Annex 2:
Vcanbio Cell & Gene Engineering Corp.Ltd(600645) independent director
Prior approval opinions on related party transactions
Vcanbio Cell & Gene Engineering Corp.Ltd(600645) (hereinafter referred to as “the company”) plans to hold the 14th interim meeting of the 10th board of directors by means of communication voting on February 18, 2022 to consider the proposal on signing real estate leasing contract and related party transaction between the holding subsidiary and Shanghai Yanli Biotechnology Co., Ltd.
Shanghai Zhongyuan Jisheng Cell Technology Co., Ltd. (hereinafter referred to as “Shanghai Zhongyuan Jisheng company”), the holding subsidiary of the company, plans to sign a real estate leasing contract with Shanghai Yanli Biotechnology Co., Ltd. (hereinafter referred to as “Shanghai Yanli company”), Shanghai Yanli Co., Ltd. intends to lease the podium building located at No. 1, Jinmai Road, Putuo District, Shanghai (real estate certificate No.: hufangdi Puzi real estate property right No. 027298) rented from the third party Shanghai Chunguang Industrial Co., Ltd. to Shanghai Zhongyuan Jisheng company. The lease term is from March 1, 2022 to September 30, 2031. Both parties agree that the decoration rent-free period is 3 months, From March 1, 2022 to May 31, 2022. The rent is calculated at 3.8 yuan / day / square meter, the leased building area is 5232 square meters, and the annual rent (including tax) is 7256784 yuan (excluding the rent free period). According to the agreement, Shanghai Zhongyuan Jisheng company chooses to pay the rent every three years, with a rent discount of 10%; After the discount, the total rent is 60956985.60 yuan, the rent to be paid for the first time is 17960540.40 yuan, the rent to be paid for the second time is 19593316.80 yuan, and the remaining rent to be paid for the third time is 23403128.40 yuan.
Shanghai Yanli company is an enterprise controlled by Ms. Chen Chunmei, the actual controller of the company. According to the provisions of the stock listing rules of Shanghai Stock Exchange, this transaction constitutes a connected transaction.
In accordance with the rules for independent directors of listed companies, the governance standards for listed companies, the Listing Rules of Shanghai Stock Exchange, the articles of association and other relevant provisions of the CSRC, as an independent director of the company, carefully reviewed the related party transactions in advance and agreed to submit the above proposal to the 14th interim board meeting of the 10th Session of the company for deliberation.
independent director:
Chen Min, Pei duanqing
Hou Xinyi
February 18, 2002
