Beijing Institute of Certified Public Accountants
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Report name of Jiangsu Jicui Yaokang Biotechnology Co., Ltd.: assurance report on pre investment of raised capital investment projects and payment of issuance expenses with self raised funds
Report No.: ztzz (2022) No. 110a010833
Name of auditee: Jiangsu Jicui Yaokang Biotechnology Co., Ltd
Name of accounting firm: Zhitong accounting firm (special general partnership)
Business type: other assurance business
Report date: May 13, 2022
Filing date: May 13, 2022
Jiang Yonghui (110 Yihua Healthcare Co.Ltd(000150) 211),
Signed by:
Qian Huali (11 Shijiazhuang Changshan Beiming Technology Co.Ltd(000158) 1151)
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Note: this filing information only proves that the report has been filed with the Beijing Institute of certified public accountants, and does not mean that the Beijing Institute of Certified Public Accountants makes any form of guarantee for the content of the report in any sense.
Assurance report on Jiangsu Jicui Yaokang Biotechnology Co., Ltd. investing the raised funds in advance and paying the issuance expenses with self raised funds
Zhitong Certified Public Accountants (special general partnership)
catalogue
Assurance report on Jiangsu Jicui Yaokang Biotechnology Co., Ltd. investing 1-2 raised capital investment projects and paying issuance expenses in advance with self raised funds
Zhitong Certified Public Accountants (special general partnership), 5th floor, set square, No. 22, Jianguomenwai street, Chaoyang District, Beijing, China, 100004
Tel. + 86 1085665588
Fax + 86 1085665120
www.grantthornton. cn.
About Jiangsu Jicui Yaokang Biotechnology Co., Ltd
Investment projects and payment of raised funds with self raised funds in advance
Assurance report of issuance expenses
Zhi Tong Zhi Zi (2022) No. 110 a010833 all shareholders of Jiangsu Jicui Yaokang Biotechnology Co., Ltd.:
We have reviewed the attached special instructions of Jiangsu Jicui Yaokang Biotechnology Co., Ltd. (hereinafter referred to as Yaokang Biotechnology) on pre investment of raised capital investment projects and payment of issuance expenses with self raised funds as of April 30, 2022. According to the requirements of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the guidelines for the application of self regulatory rules for listed companies of Shanghai Stock Exchange No. 1 – standardized operation, the company’s raised funds management system and other relevant provisions, prepare the special description on the advance investment of raised funds with self raised funds, and ensure that its contents are true, accurate and reliable It is the responsibility of the board of directors of Yaokang biology to be complete and free from false records, misleading statements or major omissions. Our responsibility is to express our opinions on the special instructions of Jiangsu Jicui Yaokang Biotechnology Co., Ltd. on pre investment of raised capital investment projects and payment of issuance expenses with self raised funds prepared by the board of directors of Yaokang biology on the basis of audit.
We plan and implement the audit in accordance with the provisions of other assurance business standards for Chinese certified public accountants No. 3101 – assurance business other than audit or review of historical financial information, so as to reasonably believe that there is no material misstatement in the above special description on pre investment of raised funds in investment projects with self raised funds. In the audit work, we implemented the audit procedures we considered necessary, including the verification of accounting records, in combination with the actual situation of Yaokang biology. We believe that our audit work provides a reasonable basis for issuing assurance opinions.
After review, we believe that the disclosure in the special instructions of Jiangsu Jicui Yaokang Biotechnology Co., Ltd. on pre investment of raised capital investment projects and payment of issuance expenses with self raised funds prepared by the board of directors of Yaokang biotechnology as of April 30, 2022 is consistent with the actual situation.
Jiangsu Jicui Yaokang Biotechnology Co., Ltd
Special instructions for investment projects invested with raised funds in advance and payment of issuance expenses
In accordance with the relevant laws and regulations of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) and the guidelines for the application of self regulatory rules for listed companies of Shanghai Stock Exchange No. 1 – standardized operation, the specific conditions of the company’s pre investment in raised projects with self raised funds as of April 30, 2022 are specially explained as follows:
1、 Basic information of raised funds
The initial public offering of shares of Jiangsu Kechuang Biotechnology Co., Ltd. (hereinafter referred to as “A-share”) with a par value of more than RMB 2021000 was approved by the shareholders’ meeting of Jiangsu Kechuang Biotechnology Co., Ltd. (hereinafter referred to as “A-share”), and the initial public offering of shares of Jiangsu Kechuang Biotechnology Co., Ltd. (hereinafter referred to as “A-share”) was not approved.
