Group 1 - The company held its 20th temporary board meeting on July 28, 2025, where it approved the acquisition of 25% equity in Shanghai Zhongyuan Jisheng Cell Technology Co., Ltd. from Shanghai Yanlin Biotechnology Co., Ltd. [1][12] - The acquisition was approved with 7 votes in favor, 0 against, and 0 abstentions, and the related directors recused themselves from the vote [2][5][12] - The transaction is classified as a related party transaction due to the controlling relationship between the parties involved [8][14] Group 2 - The total assessed value of 100% equity in Shanghai Zhongyuan Jisheng is RMB 15.2783 million, with the agreed transfer price for the 25% stake set at RMB 3,819,575 [9][10][20] - The transaction does not constitute a major asset restructuring and does not require shareholder approval [9][13] - The company aims to enhance operational efficiency and increase resource investment in adult health cell storage business through this acquisition [30][31] Group 3 - The company plans to establish its East China headquarters in Shanghai and has signed a real estate lease agreement with Shanghai Yanlin Biotechnology Co., Ltd. [34][36] - The total rent for the leased property is RMB 12,239,910, with a rental period from August 1, 2025, to July 31, 2028 [35][36] - The rental price is set at RMB 6 per day per square meter, with options for payment that include discounts for upfront payments [36][49] Group 4 - The lease agreement includes provisions for shared use of certain areas and specifies that the company will not incur additional business dependencies on related parties [56][57] - The company’s independent directors have reviewed and approved the lease agreement, confirming that it aligns with the company's strategic planning and does not harm shareholder interests [57][58]

Core Viewpoint - The company plans to establish its East China headquarters in Shanghai by signing a real estate lease agreement with Shanghai Yanlin Biotechnology Co., Ltd, which includes provisions for shared and free usage of certain areas [1][2][11] Summary by Sections 1. Overview of Related Transactions - The company intends to lease a property located at No. 5, Lane 276, Luding Road, Putuo District, Shanghai, from Shanghai Yanlin Biotechnology Co., Ltd for its East China headquarters [2][3] - The property consists of five floors, with the first floor partially provided for free as a product experience center and the second floor shared for customer reception [2][3] 2. Lease Details - The lease includes the 5th floor with an area of 825 square meters and the 3rd and 4th floors with a total area of 1,660 square meters, with a rental period from August 1, 2025, to July 31, 2028 [2][3] - The rental rate is set at RMB 6 per day per square meter, resulting in an annual rent of RMB 5,442,150 [2][3] - The company has chosen to pay the rent in a lump sum, receiving a 10% discount, leading to a total rent of RMB 12,239,910 [3][8] 3. Related Party Information - Shanghai Yanlin Biotechnology Co., Ltd is controlled by the same actual controller as the company, Chen Chunmei, thus constituting a related party transaction [3][4] - The company has not engaged in related transactions exceeding RMB 30 million in the past 12 months, and this transaction does not require shareholder approval [3][11] 4. Purpose and Impact of the Transaction - The lease aligns with the company's long-term strategic planning and business development needs, facilitating resource optimization and market expansion in East China [10][11] - The rental price is deemed fair and reasonable, ensuring no harm to shareholders, particularly minority shareholders [10][11] 5. Approval Process - The independent directors unanimously approved the lease agreement, confirming its alignment with the company's strategic goals and fair pricing [11][12] - The board meeting held on July 28, 2025, saw all attending directors vote in favor of the transaction, with related directors abstaining from the vote [11]

Core Viewpoint - The company aims to enhance operational decision-making efficiency by acquiring a 25% stake in Shanghai Zhongyuan Jisheng Cell Technology Co., Ltd. from Shanghai Yanlin Biotechnology Co., Ltd. for RMB 3.8196 million, making it a wholly-owned subsidiary [1] Group 1 - The acquisition is intended to increase resource investment in the adult health cell storage business [1] - The transaction price for the stake is RMB 3.8196 million [1] - Post-transaction, the company will leverage existing facilities and market channels to improve operational synergy and develop a complete business loop for the adult health cell storage business in the East China region [1]