北京市恒源（武汉）律师事务所 法律意见书 北京市恒源（武汉）律师事务所 关于嘉必优生物技术（武汉）股份有限公司 2025 年第二次临时股东大会的 法律意见书 致：嘉必优生物技术（武汉）股份有限公司 根据《中华人民共和国证券法》（以下简称《证券法》）、《中华人民共和 国公司法》（以下简称《公司法》）和中国证券监督管理委员会《上市公司股东 会规则》（以下简称《股东会规则》）等法律、行政法规、规范性文件及《嘉必 优生物技术（武汉）股份有限公司章程》（以下简称《公司章程》）的要求，北 京市恒源（武汉）律师事务所（以下简称本所）接受嘉必优生物技术（武汉）股 份有限公司（以下简称公司）的委托，指派律师出席公司2025年第二次临时股东 大会（以下简称本次股东大会）。 本所声明：本所律师仅对本次股东大会的召集程序、召开程序、出席会议人 员资格、召集人资格、表决程序、表决结果发表法律意见，并不对本次股东大会 所审议的议案、议案所涉及的数字及内容发表意见。本所律师同意将本法律意见 书随本次股东大会其他信息披露资料一并公告。 本法律意见书仅供见证公司本次股东大会相关事项的合法性之目的使用，不 得用作任何其他目的。 本所及经办律师依 ...

Investment Rating - The report maintains an investment rating of "Outperform the Market - A" [5] Core Insights - The application of Human Milk Oligosaccharides (HMOs) is expected to accelerate, driven by their recognized nutritional benefits and expanding regulatory approvals [3] - The infant formula market is experiencing increased concentration, with the top 10 companies' market share rising from 68% in 2017 to 83% in Q3 2025, indicating a shift towards premium product offerings that include HMOs [2] - The potential market space for HMOs in the Chinese infant formula sector is estimated to be between 5.86 billion to 11.72 billion yuan, based on projected production and pricing [2] Summary by Sections HMO Nutritional Benefits - HMOs are the third largest nutritional component in breast milk, consisting of various structures that contribute positively to infant health, including growth, gut health, immunity, and cognitive development [1] Market Dynamics - The implementation of stringent new standards for infant formula has led to significant market consolidation and a focus on nutritional enhancement, with major brands introducing HMO-enriched products [2] - The expected production of infant formula in China for 2024 is approximately 1.563 million tons, with a significant portion anticipated to be high-end products requiring HMO addition [2] Regulatory Developments - Recent approvals by health authorities to expand the use of HMOs in various food products indicate a growing recognition of their value, which could lead to exponential market growth if HMOs are utilized beyond infant formula [3] - Companies like Ganbaiyou and Qiu Tian Man Man are already responding to these regulatory changes by launching HMO-added products [3] Company Focus - Companies such as Langkun Technology, Baolingbao, and Jiabiyou are actively developing HMO production capabilities, with significant annual production capacities planned [10]

嘉必优生物技术(武汉)股份有限公司 2025年第二次临时股东大会会议资料 嘉必优生物技术(武汉)股份有限公司 2025 年第二次临时股东大会 会议资料 2025 年 11 月 18 日 | 2025 年第二次临时股东大会会议须知 2 | | --- | | 2025 年第二次临时股东大会会议议程 4 | | 2025 年第二次临时股东大会会议议案 6 | | 议案一：关于取消监事会、变更注册地址并修订《公司章程》的议案 6 | | 议案二：关于修订部分公司治理制度的议案 8 | 嘉必优生物技术(武汉)股份有限公司 2025年第二次临时股东大会会议资料 嘉必优生物技术（武汉）股份有限公司 2025 年第二次临时股东大会会议须知 为维护广大投资者的合法权益，保障股东在本次股东大会期间依法行使权利， 根据《公司法》、中国证监会《上市公司股东大会规则》和嘉必优生物技术（武 汉）股份有限公司（以下简称"公司"）《股东大会议事规则》等有关规定，特制 定本会议须知： 一、公司负责本次股东大会的议程安排和会务工作，出席会议人员应当听从 公司工作人员安排，共同维护好会议秩序。 二、为保证股东大会的正常秩序，除出席会议的股东或者 ...

