Reply from Shenzhen Jiuan Accounting Firm (Special General Partnership) Regarding the Inquiry Letter from Shenzhen Stock Exchange on Major Asset Acquisition by Tibet Development Co., Ltd.
Shenzhen Jiuan Accounting Firm (Special General Partnership)
Address: 10th Floor, West Building, Skyworth Semiconductor Design Building, No. 18, Gaoxin South 4th Road, Nanshan District, Shenzhen
Postal Code: 518057
Phone: (0755) 26996149
Fax: (0755) 26996149
Website: www.jiuancpa.com
Shenzhen Jiuan Accounting Firm (Special General Partnership) responds to the Shenzhen Stock Exchange regarding the inquiry letter titled "Inquiry Letter on Major Asset Acquisition by Tibet Development Co., Ltd." (M&A Restructuring Inquiry Letter [2026] No. 2) received by Tibet Development Co., Ltd. (hereinafter referred to as "the listed company" or "Tibet Development") on February 12, 2026. In accordance with the requirements of the inquiry letter, Shenzhen Jiuan Accounting Firm (hereinafter referred to as "we" or "the accountant") has conducted verification and provided clear opinions on the matters requested in the inquiry letter, as detailed below: Unless otherwise specified, the abbreviations or definitions in this reply are the same as those in the "Major Asset Acquisition Report (Draft) (Revised)" of Tibet Development Co., Ltd. Any discrepancies between totals and the sum of values in tables in this reply are due to rounding unless otherwise specified. The font in this reply represents the following meanings:
- Bold: Questions listed in the inquiry letter
- Regular: Responses to the questions in the inquiry letter
- Italic, Bold: Supplementary disclosures or modifications to the restructuring report
Table of Contents
| Content | Page |
|---|---|
| Question 1 | 3 |
| Question 2 | 4 |
| Question 3 | 5 |
| Question 4 | 20 |
| Question 5 | 26 |
| Question 6 | 33 |
| Question 7 | 40 |
| Question 8 | 40 |
Question 1
The restructuring report shows that the target company's operating revenue for 2024 is 389.7292 million yuan, an increase of 15.69% compared to the same period last year, with a net profit attributable to the parent company of 101.7929 million yuan, an increase of 18.78%. From January to July 2025, the target company's operating revenue is 214.2067 million yuan, and the net profit attributable to the parent company is 59.4922 million yuan. The gross profit margins for 2023, 2024, and January to July 2025 are 30.09%, 33.83%, and 36.62%, respectively. Please explain the reasons and rationality for the continuous growth of the target company's performance and gross profit margin during the reporting period, considering the industry environment, cost structure, and comparable companies in the same industry, and whether there are significant differences compared to peers. Please have independent financial advisors and accountants verify and provide clear opinions.