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Announcement on the Resolutions of the First Extraordinary General Meeting of Shareholders of Jiabiyou Biotechnology (Wuhan) Co., Ltd. in 2021| Jiabiyou_Sina Finance_Sina.com

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original title:CapricornAnnouncement of Resolutions of the First Extraordinary General Meeting of Shareholders of Biotechnology (Wuhan) Co., Ltd. in 2021

Stock code: 688089 Stock abbreviation: Jiabiyou Announcement number: 2021-052

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the content of the announcement, and bear legal responsibility for the authenticity, accuracy and completeness of the content.

Important content reminder:

● Whether there is a negative resolution in this meeting: none

1. Meeting and attendance

(1) Time of the general meeting of shareholders: December 27, 2021

(2) The location of the general meeting of shareholders: the meeting room of Jiabiyou Gedian Branch, No. 3, Chuangye Avenue, Gedian Development Zone, Ezhou City, Hubei Province

(3) The situation of ordinary shareholders, shareholders with special voting rights, preferred shareholders with voting rights restored and the number of voting rights held at the meeting:

(4) Whether the voting method complies with the provisions of the “Company Law” and the company’s articles of association, and the presidency of the meeting, etc.

This shareholders meeting was convened by the company’s board of directors and chaired by Mr. Yi Dewei, the chairman. The meeting adopted a combination of on-site voting and online voting. The procedures for convening and convening the general meeting of shareholders, the qualifications of the persons attending the meeting and the qualifications of the convener, the voting procedures and results of the meeting are in compliance with the provisions of the “Company Law of the People’s Republic of China” and the “Articles of Association”.

(5) Attendance of company directors, supervisors and board secretary

1. There are 9 incumbent directors of the company and 9 people attended the meeting. Among them, directors Duan Lanchun, Xu Xiaobing, Liu Shaolin and Tang Guoping participated in the meeting by means of communication;

2. There are 3 current supervisors of the company and 3 people attended;

3. Yi Huarong, secretary of the board of directors, attended the meeting; senior management staff of the company Wang Zhiming, Ma Tao, Li Xiangyu, and Geng Anfeng;

4. Attorneys Han Gongwang and Fang Yingping, lawyers of Beijing Zhonglun Law Firm, attended the meeting as non-voting delegates;

5. Company sponsorGuotai JunanThe sponsor representatives of Securities Co., Ltd., Mr. Zhou Cong and Mr. Liu Yuqing, attended the meeting as non-voting delegates.

2. Review of the proposal

(1) Non-cumulative voting proposals

1. Proposal name: Proposal on amending the “Articles of Association” and improving the cumulative voting system

Deliberation results: approved

Voting situation:

(2) Cumulative voting status

2. Proposal on the election of non-independent directors of the third board of directors of the company

3. Proposal on the election of independent directors of the third board of directors of the company

4. Proposal on the election of non-employee representative supervisors of the company’s third board of supervisors

(3) Involving major issues, the voting status of shareholders of less than 5% shall be explained

(4) Explanation on the relevant situation of voting on the proposal

1. Proposal 1 considered at this meeting is a special resolution proposal, which has been passed by more than two-thirds of the voting rights held by shareholders or shareholders’ proxies attending the meeting;

2. The proposals 2, 3, and 4 considered at this meeting are ordinary resolutions and have been passed by the shareholders or shareholders’ proxies who attended the meeting with more than half of the voting rights.

3. Attorney Witness

1. Law firm witnessed by this shareholders meeting: Beijing Zhonglun Law Firm

Lawyers: Han Gongwang, Fang Yingping

2. The lawyer witnesses the conclusion:

The convening and convening procedures of the general meeting of shareholders comply with the relevant laws, regulations and the provisions of the “Regulations of the General Meeting of Shareholders” and the “Detailed Rules for the Implementation of Online Voting of the General Meeting of Shareholders”, and comply with the provisions of the “Articles of Association”; the qualifications and attendance of the convener of this general meeting of shareholders The qualifications of the personnel are legal and valid; the proposals submitted to the shareholders meeting for deliberation have been listed in the notice of the shareholders meeting, and there are no new or temporary proposals; the voting procedures and voting results of the shareholders meeting are legal and valid.

Special announcement.

Jiabiyou Biotechnology (Wuhan) Co., Ltd. Board of Directors

December 28, 2021

Stock code: 688089 Stock abbreviation: Jiabiyou Announcement number: 2021-054

Capribio Biotechnology (Wuhan) Co., Ltd.

