Haitong Securities Company Limited(600837) verification opinions on the resignation of Beijing Kawin Technology Share-Holding Co.Ltd(688687) core technicians
Haitong Securities Company Limited(600837) (hereinafter referred to as ” Haitong Securities Company Limited(600837) ” or “recommendation institution”) as a Beijing Kawin Technology Share-Holding Co.Ltd(688687) (hereinafter referred to as ” Beijing Kawin Technology Share-Holding Co.Ltd(688687) ” or “company”) makes an initial public offering of shares and is listed on the science and innovation board, and continuously supervises the recommendation institution in accordance with the measures for the administration of securities issuance and listing recommendation business The rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange and the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 11 – continuous supervision and other relevant provisions have verified the resignation of the company’s core technicians. The details are as follows:
1、 Details of core technical personnel leaving
Mr. Xu Zheng, the company’s core technician, resigned recently for personal reasons and completed the resignation procedures recently. After his resignation, Mr. Xu Zheng no longer holds any position in the company.
(I) details of core technicians
Mr. Xu Zheng, male, born in 1980, doctor of molecular biotechnology, Chinese University of Hong Kong, postdoctoral fellow in biological structure, University of Washington, USA, Chinese nationality, without permanent residency abroad. Mr. Xu Zheng joined the company in April 2015. Before leaving, he served as the director of new drug research and development of the company and was the core technical personnel of the company.
As of the disclosure date of this announcement, Mr. Xu Zheng did not directly hold the shares of the company, but indirectly held 80000 shares of the company through Beijing fushanwan Investment Management Center (limited partnership) and Beijing zhuoshangjiang enterprise management center (limited partnership), with an indirect shareholding ratio of 0.0471%.
On June 9, 2021, the company disclosed the announcement of Beijing Kawin Technology Share-Holding Co.Ltd(688687) on granting restricted shares to incentive objects for the first time, and Mr. Xu Zheng was granted 80000 shares. According to the provisions of Beijing Kawin Technology Share-Holding Co.Ltd(688687) 2021 restricted stock incentive plan (Draft), the resignation of incentive objects includes voluntary resignation, resignation due to layoffs of the company, non renewal of labor contract / employment agreement upon expiration, dismissal by the company due to personal fault, termination of labor contract or employment agreement through negotiation, etc, Since the date of resignation, the restricted shares granted to the incentive object but not yet vested shall not be vested and shall be invalid. Therefore, the class II restricted shares previously granted to Mr. Xu Zheng but not vested shall be invalid.
After leaving office, Mr. Xu Zheng will continue to abide by the provisions of relevant laws and regulations such as the Listing Rules of Shanghai Stock Exchange science and innovation board and the relevant commitments made by the company during the initial public offering of shares.
(II) R & D projects and patents involved
During his tenure, Mr. Xu Zheng took part in the research and development work of the company, including hepatitis B antibody research and development project, New Coronavirus neutralization antibody research and development project, and influenza small molecule drug research and development project. Now, some of the research and development tasks have been handed over to other research and development colleagues, and Mr. Xu Zheng’s departure will not adversely affect the research and development process of the original projects. During his tenure, Mr. Xu Zheng participated in a number of authorized and patent applications as an inventor. The ownership belongs to the company and is not a single inventor. As of the date of issuance of this verification opinion, there is no dispute or potential dispute involving the invention in the aforesaid patent, and Mr. Xu Zheng’s resignation will not affect the integrity of the company’s patent right.
(III) confidentiality and non competition restrictions
According to the agreement on keeping trade secrets and the non competition agreement signed by the company and Mr. Xu Zheng, both parties have made clear agreements on the confidential contents, non competition matters, rights and obligations. Mr. Xu Zheng is obliged to keep confidential any business secrets of the company (including but not limited to the company’s archives, any materials related to the production and development of the company’s products, business information, financial information, intellectual property rights and various documents listed as top secret and confidential by the company).
According to the non competition agreement, the non competition period of Mr. Xu Zheng is 24 months from the date of resignation. During the competition period, Mr. Xu Zheng shall not operate business competing with the company on his own or for others.