Core Viewpoint - The A-share market has seen a strong performance in the food sector, with several stocks experiencing significant gains, indicating positive market sentiment towards food companies [1]. Summary by Category Stock Performance - Sanyuan Foods (三元股份) reached the daily limit with a 9.97% increase, bringing its total market value to 9.944 billion [2]. - Anjuke Foods (安井食品) rose by 6.23%, with a market capitalization of 27.3 billion [2]. - Ketaobiotech (科拓生物) increased by 5.42%, with a total market value of 4.975 billion [2]. - Ganyuan Foods (甘源食品) saw a 4.24% rise, with a market capitalization of 5.816 billion [2]. - Tianwei Foods (天味食品) grew by 4.18%, with a total market value of 14.3 billion [2]. - ST Jiajia (ST加加) increased by 4.05%, with a market capitalization of 8.87 billion [2]. - Jiabiou (嘉必优) rose by 3.56%, with a total market value of 4.401 billion [2]. - XD Zhu Laoliu (XD朱老六) increased by 2.31%, with a market capitalization of 2.704 billion [2]. - Pinwu Foods (品屋食品) saw a 2.12% rise, with a total market value of 3.814 billion [2]. Year-to-Date Performance - Sanyuan Foods has a year-to-date increase of 50.78% [2]. - Anjuke Foods has increased by 5.31% year-to-date [2]. - Ketaobiotech has a year-to-date increase of 32.45% [2]. - Ganyuan Foods has decreased by 30.79% year-to-date [2]. - Tianwei Foods has increased by 5.96% year-to-date [2]. - ST Jiajia has a year-to-date increase of 62.79% [2]. - Jiabiou has increased by 38.53% year-to-date [2]. - XD Zhu Laoliu has a year-to-date increase of 34.56% [2]. - Pinwu Foods has increased by 19.50% year-to-date [2].

Core Viewpoint - The A-share market is experiencing a strong performance in the food sector, with several stocks showing significant gains, indicating positive market sentiment and potential investment opportunities in this industry [1] Group 1: Stock Performance - San Yuan Co., Ltd. reached the daily limit increase [1] - Anjuke Foods increased by over 6% [1] - Keta Bio surged by over 5% [1] - Ganyuan Foods and Tianwei Foods both rose by over 4% [1] - Jiabiyou saw an increase of over 3% [1]

Core Viewpoint - The stock of Jia Bi You has shown a mixed performance in recent trading sessions, with a year-to-date increase of 29% but a decline over the past 20 and 60 days, indicating volatility in investor sentiment [1][2]. Group 1: Stock Performance - On November 10, Jia Bi You's stock rose by 2.02%, reaching a price of 24.29 yuan per share, with a trading volume of 34.99 million yuan and a turnover rate of 0.87% [1]. - Year-to-date, Jia Bi You's stock has increased by 29.00%, while it has seen a decline of 7.04% over the past 20 days and 12.94% over the past 60 days [1]. - The company has appeared on the "龙虎榜" (a stock trading list) once this year, with the most recent appearance on March 14, where it recorded a net buy of 18.50 million yuan [1]. Group 2: Company Overview - Jia Bi You Biotechnology (Wuhan) Co., Ltd. was established on September 22, 2004, and went public on December 19, 2019. The company specializes in the research, production, and sales of polyunsaturated fatty acids such as ARA and DHA, as well as natural β-carotene [2]. - The main revenue sources for Jia Bi You are ARA products (76.16%), DHA products (21.24%), and other supplements (2.60%) [2]. - The company operates within the basic chemical industry, specifically in food and feed additives, and is associated with concepts such as pet economy and synthetic biology [2]. Group 3: Financial Performance - For the period from January to September 2025, Jia Bi You achieved a revenue of 428 million yuan, reflecting a year-on-year growth of 10.56%, while the net profit attributable to the parent company was 129 million yuan, marking a significant increase of 54.18% [2]. - Since its A-share listing, Jia Bi You has distributed a total of 243 million yuan in dividends, with 103 million yuan distributed over the past three years [3]. - As of September 30, 2025, the number of shareholders increased to 8,362, with an average of 20,127 circulating shares per person, a slight decrease of 1.00% from the previous period [2].

