Yaoshi Technology: Announcement on the Confirmation of Daily Related Transactions in 2025 and the Estimated Amount of Daily Related Transactions in 2026
Securities code: 300725 Securities abbreviation: Yaoshi Technology Announcement number: 2026-020
Nanjing Yaoshi Technology Co., Ltd.
Announcement on the confirmation of daily related transactions in 2025 and the estimated daily related transaction amount in 2026
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and contains no false records, misleading statements or major omissions.
1. Basic situation of daily related transactions
(1) Overview of daily related transactions
Based on the actual situation of daily related transactions in 2025 and the needs of business development, Nanjing Yaoshi Technology Co., Ltd. (hereinafter referred to as the "Company") estimates that the company's possible related transactions in 2026 will not exceed 61.6 million yuan. The total number of actual daily related transactions between the company and related parties in 2025 is 47.3169 million yuan. According to the "Shenzhen Stock Exchange GEM Stock Listing Rules", the Articles of Association and other relevant regulations, the estimated total amount of this daily related transaction is within the scope of the board of directors' approval authority and does not need to be submitted to the company's shareholders' meeting for review.
On April 21, 2026, the 13th meeting of the company's fourth board of directors reviewed and approved the "Proposal on the Confirmation of Daily Related Transactions in 2025 and the Estimation of the Amount of Daily Related Transactions in 2026". The related director Mr. Yang Minmin has abstained from voting on the proposal, and the non-related directors passed the resolution with 6 votes in favor, 0 votes against, and 0 abstentions. This proposal has been reviewed and approved by the company’s special meeting of independent directors and the audit committee.
According to the "Shenzhen Stock Exchange GEM Stock Listing Rules", the Articles of Association and other relevant regulations, the estimated total amount of this daily related transaction is within the scope of the board of directors' approval authority and does not need to be submitted to the company's shareholders' meeting for review.
(2) Estimated types and amounts of daily related transactions in 2026
Unit: 10,000 yuan
Related transactions as of 2026 Related transactions Related transactions are scheduled for 2026 Estimated March 31, 2025
Related parties
Category Content Pricing Principle Calculation Amount Amount incurred on the day
Amount
Purchasing equipment development services from related party Nanjing Jingjie Biotechnology Co., Ltd. with reference to market price
15.00 8.30 2.27 The company and its affiliated companies purchase goods and purchase consumables. Prices are determined through negotiation.
and labor services
Jiangsu Nanchuang Chemical and Life Health Procurement technical services, raw materials
100.00 0.84 55.47 Kang Research Institute Co., Ltd. Materials
Nanjing Keystone Biotechnology Co., Ltd. Procurement technical services, original
10.00 - 3.72 Company Materials
Nanjing Kelosi Biotechnology has procurement technical services, raw materials
15.00 1.29 5.48 Co., Ltd. Material
Subtotal 140.00 10.43 66.93
RETEX
Sell products, provide technology
PHARMACEUTICALS, 2,500.00 894.99 1,413.95
technical services
INC. and affiliated companies
Nanjing Keystone Biotechnology Co., Ltd. sells products and provides technology
1,000.00 100.94 646.59 Company Technical Services
Sell products, provide technology
Nanjing Kaitu Pharmaceutical Co., Ltd. 1,500.00 235.57 848.27
technical services
Yaojie Ankang (Nanjing) Technology sells products and provides technology
300.00 69.59 223.62 Co., Ltd. Technical Services
to related parties
Nanjing Paitemeisheng Technology Co., Ltd. sells products and provides technology with reference to market prices.
Seller 100.00 14.80 164.60 Company Technical Services Price to be determined through negotiation
product, provide
Labor services Nanjing Jingjie Biotechnology Co., Ltd. sells products and provides technology
210.00 32.27 94.79 Company and its affiliates Technical services
Jiangsu Nanchuang Chemical and Life Health sells products and provides technology
220.00 34.43 174.22 Kang Research Institute Co., Ltd. Technical Services
Nanjing Kelosi Biotechnology sells products and provides technology
20.00 0 5.53 Co., Ltd. Technical Services
Nanjing Zewei Biotechnology Co., Ltd. sells products and provides technology
20.00 0 0Company Technical Services
Subtotal 5,870.00 1,382.60 3,571.57
Swiss subsidiary lease
Nanjing Jingjie Biotechnology Co., Ltd.
Rented capital House, payment site and property 100.00 0 84.15 Company and its affiliated companies
Reference market price
Business fees, water and electricity bills, etc.
produce, pay
Price determined through negotiation
Property fees and Jiangsu Nanchuang Chemical and Life Health
Rented housing, equipment, etc. 50.00 0 26.84 Utilities, etc. Kang Research Institute Co., Ltd.
