Securities code: 603387 securities abbreviation: Getein Biotech Inc(603387) Announcement No.: 2022-006 Getein Biotech Inc(603387)
Announcement on resolutions of the 15th meeting of the third board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content: all directors of the company attended the meeting. Whether any Directors voted against or abstained: No. all the proposals of the meeting were passed
1、 Convening of board meeting
The notice of the 15th meeting of the third board of directors of Getein Biotech Inc(603387) (hereinafter referred to as “the company”) was sent to all directors, supervisors and senior managers by e-mail on January 11, 2022. This meeting will be held by means of communication voting on January 14, 2022. 9 directors should be present at the meeting and 9 directors actually present; All supervisors and some senior managers of the company attended the meeting as nonvoting delegates.
The meeting was presided over by Mr. Su enben, chairman of the board. The meeting was convened and held in accordance with the company law of the people’s Republic of China, relevant laws, regulations and the articles of association.
2、 Deliberations of the board meeting
The meeting considered and adopted the following proposals:
(I) the proposal on the company’s participation in investment and establishment of venture capital fund was deliberated and adopted
In order to optimize the investment structure and enhance the investment value, the company plans to act as LP and Shanghai jiawo Investment Co., Ltd., Nanjing Southeast Investment Fund Management Co., Ltd., Nanjing jiawo Jianlin venture capital partnership (limited partnership), Nanjing Qilin Venture Capital Co., Ltd Nanjing Southeast artificial intelligence equity investment phase I fund enterprise (limited partnership) jointly invested and established a venture capital fund.
Fund Name: Nanjing jiawo Qixin venture capital partnership (limited partnership)
Fund scale: 464.3 million yuan
Investor and capital contribution:
No. partner name category contribution method subscribed capital contribution proportion (10000 yuan) (%)
1 cash of general partner of Shanghai jiawo Investment Co., Ltd. 465 1
2 cash of general partner of Nanjing Southeast Investment Fund Management Co., Ltd. 465 1
3 cash of limited partner of Nanjing jiawo Jianlin venture capital partnership 24500 52.77 (limited partnership)
4. Cash of limited partner of Nanjing Qilin Venture Capital Co., Ltd. 10000 21.54
5 Nanjing Southeast artificial intelligence equity investment phase I limited partner cash 9000 19.38 fund enterprise (limited partnership)
6 Getein Biotech Inc(603387) limited partner cash 2000 4.31
Total 46430 100
Capital source and contribution method: the capital source of the company’s proposed venture capital fund is the company’s own capital. The capital contribution of the limited partnership shall be paid in three installments within three years after the signing date of the agreement in accordance with the notice of capital contribution issued by the executive partner. The proportion of initial capital contribution is 40% of the total investment, and the proportion of phase II capital contribution and phase III capital contribution are in principle 30% of the subscribed capital contribution of each partner. The company has signed the partnership agreement with other institutions on the establishment of the fund.
Main investment fields: the fund’s main investment fields are intelligent manufacturing, medical devices, electronic information technology, new materials and other industries.
Duration: the “partnership period” of the limited partnership is seven years, including three years of “investment period”, two years of “cultivation period” and two years of “exit period”, which are calculated from the deadline of the first phase of capital contribution.
Management fee: the management fee is a charging period every year (365 days per year). The total amount of management fee to be charged in each complete charging period = the calculation base of management fee on the starting date of the charging period × 2%。 The first charging period of the management fee is the period from the deadline of the first capital contribution subscribed by the limited partnership to December 31 of the current year, and the last charging period is the period from January 1 of the current year to the expiration of the partnership period of the limited partnership. The total amount of management fees that should be charged in the two charging periods = the calculation base of management fees on the starting date of the charging period × 2% × Actual number of days in the charging period ÷ 365.
The calculation base of management fee is the total subscribed capital contribution of the limited partnership when the initial subscription is completed. However: if the limited partnership makes subsequent subscription, the subsequent subscribed capital contribution upon completion of subsequent subscription shall be added to the original base in the calculation base of management fee, and the management fee corresponding to the subsequent subscribed capital contribution shall also be calculated from the closing date of the initial capital contribution of the first subscription; When the limited partnership withdraws from a project, from the next charging period, the calculation base of management fee shall deduct the original investment cost of the withdrawn project before the charging period from the original base.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day And the announcement on the company’s participation in investment and establishment of venture capital fund (Announcement No.: 2022-005) of Shanghai Securities News and securities times.
This proposal does not need to avoid voting, and this proposal does not need to be submitted to the general meeting of shareholders for deliberation.
Voting results: 9 in favor, 0 against and 0 abstention.
3、 Documents for future reference
Resolution of the Getein Biotech Inc(603387) 15th meeting of the third board of directors.
It is hereby announced.
Getein Biotech Inc(603387) board of directors January 14, 2022