As of the date of issuance of this verification opinion, the company has not found that Mr. Xu Zheng has violated the confidentiality agreement and non competition agreement or worked in an enterprise with competitive relationship with the company.
2、 The impact of core technical staff turnover on the company
Through long-term technology accumulation and development, the company has established a scientific R & D system and trained a young, efficient, struggling and creative R & D and operation team. Team members perform their respective responsibilities and finally form collective achievements. There is no single dependence on specific core technicians.
As of June 30, 2021, the company has 70 R & D personnel, accounting for 13.2% of the total number of the company. At the end of 2021 and as of the disclosure date of this announcement, the number of core technical personnel of the company is 8 and 7 respectively, and the personnel are stable. The specific personnel are as follows:
Time core technician name
At the end of 2021, Wang Tao, Shi Jifeng, Xu Zheng, Hou Jianhua, Li Dongxia, Liu Shan, Yang Lu and Li Xiang
As of the disclosure date of this announcement, Wang Tao, Shi Jifeng, Hou Jianhua, Li Dongxia, Liu Shan, Yang Lu and Li Xiang
At present, the company’s technology research and development and daily operation are carried out normally. The company’s R & D team and core technicians are relatively stable. The existing R & D team and core technicians can support the continuous R & D of the company’s core technology in the future. The company’s overall R & D strength, core competitiveness and sustainable operation ability have not been adversely affected by Mr. Xu Zheng’s resignation.
3、 Measures taken by the company
At present, Mr. Xu Zheng has completed the work handover with the R & D team, and the relevant R & D projects are in normal progress. The company’s R & D team has a complete structure and sufficient reserve personnel. The existing core technical personnel and R & D team can support the continuous R & D of the company’s core technology in the future. In the future, the company will further increase the introduction and training of professional and technical personnel, optimize the assessment and reward mechanism for R & D personnel, and continuously improve the company’s technological innovation ability. 4、 Verification opinions of the recommendation institution
(I) verification method
1. Check the labor contract, confidentiality agreement and non competition agreement signed by the company and Mr. Xu Zheng, and check the relevant terms and contents;
2. Check the intellectual property related documents that Mr. Xu Zheng participated in during his tenure;
3. Check the company’s employee roster, the company’s annual report and semi annual report to understand the current situation of R & D personnel and core technicians;
4. Obtain the company’s explanatory documents on Mr. Xu Zheng’s resignation, and understand the specific situation of his resignation, work handover, measures taken by the company, impact on the company’s R & D, production and operation, etc.
(II) verification opinions
After verification, the recommendation institution believes that:
1. The R & D personnel and core technical personnel of Beijing Kawin Technology Share-Holding Co.Ltd(688687) are generally stable. Mr. Xu Zheng has completed the work handover. Mr. Xu Zheng’s resignation will not have a significant impact on the company’s technology R & D, production and operation, and will not affect the company’s core competitiveness.
2. Mr. Xu Zheng signed a confidentiality agreement and non competition agreement with Beijing Kawin Technology Share-Holding Co.Ltd(688687) , including confidentiality, non competition and other terms. The intellectual property rights that Mr. Xu Zheng participated in during his Beijing Kawin Technology Share-Holding Co.Ltd(688687) work belong to the company, and there are no disputes or potential disputes involving service inventions. Mr. Xu Zheng’s resignation will not affect the integrity of the company’s intellectual property rights and will not have a significant adverse impact on the company’s business development and technological innovation.
3. At present, the technology research and development and daily operation of Beijing Kawin Technology Share-Holding Co.Ltd(688687) are normal, and Mr. Xu Zheng’s resignation has not had a significant adverse impact on Beijing Kawin Technology Share-Holding Co.Ltd(688687) ‘s ability to continue operation.
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(there is no text on this page, which is the signature and seal page of the verification opinions on the resignation of Haitong Securities Company Limited(600837) core technicians) signature of the sponsor representative:
Wu Jun, Zhang Zihui
Haitong Securities Company Limited(600837) mm / DD / yy