Announcement of Resolutions of the First Meeting of the Third Board of Supervisors

All directors and senior management personnel of the company guarantee the truthfulness, accuracy and completeness of the announcement content, and assume responsibility for false records, misleading statements or major omissions in the announcement.

1. Meetings of the Board of Supervisors

The first interim meeting of the third session of the Supervisory Committee of Jiabiyou Biotechnology (Wuhan) Co., Ltd. (hereinafter referred to as the “Company”) will be held on-site in the conference room of Gedian Branch on December 27, 2021 (Monday) . All supervisors unanimously agreed to exempt the notice period of the meeting. 3 supervisors should attend this meeting, and 3 supervisors actually attended.

The meeting was chaired by Mr. Yao Jianming. The meeting was held in compliance with relevant laws, regulations, rules and the “Articles of Association”. The supervisors present at the meeting carefully reviewed various proposals and made the following resolutions:

2. Deliberations at the meeting of the Board of Supervisors

(1) Examined and approved the “Proposal on Exempting the Notice Period for the First Meeting of the Third Board of Supervisors of the Company”

Voting results: 3 votes in favor, 0 votes against, and 0 abstentions.

(2) Examined and approved the “Proposal on Election of the Chairman of the Company’s Third Board of Supervisors”

Voting results: 3 votes in favor, 0 votes against, and 0 abstentions.

(3) Deliberated and approved the “Proposal on the Company’s Continued Use of Part of the Temporarily Idle Raised Funds for Cash Management”

Voting results: 3 votes in favor, 0 votes against, and 0 abstentions.

(4) Deliberated and approved the “Proposal on the Company’s Continued Use of Some Temporarily Idle Own Funds for Cash Management”

Voting results: 3 votes in favor, 0 votes against, and 0 abstentions.

Special announcement.

Board of Supervisors of Jiabiyou Biotechnology (Wuhan) Co., Ltd.

December 28, 2021

Stock code: 688089 Stock abbreviation: Jiabiyou Announcement number: 2021-053

Jiabiyou Biotechnology (Wuhan) Co., Ltd.

Announcement on the completion of the general election and the appointment of senior managers and securities affairs representatives

The board of directors and all directors of the company guarantee that the content of this announcement does not contain any false records, misleading statements or major omissions, and bear legal responsibility for the authenticity, accuracy and completeness of its content.

According to the “Company Law of the People’s Republic of China”, “Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules”, “Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Rules Application Guidelines No. 1-Standard Operation” and “Jabiyou According to the relevant provisions of the Articles of Association of Biotechnology (Wuhan) Co., Ltd. (hereinafter referred to as the “Articles of Association”), Jiabiyou Biotechnology (Wuhan) Co., Ltd. (hereinafter referred to as the “Company”) shall be issued on December 27 and December 12, 2021, respectively. The first extraordinary general meeting of shareholders and the employee representative meeting of 2021 will be held on 9th to elect a new term of directors and supervisors. On December 27, 2021, the company held the first meeting of the third board of directors and the first meeting of the third board of supervisors. The chairman, special committee members and chairman of the board of supervisors were elected, and the new senior management and securities affairs were appointed represent. The relevant information is hereby announced as follows:

1. The general election of the board of directors

(1) The election of directors

The company’s 2021 first extraordinary general meeting of shareholders on December 27, 2021 adopted a cumulative voting system to elect Mr. Yi Dewei, Mr. Du Bin, Mr. Wang Huabiao, Mr. Wang Yifei, Ms. Su Xiaohe, and Ms. Zhang Chunyu as the third board of directors. Non-independent Directors, elected Mr. Chen Xiangdong, Mr. Liu Qi and Mr. Li Chun as independent directors of the third board of directors. The six non-independent directors and three independent directors elected by this general meeting of shareholders together form the company’s third board of directors. The term of office is from the date of review and approval of this general meeting of shareholders to the expiry of the company’s third board of directors.

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(2) Election of Chairman and Vice Chairman

On December 27, 2021, the company held the first meeting of the third board of directors. All directors unanimously elected Mr. Yi Dewei as chairman of the company and Mr. Du Bin as vice chairman of the company. The term of office is from the date of approval by the board of directors. From the expiry of the company’s third board of directors.

