CITIC Securities Co., Ltd.’s special verification report on the storage, management and actual use of funds raised by Guangdong Marumi Biotechnology Co., Ltd. in 2025
CITIC Securities Co., Ltd.
About Guangdong Marumi Biotechnology Co., Ltd.
Deposit, management and actual use of raised funds in 2025
special verification report
CITIC Securities Co., Ltd. (hereinafter referred to as the "Sponsor"), as the sponsor of the initial public offering and listing of Guangdong Marubi Biotechnology Co., Ltd. (hereinafter referred to as "Marubi Bio" or the "Company"), in accordance with the "Administrative Measures for the Sponsorship Business of Securities Issuance and Listing", the Shanghai Stock Exchange Stock Listing Rules, the Supervisory Rules for Listed Companies Raising Funds, "Shanghai Stock Exchange Self-Regulatory Supervision Guidelines for Listed Companies No. 1 - Standardized Operations" and other relevant regulations, Marubi Bio 2025 The storage and use of annual raised funds were verified. The details are as follows:
1. Basic situation of raised funds
According to the China Securities Regulatory Commission’s Securities Regulatory Commission’s (2019) No. 917 “Reply on the Approval of the Initial Public Offering of Guangdong Marumi Biotechnology Co., Ltd.”, the company was approved to issue 41 million RMB ordinary shares to the public for the first time. The issuance price per share was RMB 20.54, and a total of 842,140,000.00 yuan was raised, excluding issuance expenses. After raising 52,138,021.58 yuan, the net amount of funds raised was 790,001,978.42 yuan, and the funds were received on July 22, 2019. The above funds have been deposited in the company's special fund-raising account and have been verified by Guanghui Yanzi [2019] G16044670870 "Capital Verification Report" issued by Guangdong Zhengzhong Zhujiang Accounting Firm (Special General Partnership).
As of December 31, 2025, the company had used a total of 557.3775 million yuan of raised funds, 58.9208 million yuan of which was used this year, and the raised fund account balance was 249.8804 million yuan. The specific use and balance of the company’s raised funds are as follows:
Basic information on raised funds
Unit: 10,000 yuan Currency: RMB Issuance name 2019 initial public offering of shares
Time for receipt of raised funds: July 22, 2019
This reporting period is from January 1, 2025 to December 31, 2025
Item Amount
Total raised funds 84,214.00, including: excess raised funds amount 0.00 less: direct payment of issuance expenses 5,213.80
Net raised funds 79,000.20 minus:
Amount used in previous years 49,845.67 Amount used in this year 5,892.08 Temporary supplementary amount 0.00 Cash management amount 7,500.00 Bank fees and exchange gains and losses 3.66 Others - specific instructions 0.00 plus:
Interest income from raised funds 9,229.26 Others - specific instructions 0.00
- Balance of raised funds at the end of the reporting period 24,988.04
2. Management of raised funds
In order to standardize the management and use of raised funds and protect the rights and interests of investors, the company has formulated the "Guangdong Marumi Biotechnology Co., Ltd. Raised Funds Management System" (hereinafter referred to as the "Raised Funds Management System") in accordance with relevant laws and regulations and the "Supervisory Rules for Listed Companies' Raised Funds" and "Shanghai Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - Standardized Operations" and based on the company's actual situation.
In accordance with the requirements of the "Raised Funds Management System" and combined with the company's production and operation needs, the company adopts a special account storage system for raised funds. On July 18, 2019, the ninth meeting of the company's third board of directors reviewed and approved the "Proposal on Opening a Special Account for Raised Funds and Signing a Supervision Agreement." According to the above proposal, the company signed the "Three-Party Supervision Agreement for the Special Account for Raised Funds Storage" and the "Four-Party Supervision Agreement for the Special Account for Raised Funds Storage" with the sponsor CITIC Securities Co., Ltd. and the bank where the account was opened. The company held the sixth meeting of the fourth board of directors and the second extraordinary general meeting of shareholders in 2021 on August 26, 2021 and September 16, 2021, respectively, and reviewed and approved the "Proposal on Changing Part of the Investment Projects of Raised Funds and Using the Raised Funds to Increase Capital in Subsidiaries to Implement Raised Investment Projects". According to the above motion, the company signed a "Four-Party Supervision Agreement for Special Account Storage of Raised Funds" with the sponsor CITIC Securities Co., Ltd. and the bank where the account is opened. There are no major differences in the content of the above-mentioned regulatory agreement and the "Tripartite Supervision Agreement (Template) for the Separate Account Storage of Raised Funds" formulated by the Shanghai Stock Exchange, and both are being implemented normally.
