Review Report
Jiuan Special Review No. [2026] 00103
To all shareholders of Tibet Development Co., Ltd.:
We have reviewed the pro forma consolidated financial statements of Tibet Development Co., Ltd. (hereinafter referred to as "Tibet Development Company") prepared based on the accounting principles described in Note 3 of the pro forma consolidated financial statements, including the pro forma consolidated balance sheets as of December 31, 2025, and December 31, 2024, the pro forma consolidated income statements for the years 2025 and 2024, and the related notes to the pro forma consolidated financial statements. The preparation of the pro forma consolidated financial statements is the responsibility of the management of Tibet Development Company. Our responsibility is to issue a review report on the pro forma consolidated financial statements based on our review work.
We conducted our review in accordance with the "Chinese Certified Public Accountant Review Standard No. 2101 - Review of Financial Statements." This standard requires us to plan and perform the review to obtain limited assurance about whether the pro forma consolidated financial statements are free from material misstatement. A review is primarily limited to inquiries of personnel of Tibet Development Company and analytical procedures applied to financial data, providing a lower level of assurance than an audit. We did not perform an audit and, therefore, do not express an audit opinion.
Based on our review, we did not become aware of any matters that would lead us to believe that the pro forma consolidated financial statements have not been prepared in all material respects in accordance with the accounting principles and methods described in Note 3 of the pro forma consolidated financial statements. We remind users of the pro forma consolidated financial statements to pay attention to the explanations regarding the preparation basis and methods in Note 3 of the pro forma consolidated financial statements.
This report is solely for the use of Tibet Development Company for the pro forma consolidated financial statements as described in Note 3.
Basic Information of the Company
Company Name: Tibet Development Co., Ltd. (hereinafter referred to as "the Company") Registered Address: No. 28-5, Area A, Gesanglin Card, Jinzhuxi Road, Lhasa City Unified Social Credit Code: 915400007109057360 Registered Capital: 263,758,491 RMB Head Office Address: 9th Floor, Building CBP-4, Tianfu International Financial Center, No. 966, North Section of Tianfu Avenue, Wuhou District, Chengdu City Legal Representative: Luo Xi
The Company belongs to the manufacturing industry of liquor, beverages, and refined tea, mainly engaged in the production and sale of beer. This financial statement has been approved by the Board of Directors on May 27, 2026.
Proposed Major Asset Restructuring Plan
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Purchase Plan The Company intends to purchase 50% equity of Lhasa Beer Co., Ltd. (hereinafter referred to as "Lhasa Beer") held by Carlsberg International Co., Ltd. (hereinafter referred to as "Carlsberg"). Upon completion of this transaction, the Company will hold 100% equity of Lhasa Beer, which will become a wholly-owned subsidiary of the Company.
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Transaction Counterparty In this asset restructuring, the cash payment for the asset purchase will be made to Carlsberg International Co., Ltd., and the cash payment as a settlement fee will be made to Tibet Daohua Industrial Co., Ltd. (hereinafter referred to as "Daohua Industrial").