Six advisors. Zero shareholders.

This charter governs the Scientific Advisory Board (the "Board") of Element MD Inc. ("Element MD"). The Board exists to provide independent technical review of Element MD's manufacturing, testing, release, claims, and stability practices. The Board is not a marketing asset. Advisor names and reviews shall not be used for promotional purposes without that advisor's specific written consent on a per-instance basis.

The Board consists of up to eight (8) seats. At minimum, the seated Board shall include:

• One (1) endocrinology / metabolic-disease specialist
• One (1) analytical chemist with LC-MS or HPLC publication record
• One (1) microbiology / sterility specialist with aseptic-fill experience
• One (1) pharmaceutical chemist with peptide-stability publication record
• One (1) regulatory or legal seat (non-scientist)

The remaining seats are at-large and may be filled or held vacant at the discretion of the seated Board (not management).

No advisor shall hold equity, options, warrants, or any other ownership interest in Element MD Inc., its parent companies, subsidiaries, or affiliates, at any time during their tenure. Compensation shall be limited to:

• An hourly honorarium not to exceed $450/hour in 2026 dollars;
• Capped at 40 hours per advisor per year, or 60 hours in years involving a major release event;
• Reasonable travel reimbursement for in-person review visits;
• Nothing else. No retainer, no bonus, no equity-equivalent.

Each advisor commits to reviewing release dossiers within their declared scope of expertise. A "release dossier" includes the batch record, all analytical certificates, the sterility / endotoxin panel, and any deviation reports for the lot in question.

Standard review SLA is five (5) business days from dossier delivery. The advisor may request additional information or additional time; doing so holds the release.

Any advisor may flag a lot for hold by submitting a written concern to the CSO. A flagged lot enters a 14-day hold period during which:

1. The CSO must respond in writing addressing the concern;
2. If two (2) or more advisors concur with the flag, the lot is escalated to a binding hold;
3. A binding hold may only be released by written sign-off from the flagging advisor(s);
4. If a binding hold is not released within 60 days, the lot is automatically scrapped.

Element MD management has no authority to override a binding hold. This includes the CEO, the Board of Directors, and majority shareholders.

Each advisor reserves the unrestricted right to publish:

• Their own quarterly review reports, in any forum, in unredacted form;
• Any flag they have raised, regardless of whether it was sustained;
• Their reasons for resignation, should they resign;
• Their annual conflict-of-interest disclosures.

Element MD waives all confidentiality claims over the above categories. The advisor may not publish proprietary process detail (e.g., specific gradient programs) but may publish the existence and nature of any concern they hold about that proprietary detail.

Advisors may resign at any time, for any reason, with written notice to the CSO. There is no notice period and no non-disparagement clause. Element MD may not request, suggest, or imply that a departing advisor sign an NDA related to their tenure.

Element MD may remove an advisor only for documented cause (failure to respond to dossiers within SLA for two consecutive cycles; undisclosed material conflict of interest). Removal requires written explanation, which is subject to the publication rights above.

This charter may be amended only with the written approval of (a) at least two-thirds of seated advisors and (b) the CEO and CSO of Element MD Inc. The current and all prior versions of the charter are archived publicly; any amendment will be diffed and dated on the archive.