Everbright Securities Company Limited(601788)
about
Chengda Pharmaceutical Co., Ltd. initial public offering and listing on the gem
Issuance recommendation
Sponsor
December, 2001
Statement of recommendation institution and recommendation representative
According to the company law of the people’s Republic of China and the securities law of the people’s Republic of China Measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation) and measures for the administration of securities issuance and listing recommendation business And other relevant laws, administrative regulations and the provisions of the China Securities Regulatory Commission, be honest, trustworthy, diligent and responsible, issue this issuance recommendation letter in strict accordance with the business rules, industry practice norms and ethical standards formulated according to law, and ensure the authenticity, accuracy and integrity of this issuance recommendation letter.
catalogue
The sponsor and its representative declare that 1 catalog 2 interpretation three
1、 General terms three
2、 Technical terms Section 1 basic information of this securities issuance five
1、 The recommendation representative designated by the recommendation institution and his practice five
2、 Co sponsors of the securities issuance project and other members of the project team five
3、 Basic information of the issuer six
4、 Description of the relationship between the sponsor and the issuer six
5、 Internal audit procedures and core opinions of the recommendation institution Section 2 commitments of the sponsor 9 Section III recommendation on this securities offering ten
1、 Recommendation conclusion of the sponsor on this securities issuance ten
2、 The decision-making procedures for this securities issuance are legal ten
3、 This securities issuance complies with relevant laws and regulations ten
4、 Verification of private investment funds among the issuer’s shareholders and their filing thirteen
5、 Verification of the issuer’s main operating conditions after the audit deadline of the financial report fifteen
6、 Main risks of the issuer 15 Section IV description of other matters twenty-three
1、 Description of the sponsor on the use of third-party institutions or personal services twenty-three
2、 Other situations that need to be explained 24 attachments twenty-six
interpretation
In this issuance recommendation letter, unless the context otherwise requires, the following words or abbreviations have the following meanings: 1. The general terms company, the company, the issuer, refer to Chengda Pharmaceutical Co., Ltd., Chengda Pharmaceutical Co., Ltd
Prospectus refers to the prospectus of Chengda Pharmaceutical Co., Ltd. for initial public offering and listing on GEM
The issuance recommendation letter refers to the Everbright Securities Company Limited(601788) issuance recommendation letter on the initial public offering of shares by Chengda Pharmaceutical Co., Ltd. and its listing on the gem
Chengda Co., Ltd. refers to Zhejiang Jiashan Chengda Pharmaceutical Co., Ltd., which is the predecessor of the issuer
Qianhai Shengtai refers to Shenzhen Qianhai Shengtai investment enterprise (limited partnership)
Huida investment refers to Jiashan Huida investment partnership (limited partnership)
Chenghe Shanda refers to Hangzhou Chenghe Shanda investment partnership (limited partnership)
Jiashan Huicheng refers to Jiashan Huicheng equity investment partnership (limited partnership)
Jiashan Hecheng refers to Jiashan Hecheng equity investment partnership (limited partnership)
Jiaxing maierte refers to Jiaxing maierte equity investment partnership (limited partnership)
Hainan fujiurong refers to Hainan fujiurong investment partnership (limited partnership), formerly known as Shanghai fujiurong enterprise management center (limited partnership)
Incyte Corporation, headquartered in the United States, is a biopharmaceutical company engaged in drug research, development and sales of Incyte. Its main treatment fields include tumor, inflammation and autoimmunity
Helsinn refers to helsinn group, a pharmaceutical group headquartered in Switzerland, which focuses on tumor and tumor adjuvant therapy
GileadSciences, Inc., gillid, headquartered in the United States, is a biopharmaceutical company engaged in the development and marketing of Gilead finger products, which mainly includes AIDS, liver diseases, cancer, inflammation and respiratory diseases.
