Hendi pharmaceutical: Guotai Junan Securities Co.Ltd(601211) verification opinions on the listing and circulation of Hubei Hendi Pharmaceutical Co., Ltd.’s initial public offering of offline placement restricted shares

Guotai Junan Securities Co.Ltd(601211)

About Hubei Hendi Pharmaceutical Co., Ltd

Verification opinions on the listing and circulation of offline placement restricted shares for initial public offering Guotai Junan Securities Co.Ltd(601211) hereinafter referred to as ” Guotai Junan Securities Co.Ltd(601211) , In accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business, the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 13 – recommendation business, the Shenzhen Stock Exchange GEM Listing Rules, and the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies, The company has verified the listing and circulation of the offline placement restricted shares of Hendi pharmaceutical in its initial public offering, and issued the following verification opinions:

1、 Initial public offering of the company

With the approval of China Securities Regulatory Commission on Approving the registration of Hubei Hendi Pharmaceutical Co., Ltd. for initial public offering (zjxk [2021] No. 3639), and with the consent of Shenzhen Stock Exchange, the company issued 60million RMB common shares (A shares) for the first time, and was listed on the growth enterprise market of Shenzhen Stock Exchange on December 22, 2021. After the initial public offering, the total share capital of the company was changed from 1800million shares to 24million shares. Among them, 54767687 shares were tradable shares with limited sales conditions, accounting for 22.82% of the total share capital after issuance, and 185232313 shares were tradable shares with limited sales conditions, accounting for 77.18% of the total share capital after issuance.

The restricted shares listed and circulated this time belong to the offline placement restricted shares of the initial public offering. The restricted period is 6 months from the date of the initial public offering and listing of the company. The number of offline placement restricted shares listed and circulated this time is 2906732 shares, accounting for 1.21% of the total share capital of the company. The date of listing and trading is June 22, 2022.

2、 Changes in the number of the company’s share capital since the formation of the restricted shares listed and circulated this time. The restricted shares listed and circulated this time belong to the offline placement restricted shares of the initial public offering. Since the formation of the restricted shares of the company’s initial public offering, the company has not experienced any change in the number of share capital due to profit distribution, accumulation fund conversion, etc.

3、 Implementation of commitments by shareholders applying for lifting share restriction

According to the company’s announcement on initial public offering and listing on the growth enterprise market, the offline issuance part adopts the proportional restriction method, and the restriction period of 10% (rounded up) of the number of shares allocated to offline investors is 6 months from the date of the company’s initial public offering and listing. That is, 90% of the shares allocated to each placing object are sold indefinitely, and can be circulated from the date when the shares issued this time are listed and traded on the Shenzhen Stock Exchange; The restricted sale period of 10% shares is 6 months. The restricted sale period starts from the date when the shares issued are listed and traded on the Shenzhen Stock Exchange. The corresponding number of shares is 2906732, accounting for 1.21% of the total share capital after issuance.

In addition to the above commitments, the shareholders of offline placement restricted shares applying for listing and circulation have no other special commitments. As of the date of issuance of this verification opinion, the shareholders applying for the lifting of the restrictions on sales have strictly fulfilled the above commitments, and there is no situation that the failure to fulfill the relevant commitments affects the listing and circulation of the restricted shares. The shareholders who applied for lifting the restrictions on sales did not occupy the company’s funds for non-profit purposes, and the company did not provide them with illegal guarantees.

4、 The listing and circulation arrangement of the restricted shares was lifted this time

1. The listing and circulation date of the restricted shares is june222022.

2. The number of shares subject to the release of restrictions is 2906732, accounting for 1.21% of the total share capital of the company. 3. The number of shareholders applying for lifting the restrictions on sales this time is 5672.

4. Details of the lifting of restrictions on the sale and listing of shares are as follows:

Unit: Share

Restricted shares the proportion of restricted shares in the total number of types of restricted shares according to the number of remaining restricted shares released this time total share capital to the number of restricted shares

example

Initial public offering website

1 lower 29067321.21% 29067320

Placement of restricted shares

Note: there is no pledge or freezing of the restricted shares this time; Among the shareholders whose restricted shares were lifted this time, no shareholder concurrently served as a director, supervisor or senior manager of the company, and no shareholder was a former director, supervisor or senior manager of the company and had resigned for less than half a year.

5、 Statement of changes in share capital structure

After the restrictions on the sale of restricted shares are lifted, the changes in the company’s share capital structure are as follows:

Before this change this change after this change

Share nature as a percentage of total share capital as a percentage of total share capital number (shares) cases increase (shares) decrease (shares) cases number (shares)

1、 Restricted sales

Conditional circulation 18500381377.08% – 290673218209708175.87% shares, including: first

Pre issuance restricted sales of 1800 Shenzhen Quanxinhao Co.Ltd(000007) 5.00% — 1800 Shenzhen Quanxinhao Co.Ltd(000007) 5.00% shares

Limited to 29067321.21% – 29067320.00% after initial public offering

Lending restricted 20970810.87% — 20970810.87% shares II. Unlimited

Selling condition flow 5499618722.92% 2906732 – 5790291924.13% common stock

3、 Total shares 2400 Ping An Bank Co.Ltd(000001) 00.00% — 2400 Ping An Bank Co.Ltd(000001) 00.00% principal

Note: the above is the capital stock structure table issued by China Securities Depository and Clearing Corporation Limited with June 10, 2022 as the equity registration date.

6、 Verification opinions of the recommendation institution

After verification, the recommendation institution believes that: the number of Shares applied for the listing and circulation of restricted shares The listing and circulation time shall comply with the requirements of the administrative measures for the recommendation business of securities issuance and listing, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 13 – recommendation business, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and other relevant provisions, as well as the contents of shareholders’ commitments; The shareholders of the company who lifted the restricted shares this time strictly fulfilled their relevant commitments made in the initial public offering; The company’s information disclosure related to the restricted shares is true, accurate and complete.

In conclusion, the recommendation institution has no objection to the listing and circulation of the company’s offline placement restricted shares.

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Li Yi, Wang Dong

Guotai Junan Securities Co.Ltd(601211)

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