(3) Election of the members of the special committee

On December 27, 2021, the company held the first meeting of the third board of directors, and elected the strategy committee, nomination committee, remuneration and appraisal committee, and audit committee of the company’s third board of directors:

1. Strategy Committee: Mr. Yi Dewei (Chairman), Mr. Du Bin, Mr. Wang Huabiao, Mr. Wang Yifei, Mr. Li Chun, Ms. Su Xiaohe;

2. Nomination Committee: Mr. Li Chun (Chairman), Mr. Liu Qi, Mr. Yi Dewei;

3. Remuneration and Appraisal Committee: Mr. Chen Xiangdong (Chairman), Mr. Li Chun, Mr. Du Bin;

4. Audit Committee: Mr. Liu Qi (Chairman), Mr. Chen Xiangdong, Mr. Wang Huabiao.

The term of office of the special committees of the third board of directors of the company is from the date of review and approval of this board of directors to the date of expiry of the third board of directors.

2. The general election of the board of supervisors

(1) Election of supervisors

On December 9, 2021, the company held an employee representative meeting to elect Mr. Wu Yujun as the employee representative supervisor of the third board of supervisors. On December 27, 2021, the company held the first extraordinary general meeting of shareholders in 2021. This general meeting adopted a cumulative voting system to elect Mr. Yao Jianming and Ms. Chen Jing as non-employee representative supervisors of the third board of supervisors. Mr. Yao Jianming, Mr. Wu Yujun, and Ms. Chen Jing jointly formed the company’s third board of supervisors, and the term of office is from the date of review and approval of this general meeting of shareholders to the expiration of the company’s third board of supervisors.

(2) Election of the chairman of the board of supervisors

On December 27, 2021, the company held the first meeting of the third board of supervisors. All the supervisors agreed to elect Mr. Yao Jianming as the chairman of the third board of supervisors.

3. Appointment of senior management personnel

On December 27, 2021, the company held the first meeting of the third board of directors, and reviewed and approved the “Proposal on the Appointment of the Company’s General Manager”, “The Proposal on the Appointment of the Company’s Deputy General Manager” and “The Proposal on the Appointment of the Secretary of the Company’s Board of Directors.” The specific appointments are as follows:

1. General Manager: Mr. Yi Dewei;

2. Deputy general managers: Mr. Li Xiangyu, Mr. Wang Zhiming, Mr. Ma Tao, Mr. Geng Anfeng, Mr. Yi Huarong;

3. Chief Financial Officer: Mr. Wang Huabiao;

4. Secretary of the Board: Mr. Yi Huarong.

The term of office of the above-mentioned senior management personnel shall be from the date of review and approval of this board of directors to the expiration of the third session of the company’s board of directors. (Please refer to the attachment of this announcement for your resume)

2. Appointment of Securities Affairs Representatives

On December 27, 2021, the company held the first meeting of the third board of directors. It reviewed and passed the “Proposal on Appointment of Corporate Securities Representatives”, and agreed to appoint Ms. Wang Fang as the company’s securities representative, assisting the secretary of the board of directors in performing their duties. From the date of review and approval of this board of directors to the expiration of the company’s third board of directors. (Please refer to the attachment of this announcement for your resume)

4. The resignation and resignation of some directors and supervisors

After the company’s general election, Ms. Duan Lanchun, Mr. Liu Shaolin and Mr. Xu Xiaobing ceased to serve as directors of the company, Mr. Sun Jie, Mr. Tang Guoping, and Mr. Han Bing ceased to serve as independent directors of the company, and Ms. Xue Lei ceased to serve as supervisors of the company. The board of directors and the board of supervisors of the company would like to express their sincere gratitude to Ms. Duan Lanchun, Mr. Liu Shaolin, Mr. Xu Xiaobing, Mr. Sun Jie, Mr. Tang Guoping, Mr. Han Bing and Ms. Xue Lei for their important contributions to the development of the company.

5. Opinions of independent directors

The independent directors of the company issued an agreed independent opinion on the senior executives appointed by the board of directors, and believed that the above-mentioned personnel meet the qualifications and requirements for senior executives of listed companies as stipulated by the China Securities Regulatory Commission and the Shanghai Stock Exchange; this nomination and voting The procedure complies with the “Company Law”, “Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules” and other laws and regulations, regulatory documents and relevant provisions of the “Articles of Association”.

Special announcement.

