Minsheng Securities Co., Ltd

About Borui Biopharma (Suzhou) Co., Ltd

Verification opinions on the postponement of fundraising and investment projects

Minsheng Securities Co., Ltd. (hereinafter referred to as "Minsheng Securities"), as the sponsor of Borui Biopharmaceutical (Suzhou) Co., Ltd. (hereinafter referred to as "Borui Pharmaceutical" or the "Company") for continuous supervision of the issuance of convertible corporate bonds to unspecified targets and the issuance of shares to specific targets, performs the duties of continuous supervision, and in accordance with the requirements of normative legal documents such as the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, the Listing Rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange, etc. The postponement of the fundraising and investment project of Borui Pharmaceutical was carefully verified, and the verification situation and opinions are as follows:

First, the basic situation of the funds raised

(1) Public issuance of convertible corporate bonds in 2022

According to the "Reply on Agreeing to the Registration of Borui Biopharmaceutical (Suzhou) Co., Ltd. to Issue Convertible Corporate Bonds to Unspecified Objects" issued by the China Securities Regulatory Commission (Zheng Jian Xu Xu [2021] 3551

On January 4, 2022, the company issued 46,500.00 yuan of convertible bonds at par value, each with a face value

100 yuan, a total of 4.65 million pieces. The total amount of funds raised from the public issuance of convertible corporate bonds is 8.1688 million yuan after deducting all non-tax-exclusive issuance expenses of RMB 8.1688 million, including the sponsorship and underwriting fees of Minsheng Securities

The net proceeds amounted to RMB456,831,200. The above proceeds were raised on January 10, 2022

All in place, Notary Tianye Certified Public Accountants (Special General Partnership) verified the availability of the raised funds, and issued a capital verification report of "Su Gong W [2022] B005".

(2) Issuance of shares to specific targets in 2022

According to the China Securities Regulatory Commission's "On Agreeing to Borui Biomedicine (Suzhou) Co., Ltd

Approval of the Registration of the Division for Issuing Shares to Specific Targets (Zheng Jian Xu Xu [2022] No. 2720), November 2022,

The Company issued 12,464,966 new shares to specific targets at an issue price of RMB18.18 per share, raising a total of RMB226,613,081.88, deducting the issuance expenses of RMB6,798,784.56 (excluding VAT).

The net proceeds amounted to RMB219,814,297.32. The above proceeds were raised on November 18, 2022

All the days were in place, and the notary Tianye Certified Public Accountants (Special General Partnership) verified the receipt of the raised funds and issued a capital verification report of "Su Gong W [2022] B143".

2. The investment project of the raised funds

(1) Public issuance of convertible corporate bonds in 2022

As of June 30, 2024, the company will raise funds through the public issuance of convertible corporate bonds in 2022

The use of funds and raised funds is as follows:

Unit: RMB 10,000 yuan

Preface Name of the project Total investment as of June 30, 2024 Cumulative investment amount

The proportion of the amount of funds raised on the day

Borui inhalers and others

1 Production base of pharmaceutical preparations 45,683.12 45,325.25 99.22%

and biomedical R&D centers

New Project (Phase I)

Total 45,683.12 45,325.25 99.22%

As of June 30, 2024, the company raised the balance of funds from the public issuance of convertible corporate bonds in 2022

The amount was 13.4911 million yuan (including interest income).

(2) Issuance of shares to specific targets in 2022

As of June 30, 2024, the company issued shares to specific targets in 2022 to raise funds for investment

The purpose and use of the proceeds are as follows:

Unit: RMB 10,000 yuan

Preface Name of the project Total investment as of June 30, 2024 Cumulative investment amount

The proportion of the amount of funds raised on the day

Borui Biomedicine (Sue

state) sucks

1 Chemicals and other chemicals 5,000.00 2,350.57 47.01%

Formulation production base and biology

New project of pharmaceutical R&D center

Project (Phase II)

2 Replenishment of liquidity 6,118.51 5,566.53 90.98%

3 Innovative drug R&D projects 7,562.92 0.00 0.00%

Innovative drug preparations and raw materials

4 Production base construction project (1 3,300.00 0.00 0.00%

Period)

Total 21,981.43 7,917.10 36.02%

As of June 30, 2024, the balance of funds raised by the company's issuance of shares to specific targets in 2022 is

145,341,600 yuan (including interest income).