As of December 31, 2025, the company's storage status of raised funds is as follows:
Raised funds storage status table
Unit: 10,000 yuan Currency: RMB Issuance name Date of arrival of funds raised from initial public offering of shares in 2019 July 22, 2019
Account name Bank where the account is opened Bank account number Ending balance of the reporting period Account status Guangzhou Marubi Biotechnology China Merchants Bank Guangzhou
120907159110804 2,575.51 Use CNTIC Co., Ltd. Tianhe Sub-branch
Guangdong Marubi Biotechnology Bank of Chongqing Liangjiang
518802029000240634 776.14 Yongzhongshu Co., Ltd. Branch
Guangzhou Hemei Industrial Co., Ltd. China Merchants Bank Guangzhou
120920044610608 21,636.39 Limited Company in Use Tianhe Branch
Guangdong Marubi Biotechnology China Merchants Bank Guangzhou
120906733010406 - Tianhe Branch of Canceled Technology Co., Ltd.
Guangdong Marubi Biotechnology China Merchants Bank Guangzhou
120906733010207 - Tianhe Branch of Canceled Technology Co., Ltd.
Guangdong Marubi Biotechnology China Merchants Bank Guangzhou
120906733010605 - Tianhe Branch of Canceled Technology Co., Ltd.
3. Actual use of funds raised this year
(1) Usage of raised funds for investment projects
Comparison table of usage of raised funds in 2025
Unit: RMB 10,000 Currency: RMB Issuance name Date of receipt of funds raised from the initial public offering of shares in 2019 July 22, 2019 Total funds invested in the year 5,892.08 Total funds invested in total 55,737.75 Total funds raised for change of purpose 67,304.47 Ratio of total funds raised for change of use 85.20% changed As of the end of the period As of the period
The project can be completed, cumulative investment, final investment, the project has reached the target this year
Raised funds are committed as of the end of the period. Accumulated as of the end of the period. Is the feasibility of the raised investment project including part of the adjusted investment amount and commitment progress during the year? Availability date actual
Commitment investment project Commitment investment Commitment investment amount Estimated investment amount Whether the nature of the project has changed
total amount
Total capital
(1)
Amount
(2)
Commitment investment (%) period (specific to monthly cash
Benefit Major changes (such as the difference in amount (4)=(2)/(shares) Benefit change
Yes) (3)=(1)-(2) 1)
Cosmetics intelligent manufacturing production construction
Yes 25,026.35 25,026.35 25,026.35 91.58 24,787.03 -239.32 99.04 December 2027 - Not applicable No Factory construction project Equipment
Marketing upgrade and operation operation management
Yes 37,555.96 42,278.12 42,278.12 5,512.33 26,090.97 -16,187.15 61.71 September 2026 - Not applicable No Headquarters construction management
Digital operations center construction operation management
No 8,865.00 8,865.00 8,865.00 288.17 2,029.02 -6,835.98 22.89 July 2026 - Not applicable No project management
Information network platform project operation management No 7,552.89 2,830.73 2,830.73 - 2,830.73 - 100.00 September 2023 - Note No project (closed project) Management
Total 79,000.20 79,000.20 79,000.20 5,892.08 55,737.75 -23,262.45 70.55 — — — —Based on the company's existing production capacity and considerations to ensure the efficiency of use of raised funds and return on investment, the scheduled usable date of the "Cosmetics Intelligent Manufacturing Factory Construction Project" has been extended to December 2027. For details, see III. (8) of this report; the "Marketing Upgrade and Operation Headquarters Construction Project" due to investment not reaching the planned progress (divided into specific fundraising projects) Due to the large amount, many links involved, and the complexity of the project, the investment implementation progress is not as expected. The company is continuing to promote the project and is carefully evaluating its subsequent construction arrangements; in order to ensure the advancement of the technical solution, better match the pace of business development, and ensure the efficiency of the use of raised funds, the scheduled usable date of the "Digital Operation Center Construction Project" has been extended to July 2029.