Subtotal 150.00 0 110.99Total 6,160.00 1,393.03 3,749.49
Note: The difference between the above total amount and the detailed amount of related transactions is mainly due to the rounding difference when the amount is accurate to 10,000 yuan.
(3) Actual occurrence of daily related transactions in the previous year
Unit: RMB 10,000 Related 2025 2025 Actual amount Actual amount
Category of related transactions on disclosure date Related person transactions Actual amount of expected payment Share of similar business amount and expected amount
and index
Content Amount Amount Ratio Amount Difference
rate
Nanjing Jingjie Biotechnology Co., Ltd.
2.27 30.00 0.00% -92.45%
Company and its affiliates
Procurement
Jiangsu Nanchuang Chemical and Life Health
Business 55.47 100.00 0.10% -44.53%
Kang Research Institute Co., Ltd.
Procurement of goods from related parties,
Nanjing Keystone Biotechnology Co., Ltd.
Goods and services Services 3.72 100.00 0.01% -96.28%
company
Wait
Nanjing Kelosi Biotechnology Co., Ltd.
5.48 30.00 0.01% -81.75%
Ltd.
Subtotal - 66.93 260.00 0.12% -74.26% The company has disclosed PHARMACEUTICALS, 1,413.95 1,500.00 0.72% -5.74% "About INC. and Affiliated Companies 2024 Nanjing Keystone Biotechnology Co., Ltd. Daily Relationship
646.59 1,500.00 0.33% -56.89%
Company Transaction Confirmation Nanjing Kaitu Pharmaceutical Co., Ltd. Sales 848.27 1,200.00 0.43% -29.31% and 2025 Yaojie Ankang (Nanjing) Technology Production Rate Daily Relationship
223.62 1,000.00 0.11% -77.64%
Sales of Co., Ltd. products to related parties, goods with related transaction volume, and provision of services Nanjing Paite Meisheng Technology Co., Ltd. provides an estimated degree of
164.60 300.00 0.08% -45.13%
Service Company Technology Announcement", Nanjing Jingjie Biotechnology Co., Ltd. Services in 2025
94.79 150.00 0.05% -36.81%
The company and its affiliates disclosed on September 6 that Jiangsu Nanchuang Chemical and Life Healthcare
174.22 250.00 0.09% -30.31%
Kang Research Institute Co., Ltd. adjusted Nanjing Kelosi Biotechnology to have 2025
5.53 50.00 0.00% -88.93%
Co., Ltd. Daily Related Nanjing Zewei Biotechnology Co., Ltd. Transaction Estimated
- 30.00 0.00% -100.00%
Company Announcement". 1200 Pharma LLC -21.11 200.00 -0.01% -110.55%
Subtotal 4,553.77 7,680.00 2.31% -40.71%
Nanjing Jingjie Biotechnology Co., Ltd.
Lease 84.15 120.00 17.89% -29.88%
Leased assets, branches and affiliates
Venue
Pay property fees and water Jiangsu Nanchuang Chemical and Life Health
And assuming 26.84 50.00 5.70% -46.33%
Electricity bills, etc. Kang Research Institute Co., Ltd.
Prepare
Subtotal 110.99 170.00 23.59% -34.71%
Total 4,731.69 8,110.00 - -41.66%
The actual amount and estimated amount of daily related transactions between the company and related parties are subject to the company's board of directors' review of the actual occurrence and forecast of daily related transactions.
The main reason for the difference is that the above-mentioned related parties are mainly innovative drug research and development companies, and there is a large difference in their calculations.
R&D progress is subject to certain uncertainties. In its daily operations, the company will make appropriate adjustments based on customer needs, market conditions and business development needs. The company and related parties mainly make settlements based on actual amounts incurred, so it is expected that there will be some uncertainty in the data. The above differences are normal operating behaviors and will not have a significant impact on the company's daily operations and performance. The company will continue to strengthen the management of related-party transactions and improve the efficiency and quality of related-party transaction management.
The company's daily related transactions in 2025 occurred based on the company's normal production and operation needs. There is a certain difference between the actual amount and the estimated amount. This is mainly due to the fact that in the daily operations of the company, the company's independent directors will make appropriate adjustments to the actual occurrence and situation of daily related transactions based on customer needs, market conditions and business development needs. The company and related parties mainly make settlements based on the actual issuance amount, so there is certain uncertainty in the estimated data. The above differences are normal operating behaviors and will not have a significant impact on the company's daily operations and performance. The transaction pricing is fair and reasonable and does not harm the interests of the company and all shareholders, especially small and medium shareholders.
