001285SZSE

Caitong Securities' Special Due Diligence Opinion on the Reply to the Shenzhen Stock Exchange's Inquiry Letter Regarding Guangzhou Ruili Kemi Automotive Electronics Co., Ltd.'s Asset Acquisition

✨ AI Summary

Caitong Securities, as the independent financial advisor, provides a special due diligence opinion on Guangzhou Ruili Kemi Automotive Electronics Co., Ltd.'s application to issue shares for asset acquisition. The opinion addresses inquiries from the Shenzhen Stock Exchange regarding the target asset's business model, valuation, provision for bad debts, and transaction background. It confirms the reasonableness of related-party transaction pricing and the target company's core competitiveness.

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Full Translation

AI Translation· gemini_document

Shenzhen Stock Exchange:

We have received the "Inquiry Letter on the Review of the Application for Issuance of Shares to Purchase Assets by Guangzhou Ruili Kemi Automotive Electronics Co., Ltd." (Review Letter [2026] No. 130008) issued by your esteemed exchange on April 10, 2026 (hereinafter referred to as the "Inquiry Letter"). Caitong Securities Co., Ltd. (hereinafter referred to as "Independent Financial Advisor" or "Caitong Securities"), as the independent financial advisor to Guangzhou Ruili Kemi Automotive Electronics Co., Ltd. (hereinafter referred to as "Ruili Kemi" or "the Listed Company" or "the Company"), has, together with the Listed Company and other intermediary institutions, conducted thorough investigations and item-by-item verifications regarding the issues raised in the Inquiry Letter. We hereby express our review opinion on relevant matters (hereinafter referred to as "This Review Opinion"), and have provided further explanations and supplementary disclosures on relevant issues based on the Inquiry Letter.

The content involving supplementary disclosures has been marked in bold italics in the "Report on the Issuance of Shares to Purchase Assets and Related Party Transactions by Guangzhou Ruili Kemi Automotive Electronics Co., Ltd. (Draft Amendment)" (hereinafter referred to as the "Restructuring Report").

Notes:

I. Unless otherwise specified, the abbreviations and definitions in this Review Opinion are the same as those in the "Restructuring Report". In this Review Opinion, any discrepancies in the last digit of the sum of individual items and the total sum are due to rounding.

II. The fonts used in this Review Opinion represent the following meanings:

Inquiry Letter IssueFont Type
Issues raised in the Inquiry LetterBold (Bold)
Reply to the issues raised in the Inquiry LetterSong Type
Modifications and supplements to the Restructuring ReportItalic (Bold)

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