[Chart: Guosen Securities Logo]
Company Name: China Baoan Group Co., Ltd.
Stock Listing Venue: Shenzhen Stock Exchange
Stock Abbreviation: China Baoan
Stock Code: 000009
(16th to 26th Floors, Guosen Securities Building, 1012 Hongling Middle Road, Luohu District, Shenzhen, Guangdong Province)
July 2026
Statement
In accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Takeover of Listed Companies, the Standards for the Contents and Formats of Information Disclosure by Companies Offering Securities to the Public No. 15—Report on Change of Equity, and the Standards for the Contents and Formats of Information Disclosure by Companies Offering Securities to the Public No. 16—Report on Takeover of Listed Companies, and other relevant laws, regulations, and normative documents, Guosen Securities Co., Ltd. (hereinafter referred to as "the Financial Advisor") has issued this verification opinion based on prudent investigation, in accordance with recognized business standards and ethical norms of the securities industry, and adhering to the principles of honesty, trustworthiness, and diligence.
The Financial Advisor hereby makes the following statements:
-
The Financial Advisor has performed its due diligence obligations in accordance with regulations and has verified the Detailed Report on Change of Equity disclosed by the information disclosure obligors. It is satisfied that the content and format of the disclosure documents comply with regulations and guarantees that the professional opinions expressed do not contain any material discrepancies with the content disclosed by the information disclosure obligors.
-
There is sufficient reason to believe that this change of equity complies with the provisions of laws, administrative regulations, and the China Securities Regulatory Commission (CSRC), and that the information disclosed by the information disclosure obligors is true, accurate, and complete, without false records, misleading statements, or material omissions.
-
The documents, materials, and other relevant information relied upon by the Financial Advisor were provided by the information disclosure obligors. The information disclosure obligors have declared that all written materials, documents, and oral testimonies provided are true, accurate, complete, and timely, contain no material omissions, false records, or misleading statements, and they are responsible for their authenticity, accuracy, completeness, timeliness, and legality.
-
The verification opinion issued by the Financial Advisor has been submitted to the internal verification department of the Financial Advisor for review, and the issuance of this professional opinion has been approved.
-
The Financial Advisor has not entrusted or authorized any other institution or individual to provide information not listed in this verification opinion or to provide any explanation or clarification regarding this verification opinion.
-
The Financial Advisor specifically reminds investors that this verification opinion does not constitute any investment advice to the parties involved in this change of equity or their affiliates. The Financial Advisor assumes no responsibility for any investment risks arising from investment decisions made by investors based on this verification opinion.
-
The matters described in this verification opinion do not represent a substantive judgment, confirmation, or approval by any competent authority regarding the matters related to this transaction.
-
Based on the principles of honesty, trustworthiness, and diligence, the Financial Advisor has followed the work procedures stipulated by professional rules to express opinions on the relevant content of the Detailed Report on Change of Equity. The content of these opinions is limited to the matters listed in the Detailed Report on Change of Equity and, unless otherwise required by the CSRC, does not express opinions on other aspects related to this change of equity.
-
For facts that are critical to this verification opinion but cannot be supported by independent evidence or require professional knowledge such as legal or auditing expertise, the Financial Advisor has made judgments based on opinions, explanations, and other documents issued by relevant government departments, law firms, accounting firms, and other relevant units.