3. The specific situation of the postponement of the fundraising project

(1) Overview of the postponement of the fundraising project

Combined with the actual construction situation and investment progress of the company's fund-raising and investment projects, the company intends to adjust the time for the following projects to reach the predetermined usable state under the condition that the project implementation entity and the investment purpose of the raised funds do not change, the details are as follows:

Serial No. Name of the fundraising project The original plan can be made if the plan is scheduled and the appointment can be achieved after the extension

Use the status date Use the status date

Borui inhalers and other chemicals

1 dose production base and biopharmaceutical R&D December 2024 December 2025

Xinxin New Project (Phase I)

Borui Biomedicine (Suzhou) shares

2 Company inhalers and other chemicals limited to May 2025 to December 2025

Formulation production base and biomedical R&D

New Construction Project (Phase II)

(2) The reasons for the postponement of the fundraising project

As of the end of September 2024, (1) the structure of plant (1) and plant (2) has been capped, the secondary structure has been completed, and the installation of doors and windows has been completed; The structure of the R&D building, dangerous goods warehouse and sewage station has been capped, and the secondary structure has been completed; In the construction of the foundation column of the overhead corridor 1, the overall completion is 5%; The accident pool structure is complete, and the overall is 80% complete; Curtain wall construction is 90% complete; (2) The mechanical and electrical construction of the plant (1) has been completed, and the mechanical and electrical construction of the first, fifth, sixth and seventh floors of the plant (2) has been completed by 90%. Borui Biopharmaceutical (Suzhou) Co., Ltd. Inhaler and other chemical drug preparation production base and biomedical R&D center new project (phase II), as of

At the end of September 2024, the mechanical and electrical installation and commissioning of the soft mist workshop will be completed. Due to the company's new innovative drugs in May 2024

For the preparation and raw material production base construction project (Phase I), it is necessary to use the proposed extension of the fundraising project plant to build two new pre-filled needle filling production lines for the R&D and production of BGM0504 injection, and the overall acceptance of the plant shared by the company's fundraising and investment project will be postponed accordingly.

Fourth, the impact of the postponement of the fundraising project on the company

Although it has a certain impact on the implementation progress of the fundraising project, it has not changed or changed the investment direction of the raised funds in disguise, and there is no damage to the interests of the company and shareholders, which is in line with the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange on the management of funds raised by listed companies. The project extension will not have a significant adverse impact on the company's normal production and operation, and is in line with the company's long-term development plan.

5. Explanation of the review procedure and special opinions

(1) Deliberations of the Board of Directors

The company held the third meeting of the fourth board of directors in December 2024, and deliberated and approved the "About Fundraising

Proposal for the extension of capital investment projects.

(2) Opinions of the Board of Supervisors

The Board of Supervisors believes that the company has fulfilled the necessary approval procedures for the postponement of the fund-raising project, which is in line with the provisions of relevant laws and regulations such as the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Listing Rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and there is no disguised change in the use of raised funds and damage to the interests of shareholders.

6. Verification opinions of the sponsor institution

After verification, the sponsor believes that the company's directors have been deferred for some of the fundraising projects

The board of directors and the board of supervisors deliberated and approved, and the matter fulfilled the necessary approval procedures and complied with the requirements of relevant laws, regulations and company systems. The postponement of some of the fundraising projects is a decision made by the company based on the actual situation of the fundraising and investment projects, and the postponement only involves the change of the date when the fundraising and investment projects reach the expected usable state, and does not involve the change of the project implementation entity, the investment purpose and investment scale of the raised funds, and there is no change or disguised change

change the investment direction of the raised funds and other circumstances that harm the interests of shareholders; It complies with the provisions of relevant laws and regulations such as the Guidelines for the Supervision of Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation.

In summary, the sponsor has no objection to the postponement of the company's fundraising project.

(There is no text on this page, it is the signature page of the "Verification Opinions of Minsheng Securities Co., Ltd. on the Extension of the Fundraising and Investment Project of Borui Biopharmaceutical (Suzhou) Co., Ltd.")

Sponsor Representative:

Huang Danqing, Shao Hang

Minsheng Securities Co., Ltd

YYYYYYYYYYYYYYYYY