With the approval of China Securities Regulatory Commission zjxk [2022] No. 542, the company is approved to issue no more than 5000000000 RMB common shares (A shares) to the public. The company actually issued 5000000000 RMB ordinary shares (A shares) to the public at an issue price of 22.53 yuan / share. The total amount of funds raised was 112650000000 yuan. After deducting the underwriting fee and recommendation fee of 8278750000 yuan, the company received 104371250000 yuan of funds raised. After deducting 1761036327 yuan of audit evaluation and capital verification fees, lawyer fees and other issuance expenses related to the issuance, the net amount of raised funds is 102610213673 yuan. The above funds were fully paid on April 18, 2022, and Grant Thornton Certified Public Accountants (special general partnership) issued the capital verification report (ztyz (2022) No. 110c000202) on April 19, 2022. After the above-mentioned raised funds are received, they have been deposited in the special account for raised funds opened by the company, and the company has signed the supervision agreement on the special account for raised funds with the recommendation institution and the commercial bank with the special account for storing the raised funds. 2、 Investment projects with raised funds
According to the prospectus of Jiangsu Jicui Yaokang Biotechnology Co., Ltd. for initial public offering and listing on the science and innovation board, the total investment of the raised investment project is 8475286 million yuan. After deducting the issuance expenses, all the funds raised from the issuance of shares will be used for the raised investment projects. If the actual net amount of funds raised cannot meet the investment needs of the project, the gap will be solved by the company through bank loans and other self raised funds. If there is surplus after the raised funds meet the project investment, all the remaining funds will be used for the projects related to the company’s main business and the working capital required for the development of the company’s main business. After the raised funds are in place, the company will invest in the following projects according to priorities:
Unit: 10000 yuan
Project name proposed total investment amount proposed raised fund amount No
1 model animal mouse R & D and breeding integrated base construction project 6111258 Shanghai Pudong Development Bank Co.Ltd(600000) 0 2 real world animal model R & D and transformation platform construction project 23640282200000
Total 84752868200000
Before the funds raised by the company’s public offering of new shares are in place, the company can make early investment with self raised funds according to the project progress. After the funds raised by this offering are in place, the self raised funds invested in advance can be replaced with the raised funds.
3、 Investment projects invested with raised funds in advance with self raised funds
Prior to the arrival of the raised funds, the company has used self raised funds to invest in the raised projects in advance according to the project progress. As of April 30, 2022, the actual amount of raised investment projects invested by the company with self raised funds is 6.2955 million yuan, as follows:
Unit: 10000 yuan
Sequence project name raised funds to be invested in self raised funds to be invested in advance amount to be replaced
1 model animal mouse R & D and breeding integrated base Shanghai Pudong Development Bank Co.Ltd(600000) 0 40.50 40.50 land construction project
2 real world animal model R & D and transformation project of 2200000 589.05 589.05 sets
Total 8200000 629.55 629.55
4、 Specific conditions of paying the issuance expenses in advance with the raised funds
The total issuance cost of the company’s public offering is 1003979 million yuan, of which the issuance cost paid in advance with self raised funds is 3.7587 million yuan, which will be replaced with raised funds.
Serial number item name replacement amount of issuance expenses (excluding tax) paid with self owned funds
1 audit and capital verification fees 174.53 174.53 2 lawyer fees 94.34 94.34 3 issuance fees and others 107.00 107.00
Total 375.87 375.87
5、 Implementation of self raised funds for investment projects invested with raised funds in advance
In accordance with the relevant laws and regulations of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) and the guidelines for the application of self regulatory rules for listed companies of Shanghai Stock Exchange No. 1 – standardized operation, the company intends to replace the self raised funds invested in the raised investment projects in advance with the raised funds, which will be deliberated and approved by the board of directors of the company and obtained the approval of the independent directors, the board of supervisors It shall be implemented after the sponsor gives clear consent.
Jiangsu Jicui Yaokang Biotechnology Co., Ltd
