Supplementary Legal Opinion (III)
To: Ciming Health Checkup Management Group Co., Ltd.
Beijing Tian Da Law Firm (hereinafter referred to as "this firm") has been entrusted by Ciming Health Checkup Management Group Co., Ltd. (hereinafter referred to as "the company" or "the issuer") to act as the special legal advisor for the company's initial public offering of RMB ordinary shares and listing. This firm issued a "Legal Opinion" and "Lawyer's Work Report" for the issuer's issuance and listing on March 28, 2011. In accordance with the requirements of the China Securities Regulatory Commission (hereinafter referred to as "CSRC") No. 110632 "Notice of Feedback on Administrative Licensing Project Review," this firm's lawyers conducted verification and validation of relevant matters and issued "Supplementary Legal Opinion (I)" on September 28, 2011. Based on the accountant's review of the issuer's financial statements, "Supplementary Legal Opinion (II)" was issued on September 28, 2011. Following the verbal feedback from the CSRC reviewer on November 14, 2011, this firm's lawyers have verified and validated the matters based on the previously issued legal opinions, lawyer's work reports, and supplementary legal opinions, and hereby provide the following supplementary legal opinions:
Question 3
Please verify the current investment status of Shenzhen Tiantu and whether its investments in medical companies adversely affect this issuance.
(1) Investment Status of Shenzhen Tiantu
As of now, the external investment status of Shenzhen Tiantu is as follows:
| Invested Company Name | Investment Amount (10,000 RMB) | Investment Ratio (%) |
|---|---|---|
| Shenzhen Yituo Mike Technology Co., Ltd. | 2,000 | 16.11 |
| Ciming Health Checkup Management Group Co., Ltd. | 5,000 | 6.18 |
| Hangzhou Najing Technology Co., Ltd. | 1,500 | 7.60 |
| Shenzhen Dream Network Technology Development Co., Ltd. | 2,000 | 9.36 |
| Wuhan Lide Measurement and Control Technology Co., Ltd. | 2,131 | 8.91 |
| Beijing Phoenix United Hospital Management Co., Ltd. | 6,000 | 13.92 |
| Zhongjin Data System Co., Ltd. | 4,320 | 6.0 |
| Yisheng Technology (Beijing) Co., Ltd. | 3,000 | 7.94 |
| Beijing Jinruicai Technology Development Co., Ltd. | 1,000 | 5.47 |
(2) Impact of Shenzhen Tiantu's Investments in Medical Companies on This Issuance
Among the invested companies, Beijing Phoenix United Hospital Management Co., Ltd. is a medical company whose business scope includes hospital management (excluding medical diagnosis), project investment, investment management, asset management, investment consulting, corporate management, corporate consulting (excluding intermediary services), and equipment leasing, primarily engaged in diagnosis, beauty, and health care services. Yisheng Technology (Beijing) Co., Ltd. is a cardiac stent manufacturer. Other invested companies are not in the medical industry closely related to the issuer's business. Although Beijing Phoenix United Hospital Management Co., Ltd. and Yisheng Technology (Beijing) Co., Ltd. are both in the medical industry, their business does not compete with the issuer's health checkup business. Furthermore, Shenzhen Tiantu is engaged in venture capital, holds a 6.18% stake in the issuer, which is a small holding and does not participate in the management of the invested companies. Therefore, Shenzhen Tiantu's investments in Beijing Phoenix United Hospital Management Co., Ltd. and Yisheng Technology (Beijing) Co., Ltd. will not adversely affect the issuer's issuance and listing.
Question 4
Please verify and disclose the pricing principles, pricing basis, and reasons for the new shareholders added in the last two years.
The recent new shareholder situation of the issuer in the last two years is as follows: