New Stock News: JiaYin Biology Plans to Be Listed on the Hong Kong Stock Exchange. The China Securities Regulatory Commission Requests Additional Information on the Establishment of the Equity Structure and the Compliance of the Reverse Merger and Acquisition.
On March 20th, the China Securities Regulatory Commission issued the "Supplementary Materials Requirements for Overseas Issuance and Listing Filing (March 16, 2026 - March 20, 2026)".
On March 20th, the China Securities Regulatory Commission released the "Supplementary Materials Requirements for Overseas Issuance and Listing Filing (March 16, 2026 - March 20, 2026)". The China Securities Regulatory Commission requested supplementary materials from 8 companies, including Hangzhou Jiayin, to provide further explanation on the establishment of the equity structure and the legality of reverse mergers, as well as information on the establishment of the issuer and the domestic operating entity, changes in share capital and shareholders since establishment, among other matters. It is reported that Exegenesis Bio Inc. submitted an IPO application to the Hong Kong Stock Exchange main board on January 14th, with Guotai Junan International as its sole sponsor.
Hangzhou Jiayin is requested to provide further explanation on the following matters for legal verification and issuance of clear legal opinions:
1. Regarding the establishment of the equity structure and the legality of reverse mergers. Please explain (1) whether shareholders holding more than 5% of shares have completed foreign exchange registration as required by the "Notice on Relevant Issues Concerning Domestic Residents' Foreign Investment and Return Investment through Special Purpose Companies" (Document No. 37), and whether domestic institutional shareholders have completed domestic regulatory procedures for foreign investment; (2) in the process of establishing a red-chip structure involving the acquisition of domestic entities, please explain the transaction price, pricing basis, tax payments, etc., and whether it complies with the regulations on foreign investors acquiring domestic enterprises; (3) provide a conclusive opinion on whether the process of establishing the equity structure and reverse mergers complied with the then-effective regulations on foreign exchange management, overseas investment, foreign investment, tax management, etc.
2. In accordance with the requirements of the "Regulatory Rules Application Guidelines - Overseas Issuance and Listing No. 2: Guidance on Content and Format of Filing Materials", please provide detailed information on the establishment of the issuer and the domestic operating entity, changes in share capital and shareholders since establishment, including but not limited to capital increase, share transfer, related payment status, existence of relationships among shareholders, existence of entrusted shareholding or other interest delivery situations; provide a detailed description of shareholders holding more than 5% of shares, whether there are domestic investors in overseas private equity funds, and if so, please provide details; lawyers should issue verification opinions on the legality and compliance of the establishment of the issuer and the domestic operating entity and any changes in equity ownership.
3. Please provide specific details on the history of establishing and dismantling agreement-controlled structures.
4. Please provide further details on the three designated incentive recipients under the 2022 incentive plan that have not been granted ordinary shares, whether the ungranted shares have been allocated, and whether there is any interest transfer.
5. Please provide further information on the development and application of human stem cell, gene diagnosis, and treatment technology by the domestic operating entity, including whether Hangzhou Fuyin, Nanjing Yinling, and Hangzhou Jiayin are engaged in the aforementioned business.
6. Please provide information on the business operations of overseas subsidiaries and their relationship with domestic subsidiaries.
7. Please verify and explain whether the company's product research and operations require compliance with human genetic resources management regulations, and whether they comply with relevant provisions of the "People's Republic of China Regulations on the Management of Human Genetic Resources", such as Article 7 and Article 21.
According to the prospectus, Exegenesis Bio Inc. is a biopharmaceutical company focusing on gene therapy and oligonucleotide drugs. According to Frost & Sullivan data, the company possesses globally leading delivery vehicle technology. Since its registration in 2019, Exegenesis Bio Inc. has developed a diverse and scalable product pipeline through its independently developed AAVarta (AI-assisted AAV capsid evolution discovery platform) and SODA (silent oligonucleotide design method) technology platforms, including (i) the company's core candidate product EXG001-307 (SMA1), a potential best-in-class therapy for spinal muscular atrophy (SMA) type 1, and (ii) two key candidate products, namely EXG102-031 (an AAV-based gene therapy for wet age-related macular degeneration (wAMD)) and EXG202 (an AAV-based gene therapy for retinal neovascular diseases (including wAMD, diabetic macular edema (DME), and retinal vein occlusion (RVO))).
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