Announcement on the Selection of Sub-Fund Managers to Be Established by Nanjing Sci-Tech Innovation Primary Investing

To fully advance Nanjing’s strategy of strengthening the city through industrial development and give full play to venture capital’s role in investing in early-stage projects, small enterprises, and hard-core technology, Nanjing has established a RMB 4 billion Sci-Tech Innovation Primary Investing. The Primary Investing is now openly selecting qualified management institutions for planned sub-funds from society. Relevant details are announced as follows:

I. Overview

1. Fund Positioning

In accordance with the decisions of the CPC Nanjing Municipal Committee and Nanjing Municipal People’s Government on strengthening the city through industry, the Primary Investing will leverage a parent-sub fund model to guide social and financial capital, optimize Nanjing’s ecosystem for sci-tech innovation and entrepreneurship, and accelerate the growth of local innovative tech enterprises. It will strongly support Nanjing in building a globally influential core hub for industrial sci-tech innovation and a national pilot zone for sci-tech financial reform.

2. Investment Focus

Investment will adopt a model of sub-funds as the main approach supplemented by direct investment. Centering on Nanjing’s “2+6+6” innovative industrial clusters, the fund will target emerging sectors and track opportunities, adhere to investing in early-stage projects, small enterprises and hard-core technologies, and back tech-driven innovative enterprises and research commercialization initiatives.

II. Requirements for Planned Sub-Funds

1. Investment Orientation

Sub-funds shall balance economic and social benefits, with investment directions aligned with those of the Sci-Tech Innovation Primary Investing.

2. Organizational Form

Limited partnership is adopted in principle.

3. Registration

Sub-funds must be registered within Nanjing.

4. Term

The total term shall not exceed 10 years in principle, including an investment period of no more than 4 years.

5. Single Project Limit

Investment in a single project by a sub-fund shall not exceed 20% of the sub-fund’s total paid-in capital.

6. Capital Subscription

The Primary Investing’s subscription in a single sub-fund shall not exceed 30% of the sub-fund’s total committed capital, and the Primary Investing shall not be the largest single investor. Capital contribution shall be proportionally synchronized with other social capital based on actual fundraising progress.
Sub-funds are encouraged to introduce investment from national funds, central SOEs, local state-owned capital, foreign capital and other compliant investors.
The sub-fund manager shall subscribe no less than 1% of the sub-fund’s committed capital.

7. Investment Repatriation Requirements

The total investment made by a sub-fund in Nanjing-based projects shall reach no less than 1.2 times the actual capital contributed by the Primary Investing.

An investment may be recognized as qualified repatriation if it meets any of the following criteria during the sub-fund’s term:

Investment in enterprises registered in Nanjing;

Investment in enterprises relocating their registration to Nanjing;

Investment made by external enterprises in establishing subsidiaries, R&D bases or production facilities in Nanjing with substantial business operations;

External enterprises acquired or controlled by Nanjing-registered enterprises;

Enterprises registered in Nanjing or relocated to Nanjing invested by other funds managed by the same manager or under the same controlling entity after the sub-fund is established (counted only once across all relevant funds).

Calculation rules:

Category 2 & 5: calculated at 1.2 times the investment amount in the introduced enterprise;
Category 3: calculated based on the higher value between total project investment in Nanjing and paid-in registered capital;
All other categories: calculated based on actual investment amount.

8. Compliance Review

Sub-funds shall complete pre-investment compliance reviews and submit relevant documents to the Primary Investing, including:

Compliance review forms for proposed projects;

Due diligence reports or investment proposals;

resolutions from the investment committee (if applicable);

9. Investment Decision Mechanism

If the Primary Investing holds 20% or more stake in a sub-fund, it shall appoint at least one member to the sub-fund’s investment decision committee;
If the proportion is below 20%, at least one observer shall be appointed.

10. Custodian Bank

Funds must be custodied by commercial banks incorporated in mainland China. Custodian banks shall be selected through open tender, with relevant announcements published on designated platforms. Key responsibilities of custodian banks are specified in Appendix 2.