Note: The difference between the above total amount and the detailed amount of related transactions is mainly due to the rounding difference when the amount is accurate to 10,000 yuan.
2. Introduction of related persons and related relationships
(1) Nanjing Jingjie Biotechnology Co., Ltd.
Registered address: Building B2-2, Building 16, Tree House, No. 73 Tanmi Road, Jiangbei New District, Nanjing City
Legal representative: Yang Minmin
Registered capital: 48.416664 million yuan
Business scope: R&D, production and sales of electrochemical analysis instruments; laboratory reagents (excluding hazardous
R&D and sales of chemical reagents; R&D, technical consulting and technical services of immunological and biochemical analysis technology; self-
Operating and acting as an agent for the import and export of various commodities and technologies. (Projects that require approval according to law must be approved by relevant departments.
Business activities can only be carried out after approval) Licensed projects: Production of Class II medical devices; Production of Class III medical devices;
Category III medical device operations (projects that require approval according to law, business activities can only be carried out after approval by relevant departments)
(specific business projects are subject to approval results) General projects: Production of Class I medical devices; Class I medical devices
sales of medical devices; sales of Class II medical devices; sales of specialized veterinary devices (except for items that require approval according to law)
In addition, they can independently carry out business activities in accordance with the law with a business license)
Related relationships with listed companies: companies controlled by Mr. Yang Minmin, the company’s chairman.
Analysis on contract performance ability: The production and operation of the above-mentioned related parties are normal and they have the ability to perform contracts. The above-mentioned related transactions are
Necessary for the company's production and operation.
(2) Jiangsu Nanchuang Institute of Chemistry and Life Health Co., Ltd.
Registered address: Phase I A, Sino-Danish Ecological Life Sciences Industrial Park, No. 3-1, Xinjinhu Road, Jiangbei New District, Nanjing
Block 946-2
Legal representative: Jiang Xiaozhong
Registered capital: 12.6111 million yuan
Business scope: R&D, production, sales and technical consulting, technology development, and technology transfer of drugs, medical devices, health foods, health products, and cosmetics; research and development, technical services, technical consulting, and technology transfer of computer technology and software development, biotechnology, and biomedical engineering technology. (Projects that require approval according to law can only be carried out with the approval of relevant departments) General projects: entrepreneurial space services; biochemical product technology research and development; daily chemical product sales; chemical product sales (excluding licensed chemical products); new material technology research and development; new material technology promotion services; engineering plastics and synthetic resin sales; bio-based material technology research and development; bio-based material polymerization technology research and development; bio-based material manufacturing; bio-based material sales; ecological environment material manufacturing; ecological environment materials Sales of materials; sales of synthetic materials; sales of magnetic materials; sales of new organic active materials; sales of surface functional materials; sales of new catalytic materials and additives; sales of high-performance fibers and composite materials; sales of new metal functional materials; biomass energy technical services; research and development of industrial enzyme preparations; research and development of fermentation process optimization technology; engineering and technology research and experimental development; import and export of goods; import and export of technology; import and export agency (except for projects that require approval according to law, independently carry out business activities with a business license and in accordance with the law)
Related relationship with the company: The company directly holds 19.8238% of the equity of Jiangsu Nanchuang Chemistry and Life Health Research Institute Co., Ltd., which is an associated enterprise of the company.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
(3) Nanjing Dingshi Biotechnology Co., Ltd.
Registered address: 5th Floor, Building 08, Life Technology Island, No. 11 Yaogu Avenue, Jiangbei New District, Nanjing
Legal representative: WEI ZHENG
Registered capital: 1.6827 million yuan
Business scope: General projects: biochemical product technology research and development; medical research and experimental development; human genetic diagnosis and treatment technology development; investment activities with own funds; cell technology research and development and application; engineering and technology research and experimental development; asset management services invested with own funds; mechanical equipment research and development; technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion; special equipment repair; natural scientific research and experiment Development; manufacturing of experimental analytical instruments; sales of experimental analytical instruments; software development; sales of special chemical products (excluding hazardous chemicals); sales of new catalytic materials and auxiliaries; new material technology research and development; information technology consulting services; Internet sales (except for the sale of goods that require licenses); Internet equipment sales; Internet data services; import and export of goods; technology import and export (except for projects that require approval according to law, independently carry out business activities with a business license and in accordance with the law)
Related relationships with listed companies: The company directly holds 20.4285% of the equity of Nanjing Dingshi Biotechnology Co., Ltd., which is an associated enterprise of the company.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
(4) Nanjing Kelosi Biotechnology Co., Ltd.
