Victory Co., Ltd.

Special Review Opinion on Insider Trading Self-Examination Related to Shandong Shengli Co., Ltd. Asset Acquisition

Announcement on Self-Examination Report of Related Parties' Stock Transactions for Asset Acquisition and Fundraising

Notice on Participation in the 2026 Online Collective Reception Day for Investors of Shandong Listed Companies

Shandong Shengli Co., Ltd. will participate in the 2026 Online Collective Reception Day for Investors of Shandong Listed Companies on May 15, 2026. The purpose is to strengthen investor communication by reporting on 2025 business performance, corporate governance, development strategy, and management. Investors can join the online interactive session via the 'All View Finance' website, WeChat, or app. This event aims to address key investment topics and facilitate dialogue.

Announcement on Exemption from Reporting Previous Fund Utilization

Shareholder Dividend Return Plan for the Next Three Years (2026-2028)

Announcement of Resolutions from the 12th Meeting of the 11th Board of Directors (Temporary)

The company's Board of Directors held a meeting to approve a stock issuance plan to raise funds for purchasing oil investment projects. The plan involves issuing A shares with a lock-up period of 6 months. The company also reviewed its financial situation, noting it does not meet listing requirements, and acknowledged recent significant financial reporting issues, regulatory investigations, and substantial losses over the past three years.

Special Review Opinion on Stock Price Fluctuations of Listed Companies by Zhongtai Securities

Verification Opinion on Compliance with Regulations Regarding Third-Party Engagement in Investment Banking Activities

Zhongtai Securities Co., Ltd. conducted a verification to ensure compliance with regulations on engaging third parties in investment banking activities. The company established independent financial guidelines and confirmed that its third-party engagements are legally compliant. Notably, Zhongtai Securities confirmed no direct transactions with third parties or individuals in this specific transaction. The verification concluded that the company adheres to all relevant regulations.

Announcement on Shandong Shengli Co., Ltd. Issuing Shares and Cash Purchase of Assets

Shandong Shengli Co., Ltd. is issuing shares and using cash to purchase assets, along with raising supporting funds. The company will issue 100% of its shares for asset acquisition, controlling 80% of the shares post-transaction. The transaction meets all conditions, including alignment with investment objectives and development strategy, and the purchased assets are in line with national industrial policy and have shown stable business performance for three years. The evaluation method is deemed appropriate.

Zhongtai Securities' Review Opinion on Compliance with Article 11 of the Administrative Measures for the Registration of Securities Issuance by Listed Companies

Zhongtai Securities reviewed a transaction for compliance with Article 11 of the Administrative Measures for the Registration of Securities Issuance by Listed Companies. The review confirmed that the company has not violated share issuance regulations and has no significant issues with financial reports or corporate governance. Senior management is compliant, and no major violations by related parties occurred in the past three years. The transaction is deemed compliant with the specified regulations.

Verification Opinions on Asset Purchases and Sales Before Major Asset Restructuring

Shandong Shengli Securities Co., Ltd. has completed a verification of its asset purchases and sales over the past 12 months, as required by regulations for major asset restructuring. The company confirmed it has not engaged in any stock purchases or sales of oil and gas assets. The verification, conducted in accordance with the China Securities Regulatory Commission's guidelines, found no relevant transactions for this specific asset restructuring. The results have been disclosed in the asset restructuring report.

Zhongtai Securities Regarding the Absence of Basis for Related Parties in This Transaction

Zhongtai Securities Co., Ltd. clarifies that there are no related parties involved in the current transaction. The company has reviewed the situation and found no abnormal trading activities related to the major asset restructuring. This announcement confirms the absence of related party basis in accordance with regulatory guidelines.

Zhongtai Securities' Verification Opinion on Compliance with Regulatory Requirements for Major Asset Restructuring

Special Review Opinion on the Dilution of Immediate Returns from This Transaction and Measures Taken by the Company

Zhongtai Securities is undertaking a transaction involving Zhongtai Gas, aiming to expand asset scale and enhance profitability. Post-transaction, total assets are projected to increase by 203,862.85 million yuan (32.69%), and operating income by 102,928.22 million yuan (24.71%). The company has implemented measures to mitigate the dilution of immediate returns and protect investor interests, including commitments from the board and senior management to ensure regulatory compliance and transparency.