Description of major changes in project feasibility None
Preliminary investment and replacement of raised funds in investment projects None
Use of idle raised funds to temporarily supplement working capital None
For details on cash management using idle raised funds, please see Part III. (IV) of this report.
Use of excess raised funds to permanently replenish working capital or repay bank loans None
The amount of the balance of raised funds and the reasons for its formation. The company uses raised funds strictly in accordance with the "Raised Funds Management System". The reason for the balance of raised funds at the end of the reporting period is that each project is still under construction. Other uses of raised funds None
Note 1: There is a difference in the mantissa between some totals in this report and the direct sum of each addend, which is due to rounding.
Note 2: The main construction content of the information network platform project is the construction of the ERP management system, and the investment benefits are not separately measured.
Note 3: This comparison table does not include financial interest.
(2) Advance investment and replacement of fundraising projects
As of the end of the reporting period, the company had no prior investment or replacement in fundraising projects.
(3) Temporarily supplementing working capital with idle raised funds
As of the end of the reporting period, the company had not used idle raised funds to temporarily replenish working capital.
(4) Cash management of idle raised funds and investment in related products
On August 22, 2024, the second meeting of the company's fifth board of directors reviewed and approved the "Proposal on Using Part of Idle Raised Funds for Cash Management", and obtained clear opinions from independent directors and sponsors, agreeing that the company will use idle raised funds not exceeding RMB 200 million for cash management. This amount can be used on a rolling basis, and the use period shall not exceed twelve months from the date of review and approval by the board of directors.
On August 21, 2025, the seventh meeting of the company's fifth board of directors reviewed and approved the "Proposal on Using Part of Idle Raised Funds for Cash Management", and received a clear opinion from the sponsor, agreeing that the company should use idle raised funds not exceeding RMB 200 million for cash management. This amount can be used on a rolling basis, and the use period shall not exceed twelve months from the date of review and approval by the board of directors.
As of December 31, 2025, the company's ending balance for purchasing cash management products was 75 million yuan, and unused raised funds were deposited in designated accounts. The company will reasonably arrange the use of raised funds according to its business needs.
During the reporting period, the company’s use of raised funds to purchase cash management products was reviewed as follows:
Raised funds cash management review status table
Unit: 10,000 yuan Currency: RMB Issuance name 2019 initial public offering of shares
Time for receipt of raised funds: July 22, 2019
Plan for Cash Plan Beginning Plan End Board Review of Planned Ways to Manage Cash
Amount managed Date Date Invest in capital-guaranteed financial products and structures by date
August 2024 August 2025 August 2024 20,000 Sex deposits, certificates of deposit and others
22nd 21st 22nd Low-risk, capital-preserving investment products
Investment in capital-guaranteed financial products and structures
August 2025 August 2026 August 2025 20,000 Sex deposits, certificates of deposit and others
21st 20th 21st
Low-risk, capital-preserving investment products
During the reporting period, the company used raised funds to purchase cash management products. The specific details are as follows:
Cash management details of raised funds
Unit: 10,000 yuan Currency: RMB Issuance name 2019 initial public offering of shares
Time for receipt of raised funds: July 22, 2019
Trusted product purchase start end return not yet returned Estimated annual interest entruster product name
Bank Type Amount Date Date Date Repayment Amount Yield Amount Guangdong Marumi Structured Deposit
Chongqing Silver 2024 2025 2025
Biotechnology 2024 Structural 104.0
Xingliangjiang 4,000 March March 19th - 2.60% Co., Ltd. Year 108 Deposit 0
Branch 19th Day 19th
company period
Guangdong Marumi Structural Existence 2024 2025
Chongqing Silver 2025
Biotechnology 2024 Structural Year 10 Year 10
Xingliangjiang 3,500 October 22 - 2.45% 85.75 Co., Ltd. 540th deposit on October 22
branch day
company date date
Guaranteed income Guangdong Marumi structural deposit rate
Chongqing Silver 2025 2026
Biotechnology 2025 Structural 4,000 1.85%;
Xingliangjiang 4,000 March 20 - Co., Ltd. 101st deposit of the year (Note) Floating income
Branch 20th
The company's period rate is 0.6% or 0.8%
Guaranteed income Guangdong Marumi structural deposit rate 2025
Chongqing Silver 2026
Biotechnology Section 2025 Structural Year 10 1.50%;
Xingliangjiang 3,500 October 23 - 3,500 - Co., Ltd. 457th deposit of the year Month 23 Floating income
branch day
The company's period-to-date rate is 0.35% or 0.55%. Note: As of the date of this report, the 101st issue of 2025 Bank of Chongqing structured deposits has been redeemed as scheduled.