Registered address: 6th Floor, Building 08, Accelerator Phase II, No. 11 Yaogu Avenue, Jiangbei New District, Nanjing City
Legal representative: Chen Nan
Registered capital: 1.77424 million yuan
Business scope: General projects: cell technology research and development and application; industrial enzyme preparation research and development; human genetic diagnosis and treatment technology development; natural science research and experimental development; medical research and experimental development; sales of special chemical products (excluding hazardous chemicals); technology intermediary services; technical services, technology development, technical consulting, technology Technology exchange, technology transfer, and technology promotion; technology import and export; import and export agency; chemical product sales (excluding licensed chemical products); experimental analysis instrument sales; technology promotion and application services; mechanical equipment research and development; mechanical equipment sales (except for projects that require approval according to law, independently carry out business activities with a business license in accordance with the law)
Related relationships with listed companies: The company directly holds 6.0388% of the equity of Nanjing Kelosi Biotechnology Co., Ltd.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
(5) RETEX PHARMACEUTICALS, INC.
Registered address: 38 Clyde Street, Belmont,MA 02478
Legal representative: Zhenwei Su
Business scope: Research and development of small molecule drugs for hereditary kidney disease
Related relationships with listed companies: The company holds 3.5 million common shares of Retex Pharmaceuticals (a company registered in the Cayman Islands, the parent company of RETEX PHARMACEUTICALS, INC.) through its subsidiary PharmaBlock (USA), Inc. The company's chairman, Mr. Yang Minmin, serves as a director of Retex Pharmaceuticals.
Performance capability analysis: The company's early payment collection status is good, and the project pipeline is progressing smoothly. The company will take corresponding risk control measures based on the payment collection situation of related parties to control risks.
(6) Nanjing Kaitu Pharmaceutical Co., Ltd.
Registered address: Room 538, Building A, Phase I, Zhongdan Ecological Life Science Industrial Park, No. 3-1, Xinjinhu Road, Jiangbei New District, Nanjing City
Legal representative: Yan Shixiang
Registered capital: 12.12605 million yuan
Business scope: Licensed projects: pharmaceutical production; pharmaceutical retail (projects that are subject to approval according to law can only be carried out with the approval of relevant departments, and specific business projects are subject to the approval results) General projects: medical research and experimental development; technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion; technology promotion and application services (except for projects that are subject to approval according to law, business activities can be carried out independently with a business license in accordance with the law)
Related relationships with listed companies: The company directly holds 7.0097% of the equity of Nanjing Kaitu Pharmaceutical Co., Ltd., which is an associated enterprise of the company.
Performance capability analysis: The company's early payment collection status is good, and the project pipeline is progressing smoothly. The company will take corresponding risk control measures based on the payment collection situation of related parties to control risks.
(7) Yaojie Ankang (Nanjing) Technology Co., Ltd.
Registered address: 3rd Floor, Building 9, Biomedical Valley Accelerator Phase II, Jiangbei New District, Nanjing City
Legal representative: WU FRANK (Wu Yongqian)
Registered capital: 396.897633 yuan
Business scope: drug research and development, technical services and consulting. (Projects that are subject to approval according to law can only be carried out with the approval of relevant departments) Licensed projects: technology import and export; pharmaceutical production; pharmaceutical commissioned production; pharmaceutical production (excluding the application of processing technologies such as steaming, frying, roasting, and calcining of traditional Chinese medicine pieces and the production of confidential prescription products of Chinese patent medicines) (Projects that are subject to approval according to law can only be carried out with the approval of relevant departments, and specific business projects are subject to the approval results)
Related relationships with listed companies: The company directly holds 5.5407% of the equity of Yaojie Ankang (Nanjing) Technology Co., Ltd.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
(8) Nanjing Paitemeisheng Technology Co., Ltd.
Registered address: Rooms 1201-1207 and 1211-1212, Building A, Phase I, Zhongdan Ecological Life Science Industrial Park, No. 3-1, Xinjinhu Road, Jiangbei New District, Nanjing City
Legal representative: Li Yi
Registered capital: 6.214646 million yuan
Business scope: Licensed projects: veterinary drug production; veterinary drug operation; feed additive production; pet feed (pet food) production (projects that are subject to approval according to law can only be carried out after approval by relevant departments, and specific business projects are subject to the approval results) General projects: biological feed research and development; technical services, technology development, technical consultation, technology exchange, technology transfer, technology promotion; disinfectants Sales (excluding hazardous chemicals); sales of feed additives; sales of specialized veterinary equipment; Internet sales (except for sales of goods requiring licenses); wholesale of pet food and supplies; retail of pet food and supplies; manufacturing of daily groceries; sales of daily groceries; manufacturing of daily chemical products; sales of daily chemical products (except for projects that require approval according to law, independently carry out business activities with a business license in accordance with the law)
Related relationships with listed companies: The company directly holds 9.3864% of the equity of Nanjing Paitemeisheng Technology Co., Ltd.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
(9) Nanjing Zewei Biotechnology Co., Ltd.