Jiabiyou Biotechnology (Wuhan) Co., Ltd.

December 28, 2021

resume

1. Resume of Mr. Li Xiangyu:

Li Xiangyu, born in 1978, Chinese nationality, no permanent residency abroad, PhD degree. From July 2000 to November 2000, he was a technician in Zhejiang Yamei Biochemical Co., Ltd.; from December 2000 to May 2001, he was a technician in Zhejiang Xinanjiang Plastic Chemical Co., Ltd.; from May 2001 to August 2002, he was a technician Technician of Wuhan Organic Industry Co., Ltd.; from September 2002 to September 2004, he served as the laboratory director of Wuhan Diwang Bioengineering Co., Ltd.; from September 2004 to December 2015, he served as the director of Jiabiyou Bioengineering (Wuhan) Co., Ltd. The company’s production manager, technical manager, production operation manager, R&D manager, R&D director, and deputy general manager; since December 2015, he has served as the company’s deputy general manager, currently concurrently serving as the director and director of Wuhan Zhongke Optics Valley Green Biotechnology Co., Ltd. General manager.

2. Resume of Mr. Wang Zhiming:

Wang Zhiming, born in 1969, Chinese nationality, no permanent residency abroad, bachelor degree, is a senior engineer. From August 1990 to March 1993, he was an assistant engineer in Hubei Anqi Biological Group Co., Ltd.; from March 1993 to February 2000, he was an engineer and senior engineer at Yichang Institute of Biotechnology; from February 2000 to 2004 In September, he served as the technical director of Wuhan Diwang Biological Engineering Co., Ltd.; from September 2004 to December 2015, he served as the R&D director, chief engineer and deputy general manager of Jiabiyou Biological Engineering (Wuhan) Co., Ltd.; from February 2013 to December 2015. In April 2015, he served as director of Jiabiyou Biological Engineering (Wuhan) Co., Ltd. Since December 2015, he has served as the company’s executive deputy general manager and chief engineer.

3. Resume of Mr. Ma Tao:

Ma Tao, born in 1977, Chinese nationality, no permanent residency abroad, master degree. From 1998 to 2000, he served as the deputy general manager of Wuhan Renyan Advertising Communication Co., Ltd.; from February 2001 to August 2004, he served as the head of the marketing department of Wuhan Diwang Biological Engineering Co., Ltd.; from September 2004 to December 2015, Served as the manager of comprehensive management department, senior manager of human resources department and deputy general manager of Jiabiyou Bioengineering (Wuhan) Co., Ltd. Since December 2015, he has served as deputy general manager of the company. Currently, he concurrently serves as a director of Pharmamark Nutrition Pty Ltd and a director of Gallito Biotechnology (Wuhan) Co., Ltd.

4. Resume of Mr. Geng Anfeng:

Geng Anfeng, male, born in 1976, Chinese nationality, no permanent residency abroad, bachelor degree. From July 2000 to July 2002, he served as the assistant of science and technology affairs in Hubei Tianyi Technology Co., Ltd.; since 2004, he has served as the general manager and deputy general manager of the marketing center of the company’s marketing department.

5. Resume of Mr. Yi Huarong:

Yi Huarong, male, Chinese nationality, born in 1976, no permanent residency abroad, bachelor degree. From July 1999 to September 2005, he served as the workshop director and the manager of the planning and development department of Tianyi Technology Co., Ltd., and the project technical manager of COFCO Xiangrui Grain and Oil Industry (Jingmen) Co., Ltd. from October 2005 to August 2006, September 2006 So far, he has served as the company’s purchasing manager, purchasing director, senior manager of the securities legal department, and secretary of the board of directors. He currently serves as a supervisor of Wuhan Zhongke Optics Valley Green Biotechnology Co., Ltd. Mr. Yi Huarong has obtained the qualification to serve as secretary of the board of directors of the Science and Technology Innovation Board.

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6. Resume of Ms. Wang Fang:

Wang Fang, female, Chinese nationality, born in 1992, no permanent residency abroad, master degree. From July 2015 to July 2019, worked atChina SecuritiesFinancial Department of Hubei Branch of Securities Co., Ltd.; From July 2019 to May 2020, he served as Assistant Director and Securities Affairs Representative of Investment Management Department of Hubei Blue Aviation School Co., Ltd.; From June 2020 to present, he served as Assistant of Securities Affairs of the company , Securities affairs representative, has obtained the qualification certificate of the board secretary of the Shanghai Stock Exchange Science and Technology Innovation Board.