Zhongtai Securities Co., Ltd. Report on Shandong Shengli Co., Ltd. Asset Acquisition and Related Transactions

Explanation of the Basis and Fairness of Pricing for the Company's Current Transaction

Risk Warning and Measures Regarding the Dilution of Immediate Returns from This Restructuring

Shandong Shengli Co., Ltd. is undergoing a restructuring involving asset acquisition. The transaction is expected to significantly increase total assets by 32.69% to 827,556.42 million yuan and operating income by 24.71% to 519,493.01 million yuan. The net profit margin is projected to rise to 17.66%. To mitigate risks and protect investors, the company is accelerating asset integration, improving profit distribution, and enhancing corporate governance. Controlling shareholders have committed to protecting company interests and ensuring compliance.

Explanation on Whether There Are Direct or Indirect Paid Engagements of Other Third Parties in This Transaction

Shandong Shengli Co., Ltd. clarifies its engagements for a transaction. The company confirms it has not engaged any third parties as paid service providers. However, it has consulted legal advisors, accounting firms, and Jiangsu Enterprise Evaluation Co., Ltd. for review and compliance purposes. This announcement aims to provide transparency regarding third-party involvement.

Explanation on the Independence of Assessment Agencies and the Reasonableness of Assumptions, Methods, and Pricing Fairness

Explanation on the Establishment and Implementation of Insider Information Registrant System

Declaration and Commitment Letter on the Authenticity, Accuracy, and Completeness of Provided Information

Explanation of Asset Purchases and Sales in the Twelve Months Prior to This Transaction

Explanation of Stock Price Fluctuations in the 20 Trading Days Prior to the Initial Announcement

Clarification on Absence of Abnormal Trading Conditions in Major Asset Restructuring

Explanation of Compliance with Regulatory Requirements for Major Asset Restructuring

Explanation of Compliance with Article 11 of the Securities Issuance Registration Management Measures

Explanation on Compliance with Major Asset Restructuring Regulations for This Transaction

Explanation on Whether the Transaction Constitutes Major Asset Restructuring, Related Transactions, and Restructuring Listing

Explanation on Completeness of Legal Procedures and Validity of Submitted Legal Documents for This Transaction

Explanation of Confidentiality Measures and Policies for This Transaction

Asset Valuation Report for Acquisition of All Equity Interests in Nantong Zhongyou Gas Co., Ltd.

Asset Valuation Report for Share Acquisition of Qinghai Zhongyou Ganhua Industrial Park Gas Co., Ltd.

Asset Valuation Report for Acquisition of All Shareholder Equity in Zhongyou Gas (Zhuhai Hengqin) Co., Ltd.

Asset Valuation Report for Share Acquisition of Tianda Shengtong New Energy (Zhuhai) Co., Ltd.

Audit Report on Simulated Financial Statements of Tianda Shengtong New Energy (Zhuhai) Co., Ltd.

Special Verification Report on the Authenticity of Performance of Shandong Shengli Co., Ltd. During the Reporting Period

Audit Report on Simulated Financial Statements of CNOOC Gas (Zhuhai Hengqin) Co., Ltd.

Audit Report of Nantong Zhongyou Gas Co., Ltd.

Review Report of Shandong Shengli Co., Ltd.

Audit Report of Qinghai Zhongyou Ganhe Industrial Park Gas Co., Ltd.

Legal Opinion on Victory Shares' Issuance of Stock and Cash for Asset Acquisition and Related Transactions

Independent Financial Advisor Report on Shandong Shengli Co., Ltd.'s Share Issuance and Asset Purchase

Announcement on Disclosure of Restructuring Report and General Risk Warning

Summary of Draft Report on Asset Acquisition and Fundraising by Shandong Shengli Co., Ltd.

Shandong Shengli Co., Ltd. Draft Report on Share Issuance and Asset Acquisition with Related Transactions

Notice on Changes in Equity of Shareholders Holding Over 5%

Legal Opinion on Exemption from Offer by China Oil and Gas Investment Group Co., Ltd. and Its Concerted Parties

Summary of Acquisition Report

Market Value Management System

Compensation Management System for Directors and Senior Executives

Quarterly Report for Q1 2026

2025 Annual Work Report of Independent Director - Yang Zhi Shu

2025 Internal Control Evaluation Report

Announcement of Resolutions from the 10th Meeting of the 11th Board of Directors

Evaluation Report on the Performance of the Accounting Firm for 2025 by the Audit Committee

Special Audit Report on Non-Operational Fund Occupation and Other Related Fund Transactions

Special Report on the Self-Examination of Independent Directors' Independence by the Board of Directors

2025 Annual Report

Summary of the 2025 Annual Report

Announcement on Progress of Share Issuance and Cash Payment for Asset Acquisition and Related Transactions