working capital during 2022 and 2023. The balance of\nloan from Suna Yan was RMB31,085 and nil as of December 31, 2023 and 2024, respectively. Suna Yan resigned on July 2, 2024.\n\n \n\nYi Zhi, one of our management,\nwe had amount due to this related party of RMB4,324, nil and nil as of December 31, 2023, 2024 and 2025, respectively. In addition,\nwe had amounts due from Yi Zhi of nil, RMB25,676, RMB185,676 (US$26,551) as of December 31, 2023, 2024 and 2025, respectively.\n\n \n\n*Transactions with entities\nsignificantly influenced by us. * We had amounts due from Chunong Diet Therapy (Guangzhou) Sales Co., Ltd. of\nRMB50,000 as of December 31, 2022, which were fully settled in July 2023. As of December 31, 2025, we had no outstanding amounts\ndue from Chunong Diet Therapy (Guangzhou) Sales Co., Ltd.\n\n \n\nWe had amounts due from Guangzhou\nQijian Enterprise Management Consulting Co., Ltd. of RMB660,000 as of December 31, 2022, which were fully settled in July 2023. As\nof December 31, 2025, we had no outstanding amounts due from Guangzhou Qijian Enterprise Management Consulting Co., Ltd.\n\n \n\nWe had amounts due from Guangzhou\nAopolikang Biotechnology Co., Ltd. of RMB375,691, nil and nil as of December 31, 2023, 2024 and 2025, respectively. In 2023, 2024\nand 2025, we purchased drugs from Guangzhou Aopolikang Biotechnology Co., Ltd. of RMB142,031, RMB25,499 and RMB9,041 (US$1,293), respectively.\nIn 2023, Guangzhou Aopolikang Biotechnology Co., Ltd. provided us consulting services of RMB431,346. We had account payable balance to\nGuangzhou Aopolikang Biotechnology Co., Ltd. of RMB113,925, RMB25,891 and RMB7,296 (US$1,043) as of December 31, 2023, 2024 and 2025,\nrespectively.\n\n \n\n114\n\n \n\n \n\nWe had amounts due from Guangzhou\nShennong Xuanpin Products Sales Co., Ltd. of RMB314,831 as of December 31, 2022, which were fully settled in July 2023. As of December 31,\n2023, 2024 and 2025, we had amounts due to Guangzhou Shennong Xuanpin Products Sales Co., Ltd. of RMB3,170, RMB3,170 and nil.\n\n \n\nWe had amounts due from Guangzhou Zhiyao Cloud Technology Co., Ltd.\n(previously known as Guangzhou Guozhi Pharmaceutical Co., Ltd.) of RMB778,584, RMB819,977 and RMB256,259 (US$36,644) as of December 31,\n2023, 2024 and 2025, respectively. In addition, we had amounts due to Guangzhou Zhiyao Cloud Technology Co., Ltd. of RMB283,565 as of\nDecember 31, 2022 which were fully settled in April 2023. For the years ended December 31, 2023, 2024 and 2025, we had drug\nsales to Guangzhou Zhiyao Cloud Technology Co., Ltd. of RMB123,073, RMB1.2 million, RMB555,262 (US$79,401), respectively. As of December 31,\n2023, 2024 and 2025, we had accounts receivable from Guangzhou Zhiyao Cloud Technology Co., Ltd. of nil, RMB424,259 and RMB 831,436 (US$118,894),\nrespectively.\n\n \n\nWe had amounts due from Guangzhou\nLiwan Linghai Medical Outpatients Department of RMB1.2 million, RMB4.7 million and RMB3.0 million (US$0.4 million) as of\nDecember 31, 2023, 2024 and 2025, respectively. We had amounts due to Guangzhou Liwan Linghai Medical Outpatients Department of RMB1.1 million,\nnil and nil as of December 31, 2023, 2024 and 2025, respectively.\n\n \n\nWe had amounts due to Guangzhou Pet Vision Information Technology Co.,\nLtd. (formerly known as Guangzhou Brother Youyi Business Internet Co. Ltd.) of nil, nil and RMB1.1 million (US$0.2 million) as of December 31,\n2023, 2024 and 2025, respectively.