Guizhiyan Pharmaceutical plans to go public in the United States. The China Securities Regulatory Commission requires additional explanations and submissions on the prices of stock changes in the 12 months prior to the application.

On September 19, the China Securities Regulatory Commission (CSRC) announced the "Requirements for Supplemental Materials for Overseas Issuance and Listing Filings (September 12, 2025 - September 18, 2025)," and the CSRC International Department disclosed that 5 companies are required to provide supplemental materials for public disclosure. Among them, it is required that Guizhiyan Pharmaceutical (secretly transferred to public) provide additional explanations on the prices of share changes in the 12 months prior to the company's application submission. The CSRC requests Guizhiyan Pharmaceutical to provide additional explanations on the following matters, and requests lawyers to verify and provide clear legal opinions: 1. Please explain: (1) the compliance of the equity control structure, including but not limited to specific situations of the various parties involved in setting up and returning mergers and acquisitions relating to foreign exchange management, overseas investments, foreign investments, tax management, etc., and further explain if it complies with the "Regulations on the Acquisition of Domestic Enterprises by Foreign Investors"; (2) Provide a list of the prices of share changes in the 12 months prior to the company's application submission, the specific amount corresponding to the valuation of the issuer, and explain the basis of the valuation and the fairness of the pricing; (3) Provide a list of the corresponding shareholding ratios between the previous shareholders of Shanghai Guizhiyan and the issuer at the shareholder level, and explain whether there are inconsistencies in the shareholding between the issuer and Shanghai Guizhiyan; (4) the reasons and basis for why the beneficial owner of the company, Shi Mingfeng, has not been recognized as a joint actual controller; (5) the reasons and basis for why Guizhiyan Pharmaceutical Technology (Guangdong Hengqin) Co., Ltd. has been included as a subject of the listed company but not recognized as a domestic operational entity. 2. Please further explain whether the company's operations involve areas with foreign investment restrictions or prohibitions in the "Special Management Measures for Foreign Investment Access (Negative List) (2024 version)," based on the product research and development path and model. 3. Please explain: (1) Based on charts, explain the specific transaction arrangements for this overseas special purpose merger for the company to achieve U.S. listing, list the changes in the issuer's equity structure pre and post-merger, and the relevant parties involved, and provide a shareholding structure diagram after the completion of the merger and listing; (2) Please explain whether there will be private equity financing or other financing arrangements for this merger and listing, and supplement the fundraising purposes in accordance with regulatory requirements. It was reported that on October 22, 2024, the Special Purpose Acquisition Company (SPAC) DT Cloud Acquisition Corporation officially signed a final business merger agreement with Maius, a biomedical research and development company based in Shanghai. According to the agreement, after the merger, Maius will become a wholly-owned subsidiary of the newly established listed entity - Maius Pharmaceutical Group Co., Ltd. (referred to as Pubco), with a total valuation of $250 million. This marks Maius' strategic goal of being listed on the NASDAQ. Maius Pharmaceutical Technology (Guizhiyan Pharmaceutical) was established in 2015, headquartered in Shanghai, China, and is a biopharmaceutical company focused on innovative formulations and targeted small molecule chemical drug development. The company's research focuses on anti-cancer, immune system diseases, and anti-infective areas, with multiple small molecule chemical drugs and peptide candidate drugs. At the same time, Maius has independently built a research platform integrating chemical drug screening and drug delivery, greatly improving drug development efficiency and precision.