Registered address: Room 605, Floor 6, Building 02, Life Technology Island, No. 11 Yaogu Avenue, Jiangbei New District, Nanjing Legal representative: He Wei
Registered capital: RMB 2.666666 million
Business scope: Licensed projects: pharmaceutical production; pharmaceutical retail; third-class medical device production; third-class medical device operation; second-class medical device production (projects that are subject to approval according to law can only be carried out after approval by relevant departments, and specific business projects are subject to the approval results) General projects: medical research and experimental development; human genetic diagnosis and treatment technology development Research and development of cell technology; development and application of human stem cell technology; sales of Class II medical devices; production of Class I medical devices; sales of Class I medical devices; sales of chemical products (excluding licensed chemical products); sales of special chemical products (excluding hazardous chemicals) (Except for projects that require approval according to law, business activities can be carried out independently with a business license in accordance with the law)
Related relationships with listed companies: The company directly holds 11.25% of the equity of Nanjing Zewei Biotechnology Co., Ltd.
Analysis of contract performance capabilities: The above-mentioned related parties are in normal production and operation and have the ability to perform contracts. The above-mentioned related transactions are necessary for the company's production and operations.
3. Main contents of related-party transactions
(1) Related transaction price
The prices of the above-mentioned daily related transactions are determined based on market prices, with reference to the prices of equivalent transactions with unrelated third parties, and there is no situation that damages the interests of unrelated shareholders or transfers benefits to the company.
(2) Signing status of related party transaction agreement
The company will sign specific business contracts/orders with related parties based on the actual business development conditions, and perform relevant rights and obligations in accordance with the contract.
4. Purpose of related-party transactions and impact on listed companies
The daily related transactions expected to occur by the company in 2025 are based on normal business transactions and meet the needs of the company's business development. The above-mentioned related transactions are based on fair market prices and follow the principles of openness, fairness and impartiality, and do not harm the interests of the listed company and non-related shareholders. The company's related sales and purchases account for a small proportion of the company's annual operating income and total purchases, which will not affect the company's independence and will not cause the company to become dependent on related parties.
5. Deliberation opinions of the special meeting of independent directors
The company held the first special meeting of independent directors of the fourth board of directors in 2026 on April 21, 2026, and reviewed and approved the "Proposal on the Confirmation of Daily Related Transactions in 2025 and the Estimation of the Amount of Daily Related Transactions in 2026". After review, the independent directors believe that the related transactions planned by the company are daily transactions carried out in accordance with the 2026 production and operation plan of the company and its holding subsidiaries, and are normal production and operation needs. The prices of the above-mentioned daily related transactions are determined based on market prices, with reference to the prices of equivalent transactions with unrelated third parties, and there is no situation that damages the interests of unrelated shareholders or transfers benefits to the company. We unanimously agreed to this proposal and agreed to submit the proposal to the 13th meeting of the company's fourth board of directors for review. Related directors should abstain from voting.
At the same time, after verification, the actual total occurrence of the company's daily related transactions in 2025 does not exceed the expected total range for 2025, but there is a certain difference between the actual amount and the original estimated amount. The main reason is that the above-mentioned related parties are mainly innovative drug research and development companies, and their research and development progress has certain uncertainties. In its daily operations, the company will make appropriate adjustments based on customer needs, market conditions and business development needs. The company and related parties mainly make settlements based on actual amounts incurred, so it is expected that there will be some uncertainty in the data. The above differences are normal operating behaviors and will not have a significant impact on the company's daily operations and performance. The transaction pricing is fair and reasonable and does not harm the interests of the company and all shareholders, especially small and medium shareholders.
6. Documents for reference
Resolution of the 13th meeting of the 4th board of directors of Nanjing Yaoshi Technology Co., Ltd.;
The resolution of the first special meeting of independent directors of the fourth board of directors of Nanjing Yaoshi Technology Co., Ltd. in 2026;
Resolution of the second meeting of 2026 of the Audit Committee of the Fourth Board of Directors of Nanjing Yaoshi Technology Co., Ltd.
Announcement is hereby made.
Board of Directors of Nanjing Yaoshi Technology Co., Ltd.
April 22, 2026