JunSai Bio Receives CSRC Feedback on Overseas Listing Filing, Requesting Clarifications on Equity Changes, Controlling Shareholder Qualifications, and Business Compliance

Recently, Juncell Therapeutics received feedback from the China Securities Regulatory Commission regarding the filing for this overseas listing. The specific inquiries from the regulator are as follows:

1. Please provide supplementary explanations: (1) The pricing and valuation basis for each capital increase and equity transfer of your company, whether there are any abnormal share subscription prices, whether there is any interest transfer, whether the contributions have been actually paid, and whether there are any situations such as failure to fulfill contribution obligations, withdrawal of contributions, or defects in the method of contribution; (2) Please provide a conclusive opinion on whether the establishment of your company and each equity change are legally compliant, as well as the status of your company’s legal qualification and valid existence.

II. Please provide additional explanations: (1) The status of your company's actual controller obtaining permanent residency rights abroad; (2) Whether there was any equity holding on behalf of others in your company’s history.

3. Please provide additional explanations regarding the pricing basis for new shareholders' investments within 12 months prior to the submission of the overseas issuance and listing filing application, the reasons for differences from the pricing of simultaneous capital increases, and their rationality. Also, clarify whether there is any transfer of benefits.

4. Please provide supplementary explanations on whether your company and its subsidiaries' business scope involves the development and application of human stem cell technology, medical research and experimental development, drug clinical trial services, and market research; whether relevant businesses have actually been carried out and the specific operational status; whether necessary qualification licenses have been obtained; whether the business scope and actual operations involve restricted or prohibited foreign investment areas; and whether the company will continue to comply with foreign investment access requirements after this issuance, listing, and "full circulation."

5. Please verify and explain whether the company's product development and business operations need to comply with the regulatory procedures related to the management of human genetic resources, and whether they conform to the relevant provisions of Article 7, Article 21, etc. of the Regulations of the People's Republic of China on the Management of Human Genetic Resources.

6. Please provide additional clarification on whether the shares held by the shareholders proposed to participate in the "Full Circulation" this time are subject to any pledge, freeze, or other encumbrances.

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Editor: Xiaolang Express