Securities code: Guangdong Hybribio Biotech Co.Ltd(300639) securities abbreviation: Guangdong Hybribio Biotech Co.Ltd(300639) Announcement No.: 2022011 Guangdong Hybribio Biotech Co.Ltd(300639)
Announcement of resolutions of the 31st meeting of the Fourth Board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
Guangdong Hybribio Biotech Co.Ltd(300639) (hereinafter referred to as “the company”) the 31st meeting of the 4th board of directors was notified by telephone on March 1, 2022. The meeting was held at 10:00 on March 7, 2022 in the conference room of the company in d5-3-3-4 community, high tech Zone, north of Chaozhou Economic Development Experimental Zone, Guangdong Province through the combination of on-site voting and communication voting. The meeting was presided over by the chairman, Mr. Huang Weixiong, and attended by the company’s supervisors and senior managers. The convening and convening of the meeting were in accordance with the company law of the people’s Republic of China and other laws and regulations and the Guangdong Hybribio Biotech Co.Ltd(300639) articles of Association (hereinafter referred to as the “articles of association”).
2、 Deliberations of the board meeting
(I) deliberated and passed the proposal on the joint investment of wholly-owned subsidiaries and professional investment institutions to initiate the establishment of large health industry fund
Chaozhou Guangdong Hybribio Biotech Co.Ltd(300639) Chemical Co., Ltd. (hereinafter referred to as “Kaipu chemical”), a wholly-owned subsidiary of the company, plans to cooperate with Shenzhen merchants mangrove Investment Co., Ltd. (hereinafter referred to as “merchants mangrove”), Taizhou pharmaceutical city great health industry investment partnership (limited partnership), Jingzhou Industrial Fund Management Co., Ltd Taizhou Industrial Investment Fund (limited partnership) and the fund management team jointly invested with the investor, Shenzhen Jinghe investment partnership (limited partnership), initiated the establishment of China Merchants Health Innovation Fund (tentative name, subject to the name approved and registered by the industry and commerce, hereinafter referred to as “fund” or “partnership”) and signed the partnership agreement of China Merchants health innovation fund (hereinafter referred to as the “partnership agreement”). The total scale of the partnership’s target subscribed capital contribution is RMB 1 million, and the initial subscribed amount is RMB 433.01 million. As the general limited partner of the fund, Kemp chemical will subscribe the initial contribution with its own capital of RMB 165.5 million, accounting for 38.22% of the initial subscription. The general partner and executive partner of the fund, China Merchants mangrove, will subscribe for the initial contribution of the fund of RMB 28 million, accounting for 6.47% of the initial contribution; The fund manager is China Merchants Capital Management Co., Ltd.
The fund mainly focuses on the high growth and high certainty tracks and targets in the field of great health. At the same time, relying on the industrial resource advantages of strategic cooperative listed companies, the fund accelerates the clinical application and industrial landing of the investment target advanced technologies, products and services.
For details, please refer to cninfo.com on the same day（ http://www.cn.info.com.cn. , the same below). The independent directors expressed their independent opinions.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
(II) the proposal on the establishment of a wholly-owned subsidiary and a professional limited liability company was reviewed and approved
Kaipu chemical, a wholly-owned subsidiary of the company, plans to register with Shenzhen merchants mangrove Investment Co., Ltd. (hereinafter referred to as “merchants mangrove”) in Taizhou pharmaceutical high tech Industrial Development Zone, Jiangsu Province, China at the investment ratio of 30%: 70%, and establish a new entity, Jiangsu Huikai management Consulting Co., Ltd. (tentative name, subject to the name approved and registered by the industry and commerce, hereinafter referred to as “Jiangsu Huikai”) ）And sign the shareholders’ agreement. The registered capital of Jiangsu Huikai is proposed to be 28.3 million yuan, which is invested and subscribed by China Merchants mangrove and Kaipu chemical in monetary form, including 19.81 million yuan subscribed by China Merchants mangrove and 8.49 million yuan subscribed by Kaipu chemical with its own funds. Its business scope is enterprise management consulting; Information technology consulting services (except for projects subject to approval according to law, carry out business activities independently according to law with the business license) (subject to the approval result of industrial and commercial registration). After the signing of China Merchants mangrove health innovation fund and the establishment of Jiangsu Huikai, it plans to transfer its fund shares and all rights and obligations to Jiangsu Huikai. Jiangsu Huikai will be registered as the general partner and executive partner of China Merchants health innovation fund with other partners.
For details, please refer to the relevant announcement published on cninfo.com on the same day. The independent directors expressed their independent opinions.
Voting results: 9 in favor, 0 against and 0 abstention.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
3、 Documents for future reference
1. Resolution of the 31st meeting of Guangdong Hybribio Biotech Co.Ltd(300639) the 4th board of directors; 2. Independent opinions of Guangdong Hybribio Biotech Co.Ltd(300639) independent directors on relevant matters of the 31st meeting of the Fourth Board of directors.
It is hereby announced.
Guangdong Hybribio Biotech Co.Ltd(300639) board of directors March 8, 2002