(5) Use of excess raised funds to permanently supplement working capital or return bank loans
As of the end of the reporting period, the company had not used excess raised funds to permanently replenish working capital or repay bank loans.
(6) The excess raised funds are used for projects under construction and new projects (including acquisition of assets, etc.) or the repurchase and cancellation of company shares
As of the end of the reporting period, the company had no excess raised funds for projects under construction or new projects (including the acquisition of assets).
etc.) situation.
(7) Usage of surplus raised funds
As of the end of the reporting period, there was no use of surplus raised funds from the company's investment projects.
(8) Other uses of raised funds
Based on the company's existing production capacity and the consideration of ensuring the efficiency of use of raised funds and return on investment, the company held the 10th meeting of the fifth board of directors on November 11, 2025 and the third extraordinary shareholders' meeting in 2025 on December 30, 2025, respectively, and reviewed and approved the "Proposal on the Extension of Partially Raised Funds Investment Projects" and agreed to extend the scheduled usable status date of the company's "Cosmetics Intelligent Manufacturing Factory Construction Project" to December 2027.
4. Change the use of funds for investment projects
(1) Changes in investment projects with raised funds
During the reporting period, the company did not change the investment projects with raised funds.
(2) Description of external transfer or replacement of investment projects with raised funds
As of the end of the reporting period, the company had no external transfer or replacement of investment projects with raised funds.
5. Problems in the use and disclosure of raised funds
During the reporting period, the company used raised funds in strict accordance with the provisions and requirements of relevant laws and regulations such as the "Regulations on the Supervision of Funds Raised by Listed Companies", "Shanghai Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 - Standardized Operations" and the company's "Raised Funds Management System", and there were no violations in the use and management of raised funds.
- Conclusive opinions of the accounting firm’s assurance report on the deposit and use of the company’s annual raised funds
Huaxing Accounting Firm (Special General Partnership) issued the "Assurance Report on the Deposit, Management and Use of Funds Raised by Guangdong Marubi Biotechnology Co., Ltd." (Huaxing Zhuanzi [2026] No. 25015710038), believing that: the special report on raised funds prepared by the board of directors of Marubi Biotechnology has been in accordance with the China Securities Regulatory Commission's "Supervisory Rules for Funds Raised by Listed Companies" (CSRC Announcement [2025] 10 No. 1), Shanghai Stock Exchange's "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations (Revised in May 2025)" and "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Announcement Format (Revised in August 2025)", which fairly reflects the actual storage, management and use of the funds raised by Marubi Biologics in 2025 in all material aspects.
7. Sponsor’s verification opinions
The sponsor conducted a special verification on the storage and use of funds raised by Marubi Biologics through various methods such as review of relevant information, communication interviews, on-site inspections, etc. and concluded that:
The deposit and use of funds raised by Marubi Biotech from its initial public offering of shares in 2025 complies with the "Supervisory Rules for Funds Raised by Listed Companies", the Shanghai Stock Exchange Stock Listing Rules, "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operations" and other relevant regulations and the company's "Raised Funds Management System". The sponsor has no objection to the deposit and use of funds raised by Marubi Biotech in 2025.
The sponsor will continue to urge the company to strictly comply with relevant laws, regulations and the requirements of regulatory agencies, strictly implement the company's system for the use of raised funds, strengthen supervision of the use of raised funds, safeguard the legitimate interests of the company and all shareholders, and ensure that the use of raised funds, decision-making procedures and information disclosure are legal and compliant.
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