11. Performance Evaluation

The Primary Investing’s management body will conduct annual performance assessments on sub-funds. Evaluation results will be linked to follow-up capital contributions, early exits, management fee payments and future manager selections.

12. Negative List

Sub-funds are prohibited from engaging in the following activities:

Providing guarantees, mortgages or entrusted loans;

Investing in secondary market stocks (excluding private placements and negotiated transfers of listed companies), futures, real estate, securities funds, corporate bonds, trusts, wealth management products, insurance products and other financial derivatives;

Offering donations or sponsorships to third parties;

Absorbing deposits or lending funds to third parties;

Making investments with unlimited joint liability;

Raising funds illegally via trusts or collective wealth management products;

Conducting disguised debt transactions under equity arrangements or fake fund deposit businesses;

Investing in projects prohibited or restricted by national industrial policies;

Other illegal businesses stipulated by laws and regulations.

13. Non-Compete Obligation

Before a sub-fund completes 70% of its investment schedule, its manager and affiliated parties shall not raise or manage other funds with substantially identical investment fields, strategies or regional focuses.

14. Profit Distribution

The preferred return threshold of sub-funds shall follow market principles. The performance fee of the sub-fund manager shall not exceed 20% of excess returns.

III. Qualifications for Management Institutions

Legally incorporated companies or partnerships in mainland China with paid-in capital of no less than RMB 10 million, matching the scale of funds under management;

Registered as private fund managers with the Asset Management Association of China (AMAC);

Sound internal mechanisms for equity investment, risk control, project screening and investment decision-making;

Strong fundraising capability and proven track record: the total scale of private equity and VC funds managed shall be no less than twice the size of the applied sub-fund; the manager shall have at least 10 exited projects via IPO, M&A or transfer with value appreciation, or maintain an IRR of 20% for in-manage funds, or have led investments in 3 listed companies / unicorns;

A core team with no fewer than 5 full-time senior executives, each possessing over 3 years of proven experience in equity investment or fund management with good professional credibility;

Sufficient project pipelines matching the fund’s investment sectors;

Fundraising capacity compatible with the proposed fund size;

No major violations recorded against the manager, directors, supervisors, senior management and staff in the past three years;

Other requirements stipulated by laws, regulations and AMAC rules.

IV. Selection Procedures

Announcement release: Publish selection guidelines and application documents;

Preliminary review: Verify application completeness, feasibility and basic qualifications to shortlist candidates;

Due diligence: Conduct independent or entrusted third-party due diligence on applying institutions, management teams and proposed fund plans, with written due diligence reports and investment recommendations;

Investment decision: Finalize selection results per internal approval procedures;

Result publicity: Publish shortlisted candidates publicly for no less than 5 working days.

V. Application Guidelines

Applicants may check the official website and WeChat account of Nanjing Innovation Investment Group for this announcement and conduct self-assessment. Qualified applicants shall submit one electronic copy + two physical hard copies (in strict consistency). All application materials shall not be returned after submission.

Electronic submission: selection@njicg.com
Hard copy submission (with official company seal & cross-page seal):
Fund Management Department, Nanjing Innovation Investment Group,
41/F, Building 4, Financial City, No.248 Lushan Road, Jianye District, Nanjing
Tel: 025-86596546

Applicants shall bear full legal responsibility for the authenticity, legality and consistency of all submitted materials.

VI. Contact

Ms. Wang: 025-86596527

VII. Miscellaneous

Institutions providing falsified materials will be disqualified and held legally liable;

This announcement is an invitation for application only and does not constitute legal contractual obligations; unselected applicants will not be notified separately; formal partnership agreements will be negotiated afterward in compliance with this announcement;

Shortlisted managers shall complete fund establishment within 12 months;

The Sci-Tech Innovation Primary Investing reserves the final right of interpretation regarding this selection.

Issued by:Nanjing Sci-Tech Innovation Primary Investing

March 29, 2026