Stock code: 688089 Stock abbreviation: Jiabiyou Announcement number: 2021-055

Jiabiyou Biotechnology (Wuhan) Co., Ltd.

Announcement on the use of part of the temporarily idle raised funds for cash management

The board of directors and all directors of the company guarantee that the content of this announcement does not contain any false records, misleading statements or major omissions, and bear legal responsibility for the authenticity, accuracy and completeness of its content.

Capitol Biotechnology (Wuhan) Co., Ltd. (hereinafter referred to as the “Company”) held the 14th meeting of the second board of directors and the 12th meeting of the second board of supervisors on January 4, 2021, and reviewed and approved the “About The Proposal on Continuing to Use Part of the Raised Funds of Temporarily Idle Funds for Cash Management”, without affecting the construction of raised funds investment projects and the company’s normal operations, it is agreed that the company shall ensure that the construction and use of raised funds and the safety of raised funds are not affected. Continue to use part of the temporarily idle raised funds not exceeding RMB 50,000 million for cash management, and purchase wealth management products (including but not limited to principal guaranteed type) sold by financial institutions with high security, good liquidity, and legal business qualifications. Wealth management products, structured deposits, time deposits, notice deposits, large deposit certificates, etc.). The above quota is valid within 12 months from the date of review and approval by the company’s board of directors. During the validity period of the resolution, the funds can be used on a rolling basis and returned to the special account for raised funds after expiration. The company’s independent directors and sponsors have all expressed clear consent. For details, please refer to the company’s website on the Shanghai Stock Exchange (www.sse.com.cn) on January 5, 2021 and the designated information disclosure media “Shanghai Securities News”, “China Securities News”, “Securities Times” and “Securities Times”. The “Announcement of Jiabiyou Biotechnology (Wuhan) Co., Ltd. on the Use of Part of the Temporarily Idle Raised Funds for Cash Management” (Announcement No.: 2021-001) disclosed by the Securities Daily.

In view of the expiration of the above-mentioned authorization period, the company held the first meeting of the third board of directors on December 27, 2021, with 9 votes in favor, 0 votes against, and 0 abstentions. Proposal on Cash Management of Funds, and the first meeting of the third board of supervisors was held on the same day, with 3 votes in favor, 0 votes against, and 0 abstentions, to deliberate and pass “The Proposal” agrees that the company will continue to use part of the temporarily idle raised funds not exceeding RMB 400 million for cash management without affecting the construction and use of the raised funds project and the safety of the raised funds. The purchase security is high and the liquidity is good. , Financial institutions with legal business qualifications sell principal-guaranteed wealth management products (including but not limited to principal-guaranteed wealth management products, structured deposits, time deposits, notice deposits, large deposit certificates, etc.). The above quota is valid within 12 months from the date of review and approval by the company’s board of directors. During the validity period of the resolution, the funds can be used on a rolling basis and returned to the special account for raised funds after expiration. At the same time, the company’s board of directors authorizes the chairman of the board to exercise investment decision-making power within the quota and sign relevant legal documents, and at the same time authorizes the company’s financial officer to implement specific matters. The independent directors of the company issued an independent opinion expressly agreed, and the sponsor Guotai Junan Securities Co., Ltd. issued a verification opinion on this matter. Details are as follows:

1. Basic situation of raised funds

Approved by the China Securities Regulatory Commission on Approval of Approval of the Registration of the Initial Public Offering of Jiabiyou Biotechnology (Wuhan) Co., Ltd. (licensed by the China Securities Regulatory Commission)[2019]No. 2338) agreed to register. The company publicly issued 30,000,000 ordinary shares of RMB to the public, each with a par value of RMB 1.00, and an issue price of RMB 23.90 per share. The total raised funds were RMB 717,000,000.00, deducting various issuance expenses (excluding tax). After RMB 68,673,892.62, the net amount of funds raised was RMB 648,326,107.38.The above-mentioned funds have been verified by Lixin Certified Public Accountants (special general partnership)[2019]No. ZE10784″ Capital Verification Report.

In accordance with the relevant laws, regulations and the “Shanghai Stock Exchange Listed Companies’ Fund-raising Management Measures (Revised in 2013)”, the company has deposited the funds raised in a special account, and has deposited the funds with the sponsor Guotai Junan Securities Co., Ltd. Of banks signed the “Tripartite Supervision Agreement on the Deposit of Funds Raised in a Special Account.” For details, please refer to the “Announcement of IPO of Jiabiyou Biotechnology (Wuhan) Co., Ltd. on the Science and Technology Innovation Board” disclosed on the website of the Shanghai Stock Exchange (www.sse.com.cn) on December 18, 2019. .

2. The previous use of part of the temporarily idle raised funds for cash management and redemption at maturity

Within the time limit authorized by the board of directors, the company uses part of the idle raised funds for cash management as follows:

As of the date of this announcement, the company has redeemed part of the above-mentioned wealth management products. The principal of the wealth management is RMB 500,000, and the principal of RMB 330 million has not been recovered because part of the wealth management is not yet due, and the total wealth management income obtained is RMB 10.7281 million. The principal of the raised funds and financial management income have been returned to the raised funds account.

Note: The above data is unaudited data.

3. The situation of continuing to use part of the temporarily idle raised funds for cash management this time

(1) Investment purpose

In order to improve the efficiency of the use of raised funds, rationally use part of temporarily idle raised funds, and continue to rationally use part of temporarily idle raised funds for cash management while ensuring that the construction and use of raised funds are not affected, and the safety of raised funds, so as to increase the company’s income. Get more returns for the company and shareholders.

(2) Varieties of investment products for cash management

The company will strictly control risks in accordance with relevant regulations and use temporarily idle raised funds to purchase capital-guaranteed investment products sold by financial institutions with high security, good liquidity, and legal business qualifications (including but not limited to capital-guaranteed wealth management products, structural Deposits, time deposits, notice deposits, large deposit certificates, etc.). Investment products are not used for pledge, and are not used for investment activities for the purpose of securities investment.

(3) Cash management limit and period

The company intends to use a maximum of RMB 400 million (including 400 million) of temporarily idle raised funds for cash management, and the use period is effective for 12 months from the date of review and approval by the company’s board of directors. During the validity period of the above quota and resolution, the funds can be used on a rolling basis and returned to the special account for raised funds after expiration. The company’s use of part of the temporarily idle raised funds for cash management will strictly abide by the relevant regulations of the Shanghai Stock Exchange on the management of raised funds for listed companies.

(4) Implementation

Within the above-mentioned quota and time limit, the company authorizes the chairman of the board to exercise the decision and sign relevant legal documents, including but not limited to selecting qualified financial product issuers, clarifying financial management amounts, selecting financial product varieties, signing contracts, etc. The specific matters are determined by The financial department of the company is responsible for the organization and implementation.

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(5) Information disclosure

The company will comply with the “Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies”, “Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules”, “Shanghai Stock Exchange Listed Companies Fund Raising Management Measures”, etc. Relevant regulations and regulatory documents require timely performance of information disclosure obligations and will not change the use of raised funds in a disguised form.

(6) Distribution of cash management income

The company’s use of temporarily idle raised funds for cash management will be prioritized to make up for the insufficient investment amount of the raised funds investment project and the liquidity required for the company’s daily operations, in strict accordance with the requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange. The regulatory measures for raised funds require the management and use of funds, and the cash management will be returned to the special account for raised funds after expiration.

Fourth, the impact on the company’s daily operations

This plan will continue to use part of the temporarily idle raised funds for cash management. It is implemented under the premise of ensuring the company’s fund-raising investment projects and ensuring the safety of the raised funds. It will not affect the company’s normal daily capital turnover needs and raised funds investment projects. The normal operation of the company will not affect the normal development of the company’s main business. At the same time, we will continue to carry out timely cash management on part of the temporarily idle raised funds to obtain a certain amount of investment income and seek more investment returns for the company and shareholders.

5. Risks of cash management and control measures

(1) Investment risk

Although the company intends to invest in products with high security, good liquidity, the issuer’s commitment to guarantee capital, and a single product with a period of no more than 12 months, it does not rule out that the investment income is affected by market fluctuations, and there is a certain degree of systemicity. risk.

(2) Risk control measures

1. The company will strictly follow the “Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies”, “Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules (revised in December 2020)”, “Shanghai Securities Management Measures for Funds Raised by Listed Companies on the Stock Exchange (Revised in 2013), “Guidelines for the Application of Self-Regulatory Rules for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1-Standard Operation” and the company’s Fund Raising Management System and other relevant regulations Related cash management business.