GSK refers to GlaxoSmithKline PLC, GlaxoSmithKline PLC, a global pharmaceutical and health care company headquartered in the UK. Its business mainly covers three fields: prescription drugs, vaccines and consumer health products
Eli Lilly refers to Eli lillyand company, a multinational pharmaceutical company headquartered in the United States. Biochemical medicine is its largest business
The articles of association refers to the articles of association of Chengda Pharmaceutical Co., Ltd
The general meeting of shareholders refers to the general meeting of shareholders of Chengda Pharmaceutical Co., Ltd
Board of directors means the board of directors of Chengda Pharmaceutical Co., Ltd
Board of supervisors refers to the board of supervisors of Chengda Pharmaceutical Co., Ltd
3. The board of directors refers to the general meeting of shareholders, the board of directors and the board of supervisors
National Development and Reform Commission means the national development and Reform Commission of the people’s Republic of China
CSRC refers to the China Securities Regulatory Commission
Company law means the company law of the people’s Republic of China
Securities Law means the securities law of the people’s Republic of China
The measures for the administration of registration refer to the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation)
This offering refers to the issuer’s public offering of A-Shares to the public
A share refers to ordinary shares with a par value of RMB 1.00 per share
Sponsor, recommendation institution, main contractor Everbright Securities Company Limited(601788) distributor, Everbright Securities Company Limited(601788) accounting firm and auditor refer to Zhonghua accounting firm (special general partnership), formerly known as Shanghai Zhonghua Shanghai structure and zhonghuayin accounting firm
Lawyer of the issuer refers to Beijing zhonglunwende law firm
The reporting period, the last three years and the first period refer to 2018, 2019, 2020 and January June 2021
Yuan means RMB yuan
Ten thousand yuan means ten thousand yuan
2、 Technical terms
Contract development and manufacturing organization, contract customized R & D cdmo refers to the production organization, that is, the organization that adds customized R & D business of relevant products on the basis of CMO, provides services such as process development and preparation of clinical new drugs, process optimization and large-scale production of listed drugs
Mah refers to the marketing authorization holder system, which is an internationally accepted drug listing and approval system and a management mode that separates the listing license from the production license
Active pharmaceutical ingredients, also known as active pharmaceutical ingredients, are raw materials / APIs for diseases. They refer to substances with pharmacological effects or other direct effects in the process of diagnosis, treatment and symptom relief. Generally, they need to be added with excipients and further processed into preparations for direct use by the human body
Pharmaceutical intermediate refers to a material produced in the process steps of API, which can become API only after further molecular change or refining. In a broad sense, the pharmaceutical intermediate generally refers to various compounds before API
Preparation refers to the final drug form that can be used directly by the human body
Innovative drugs / new drugs refer to drugs with independent property rights that are first listed in the world
The clinical stage refers to the research and development stage before the new drug goes on the market
The commercialization stage refers to the stage after the drug is officially approved for marketing
Special note: in this issuance recommendation letter, if there is any difference in the mantissa between the sum of some total numbers and each addend, it is caused by rounding in the calculation.
Section 1 basic information of this securities issuance
1、 The recommendation representative designated by the recommendation institution and its practice
Everbright Securities Company Limited(601788) accepted the entrustment of Chengda Pharmaceutical Co., Ltd. as the sponsor of its initial public offering of A-Shares and listing on the gem. Everbright Securities Company Limited(601788) Yang Ke and fan Guozu are designated as the sponsor representatives of the securities issuance project.
Mr. Yang Ke, now executive director of Everbright Securities Company Limited(601788) investment bank headquarters, sponsor representative, master of accounting. He has presided over or participated in refinancing projects such as Zhejiang Jingxin Pharmaceutical Co.Ltd(002020) (002020) 2011 non-public offering, Zhejiang Jingxin Pharmaceutical Co.Ltd(002020) 2014 non-public offering, Dehua Tb New Decoration Material Co.Ltd(002043) (002043) 2011 non-public offering, Shandong Xinchao Energy Corporation Limited(600777) (600777) major asset restructuring projects, Zhejiang China Light & Textile Industrial City Group Co.Ltd(600790) (600790) major asset restructuring projects and financial consulting projects for mergers and acquisitions of many other listed companies; presided over the restructuring and guidance of many projects.
Mr. Fan Guozu is now the managing director of Everbright Securities Company Limited(601788) investment bank headquarters, the sponsor representative and the master of economics. He once served as the sponsor representative of Zhejiang Liming (603048) IPO project, Zhejiang Xinnong Chemical Co.Ltd(002942) (002942) IPO project, Zhejiang Yinlun Machinery Co.Ltd(002126) (002126) IPO and non-public offering project, Huadong Medicine Co.Ltd(000963) (000963) non-public offering project, Xinhu Zhongbao Co.Ltd(600208) (600208) split share structure reform project; participated in the completion of Zhejiang Zheneng Electric Power Co.Ltd(600023) (600023) B-share issuance project; participated in the completion of Xinlian shares (600899) and Jiaotong University Broadcom (600455) the lead underwriter of the initial public offering and listing of Jinzheng Technology (600446). II. The project coordinator of the securities issuance and other members of the project team (I) the project coordinator
Mr. Han Jianlong is now a senior manager of Everbright Securities Company Limited(601788) investment bank headquarters, sponsor representative, master of management, national legal professional qualification, and has carried out refinancing, M & a financial consulting and IPO projects of many listed companies. He has sponsored, CO sponsored or participated in Tianjin Futong Information Science&Technology Co.Ltd(000836) (000836) private placement project, Shandong Xinchao Energy Corporation Limited(600777) (600777) M & a project, Zhejiang Qianjiang Motorcycle Co.Ltd(000913) (000913) acquisition project, Zoje resources (002021) financial consulting project, Zhaoxin energy (002256)) financial consulting project, etc. （2） Other members of the project team
Other members of the project team include: Ms. Li Shuang, Ms. Liu Kan, Ms. Fang Yuting and Mr. Geng Zhongliang. 3、 Basic information of the issuer
Company name: Chengda Pharmaceutical Co., Ltd
English Name: Chengda Pharmaceuticals Co., Ltd
The registered capital is 72.522105 million yuan
Legal representative: Ge Jianli
Date of establishment of the company: March 25, 1999
Date of incorporation: 2009
