Guangdong Jiaying Pharmaceutical Co., Ltd. (formerly known as "Meizhou Jiaying Pharmaceutical Co., Ltd.") was established on March 7, 2003. It is a limited liability company registered with the Meizhou Administration for Industry and Commerce. Registration number 4414012000662, with a registered capital of RMB 45.29 million, of which: Huang Xiaobiao contributed RMB 14.88 million, accounting for 32.86% of the registered capital; Chen Yonghong contributed RMB 12.555 million, accounting for 27.72% of the registered capital; Liu Xiuxiang contributed RMB 7.45 million, Accounting for 16.45% of the registered capital; Huang Junmin contributed RMB 5.115 million, accounting for 11.29% of the registered capital; approved by Meizhou Municipal People’s Government Meishi Fubanhan [2003] No. 8, Guangdong Meizhou Pharmaceutical Factory valued the intangible assets at The basic capital contribution was RMB 5.29 million, accounting for 11.68% of the registered capital.
On March 28, 2003, upon the application of shareholder Liu Xiuxiang and the resolution of the shareholders' meeting, Liu Xiuxiang and Huang Zhiyong signed an "Equity Transfer Agreement", and Liu Xiuxiang transferred all 16.45% of the equity held by Huang Zhiyong to Huang Zhiyong. , Huang Zhiyong holds 16.45% of the company's shares after the transfer.
According to the Meizhou Municipal People’s Government Meishi Fuban Han [2004] No. 47 document dated April 28, 2004, “Reply on the Approval of the Transfer of State-owned Equity of Meizhou Jiaying Pharmaceutical Co., Ltd.”, July 2004 On the 20th, the Meizhou Municipal Finance Bureau Meishi Caiqi [2004] No. 3 "Notice on the Transfer of State-owned Equity of Meizhou Jiaying Pharmaceutical Co., Ltd." was passed by the shareholders' meeting on December 30, 2004, agreeing to Guangdong Meizhou Pharmaceutical Factory The 11.68% state-owned equity held by the company will be transferred to the company's shareholders Huang Xiaobiao, Chen Yonghong, Huang Zhiyong and Huang Junmin with preemptive rights at an estimated value of 5.3392 million yuan.
On January 5, 2005, the shareholders' meeting approved the addition of new shareholder Huang Libing, and each shareholder signed the "Equity Transfer Agreement". The company's original four shareholders will transfer 0.23% of the equity held by the company at the original price of 105,818 yuan. To Huang Libing, after the transfer of state-owned shares and the addition of new shareholders, the company's registered capital is still RMB 45.29 million, of which: Huang Xiaobiao contributed RMB 16,330,841, accounting for 36.05% of the registered capital; Chen Yonghong contributed RMB 14,285,396, accounting for 36.05% of the registered capital in Guangdong Jiaying Pharmaceutical Co., Ltd. 2007 Annual Report - 44 - 31.54% of the capital; Huang Zhiyong contributed RMB 8,747,968, accounting for 19.31% of the registered capital; Huang Junmin contributed RMB 5,819,977, accounting for 12.87% of the registered capital; Huang Libing contributed RMB 105,818, accounting for 0.23% of the registered capital.
According to the agreement between the shareholders and sponsors of the original Meizhou Jiaying Pharmaceutical Co., Ltd. on March 18, 2005, and the letter from the General Office of the Guangdong Provincial People’s Government on April 26, 2005 [2005] Document No. 235 "Reply Letter Regarding the Change of Establishment of Guangdong Jiaying Pharmaceutical Co., Ltd." was approved. The audited total net assets of the original Meizhou Jiaying Pharmaceutical Co., Ltd. as of January 31, 2005 were RMB 49,200,000.00, based on the original The shareholding ratio of each shareholder was 1:1, which was converted into 49,200,000 ordinary shares with a face value of 1 yuan per share. The overall restructuring was changed to a joint-stock company, and the shareholding ratio of each shareholder remained unchanged. After the restructuring, the company's total share capital is RMB 49,200,000.00.
On June 1, 2005, the company was approved by the Guangdong Provincial Administration for Industry and Commerce and received a business license with registration number 4400001010598, and its name was changed to "Guangdong Jiaying Pharmaceutical Co., Ltd.". On September 10, 2006, the Company held the first extraordinary general meeting of shareholders in 2006. The meeting reviewed and approved the conversion of the audited capital reserve, discretionary surplus reserve and undistributed profits as of June 30, 2006 into share capital, of which The capital reserve was increased by RMB 1,045,028.00, the discretionary surplus reserve was increased by RMB 747,428.85, and the undistributed profits were increased by RMB 10,507,543.15. The total increase in share capital was RMB 12,300,000.00. After the capital increase, the share capital was changed to RMB 61,500,000.00. According to the resolution of the company’s first extraordinary general meeting of shareholders in 2007 and the provisions of the revised articles of association, and approved by the China Securities Regulatory Commission’s Zhengjianfazi [2007] No. 446 “Notice on Approving the Initial Public Offering of Stocks by Guangdong Jiaying Pharmaceutical Co., Ltd. 》Approval, 20.5 million RMB ordinary shares (A shares) were publicly issued to the public, with a par value of RMB 1.00 per share, totaling RMB 20,500,000.00, and the registered capital after the change was RMB 82,000,000.00. Among them: tradable shares with sales restrictions account for 80.00%, and tradable shares without sales restrictions account for 20.00%.