2. The company will establish and improve cash management approval and execution procedures in accordance with the principle of separating the functions of decision-making, execution, and supervision, and effectively develop and standardize the purchase of investment products for cash management to ensure the safety of funds.

3. The company will strictly abide by the principle of prudent investment to select investment targets, and mainly select products issued by issuers with good reputation, large scale, and the ability to guarantee the safety of funds.

4. The relevant personnel of the company’s financial department will analyze and track the investment direction of investment products and the progress of the project in a timely manner. If the assessment finds that there are risk factors that may affect the company’s financial security, they will promptly take corresponding safeguard measures to control financial risks.

5. The company’s board of supervisors, independent directors, and the audit committee of the board of directors have the right to supervise and inspect the use of funds, and can hire professional institutions to conduct audits when necessary.The company’s internal audit agency is responsible for

Conduct a comprehensive inspection, and reasonably estimate the possible risks and benefits of various investments based on the principle of prudence, and report to the audit committee of the company’s board of directors on a regular basis.

6. Explanation of special opinions

(1) Opinions of independent directors

After verification, all independent directors agreed that: under the premise of ensuring that the progress of the raised funds investment project and the use of raised funds will not be affected, the company uses temporarily idle raised funds not exceeding RMB 400 million for cash management, and timely purchases are safe. , Investment products sold by financial institutions with good liquidity and legal business qualifications (including but not limited to principal-guaranteed cash management products, structured deposits, time deposits, notice deposits, large deposit certificates, agreement deposits, etc.), It is conducive to improving the efficiency and income of the use of raised funds, in line with the interests of the company and all shareholders, and the relevant content and procedures comply with the “Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies”, “Shanghai Stock Exchange Science and Technology Innovation Rules for the Listing of Stocks on the Shanghai Stock Exchange (Revised in December 2020), the Shanghai Stock Exchange’s Measures for the Administration of Funds Raised by Listed Companies (Revised in 2013), and the Guidelines for the Application of the Self-Regulatory Rules for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1- —Regular Operation” and other laws, regulations, regulatory documents, and the “Articles of Association of Jiabiyou Biotechnology (Wuhan) Co., Ltd.” and “Capital Funds Management System of Jiabiyou Biotechnology (Wuhan) Co., Ltd.”, there is no change Or change the investment direction of the raised funds in a disguised form and harm the interests of shareholders. All independent directors unanimously agreed that the company shall use temporarily idle raised funds not exceeding RMB 400 million for cash management within 12 months from the date of review and approval by the board of directors.

(2) Opinions of the Board of Supervisors

After deliberation, the board of supervisors believes that the company’s use of part of the temporarily idle raised funds for cash management is in line with the “Guidelines for the Supervision of Listed Companies No. 2-Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies” and “Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange” The relevant provisions of the Listing Rules (revised in December 2020), the Shanghai Stock Exchange’s Measures for the Management of Funds Raised by Listed Companies (Revised in 2013), and the company’s Fundraising Management System, do not affect the normal implementation of fund-raising investment projects , There is no situation that changes the investment direction of raised funds in disguised form and harms the interests of the company and shareholders. Therefore, the Board of Supervisors agreed that the company should continue to use the temporarily idle raised funds not exceeding RMB 400 million for cash management.

(3) Opinions of the sponsor

After verification, the sponsor believes that: the company’s use of temporarily idle raised funds for cash management has been reviewed at the first meeting of the company’s third board of directors and approved at the first meeting of the third board of supervisors. The company’s independent directors issued an announcement on the issue Agree. The above decision-making procedures comply with the requirements of the “Administrative Measures for the Sponsorship Business of Securities Issuance and Listing”, “Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules” and other documents and the “Articles of Association”. The company uses temporarily idle raised funds to carry out cash management. While ensuring that it does not affect the construction of the initial public offering and the safety of the raised funds, it is conducive to improving the efficiency of the use of raised funds, while ensuring the safety of funds. Investment income. The company’s use of temporarily idle raised funds to carry out cash management this time, there is no disguised change in the use of raised funds, and does not affect the normal progress of raised investment projects. In summary, the sponsor has no objection to the company’s use of temporarily idle raised funds for cash management matters.

Special announcement.

Jiabiyou Biotechnology (Wuhan) Co., Ltd. Board of Directors

December 28, 2021

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