\n\n \n\nNanjing Benyu Investments Management\nLimited provided a loan of RMB10.0 million with an annual interest rate of 10.00% and due on demand to us for supplementing working\ncapital in 2019. The balance of loan from Nanjing Benyu Investments Management Limited was RMB8.1 million, RMB7.1 million and\nRMB3.0 million (US$0.4 million) as of December 31, 2023, 2024 and 2025, respectively. We had amounts due to Nanjing Benyu Investments\nManagement Limited of RMB3.3 million, RMB4.0 million and RMB4.7 million (US$0.7 million) as of December 31, 2023,\n2024 and 2025, respectively.\n\n \n\nInterest expenses of loans\nfrom related parties for the years ended December 31, 2023, 2024 and 2025 amounted to RMB9.9 million, RMB8.6 million and\nRMB8.1 million (US$1.2 million), respectively.\n\n \n\nAs of the date of this annual\nreport, the amount of due from related parties as of December 31, 2025 has been collected in the full amount except for Guangzhou\nLiwan Linghai Medical Outpatients Department, whose amount was partially collected.\n\n \n\nAs of December 31, 2025,\nthe loans from Industrial Bank Co., Ltd. were of total amount of RMB25.0 million, with\ninterest rates are 3.40% and 3.50% per annum. The loans were guaranteed by Zhenyang Shi, Li Xu, Wanmei Shi, Qilekang Digital Health\nand Qilekang Modern Logistics.\n\n \n\nAs of December 31, 2025, the\nloans from Agricultural Bank of China were of total amount of RMB3.0 million, with interest rate is 3.15% per annum. The loans were guaranteed\nby Zhenyang Shi.\n\n \n\nAs of December 31, 2025, the\nloans from Bank of Guangzhou Co., Ltd. were of total amount of RMB3.0 million, with interest rate is 3.80% per annum. The loans were guaranteed\nby Zhenyang Shi, Li Xu.\n\n \n\nAs of December 31, 2025, the\nloans from China Guangfa Bank Co., Ltd were of total amount of RMB8.0 million, with interest rate is 3.20% per annum. The loans were guaranteed\nby Zhenyang Shi, Li Xu, Wanmei Shi, Qilekang Modern Logistics.\n\n \n\nAs of December 31, 2025, the\nloans from Bank of Communications Guangzhou Liwan Branch were of total amount of RMB6.0 million, with interest rate is 3.20% per annum.\nThe loan was guaranteed by Dexiang Wei, Guoji Luo, Yongan Zhong and Changqing Teng.\n\n \n\nAs of December 31, 2025, the\nloans from China CITIC Bank were of total amount of RMB5.0 million, with interest rate is 4.00% per annum. The loans were guaranteed by\nQilekang Digital Health, Zhenyang Shi, Li Xu.\n\n \n\nAs of December 31, 2025, the\nloans from Agricultural Bank of China Co., Ltd. Guangzhou International Pharmaceutical Port Sub-branch; were of total amount of RMB1.9\nmillion, with interest rate is 3.55% per annum. The loans were guaranteed byZhenyang Shi, Li Xu.\n\n \n\n115\n\n \n\n \n\nAs of December 31, 2025, the\nloans from Jiujiang Bank Co., Ltd.angzhou Branch, Liwan Sub-branch were of total amount of RMB5.0 million, with interest rate is 5.00%\nper annum. The loans were guaranteed by Zhenyang Shi, Qilekang Modern Logistics.\n\n \n\nAs of December 31, 2025, the\nloans from Zhuhai China Resources Bank Co., Ltd. were of total amount of RMB5.4 million, with interest rate is 3.85% per annum. The loans\nwere guaranteed by Zhenyang Shi, Li Xu, Qilekang Modern Logistics.\n\n \n\nAs of December 31, 2025, the loans from Bank of Jiujiang were of total\namount of RMB2.4 million, with interest rate is 4.95% per annum. The loans were guaranteed by Qilekang Digital Health; Zhenyang Shi.\n\n \n\n7.C. Interests of Experts and Counsel\n\n \n\nNot applicable."}