Core Viewpoint - The Ministry of Industry and Information Technology (MIIT) has announced the list of selected units for the high-performance bioreactor innovation task, aiming to enhance the supply capacity of key equipment for biological manufacturing [2][3]. Summary by Relevant Sections Task Objectives - The initiative focuses on three categories: reactor systems, key components and consumables, and industrial operating systems, with a total of nine tasks aimed at selecting and nurturing units with strong innovation capabilities and mastery of core technologies [2]. Selected Units - Notable units included in the list are: - Tianjin Institute of Industrial Biotechnology, Chinese Academy of Sciences - Guangzhou Aibaitai Biotechnology - Shanghai Dongfulong - Jiangsu Weiji Wisdom - Shanghai Shunyu Hengping - Shanghai Ailite [5][6]. Task Directions - The tasks cover various directions such as: 1. Microbial parallel bioreactors 2. Cell parallel bioreactors 3. Large cell bioreactors 4. Core physicochemical parameter in-situ monitoring 5. Biological reactor intelligent industrial operating systems [5][6]. Innovation Goals - The goal is to break through several landmark technologies, cultivate typical application scenarios, and accelerate the landing and application of new technologies and products, thereby enhancing the integrated development capability of high-performance bioreactors [2].

Core Viewpoint - The stock of Jia Bi You experienced a decline of 2.00% on November 4, with a current price of 23.52 CNY per share and a total market capitalization of 3.959 billion CNY [1] Financial Performance - For the period from January to September 2025, Jia Bi You achieved a revenue of 428 million CNY, representing a year-on-year growth of 10.56%. The net profit attributable to the parent company was 129 million CNY, reflecting a significant increase of 54.18% [2] - Since its A-share listing, Jia Bi You has distributed a total of 243 million CNY in dividends, with 103 million CNY distributed over the past three years [3] Stock Market Activity - As of November 4, the stock has increased by 24.91% year-to-date, but has seen declines of 2.33% over the last five trading days, 7.69% over the last twenty days, and 15.03% over the last sixty days [1] - The stock has appeared on the "Dragon and Tiger List" once this year, with the most recent occurrence on March 14, where it recorded a net purchase of 18.5019 million CNY [1] Shareholder Information - As of September 30, 2025, the number of shareholders for Jia Bi You was 8,362, an increase of 1.01% from the previous period. The average number of circulating shares per person decreased by 1.00% to 20,127 shares [2]

Core Viewpoint - The company, Jia Bi You, announced a share buyback program, indicating a strategic move to enhance shareholder value and confidence in the company's future prospects [2] Summary by Categories Share Buyback Details - As of October 31, 2025, the company has repurchased a total of 1,060,573 shares through the Shanghai Stock Exchange, representing 0.63% of the company's total share capital [2]

Core Viewpoint - Jia Bi You (688089.SH) has announced a share buyback program, indicating a strategic move to enhance shareholder value through repurchase of shares [1] Summary by Category Share Buyback Details - The company has repurchased a total of 1.0606 million shares, which represents 0.63% of its total share capital [1] - The highest transaction price during the buyback was 28.58 CNY per share, while the lowest was 23.52 CNY per share [1] - The total amount spent on the buyback reached 27.9213 million CNY, excluding transaction fees such as stamp duty and commissions [1]