Verification Opinion
Western Securities Co., Ltd. (hereinafter referred to as "Western Securities" or "Sponsor") has acted as the sponsor for the initial public offering (IPO) of Shaanxi Meino Clean Energy Group Co., Ltd. (hereinafter referred to as "Meino Energy" or "Company") during the continuous supervision phase. In accordance with the "Regulations on the Management of Sponsorship for Securities Issuance and Listing," "Shenzhen Stock Exchange Listing Rules," and "Self-Regulatory Guidelines No. 13 for Listed Companies on the Shenzhen Stock Exchange - Sponsorship Business," we have conducted a careful and prudent verification of the matters related to the lifting of restrictions on shares issued prior to the IPO and their listing for circulation. The specific situation is as follows:
I. Company's IPO and Subsequent Changes in Capital Structure
According to the approval from the China Securities Regulatory Commission (hereinafter referred to as "CSRC") regarding the IPO of Shaanxi Meino Clean Energy Group Co., Ltd. (Approval No. [2022] 2093), the company issued 46,900,000 ordinary shares (A shares), resulting in a total capital of 187,579,697 shares after the issuance. The company's shares were listed on the Shenzhen Stock Exchange main board starting from October 31, 2022. The total share capital before the IPO was 140,679,697 shares, and after the IPO, it became 187,579,697 shares, including 140,679,697 shares with restrictions and 46,900,000 unrestricted shares. As of October 31, 2023, 5,227,939 shares among the restricted shares have been released and listed for circulation, leaving 135,451,758 shares still under restriction (excluding shares locked by executives).
On March 25, 2025, the company held the 13th meeting of the third board of directors and the 12th meeting of the third supervisory board, and on April 16, 2025, the 2024 annual general meeting of shareholders was held, which approved the proposal on the profit distribution and capital reserve conversion plan for 2024. This plan was implemented on April 28, 2025, based on the total share capital of 183,529,697 shares after deducting the repurchased shares of 4,050,000 shares, with a capital reserve conversion of 3 shares for every 10 shares held by all shareholders, totaling 55,058,909 shares. After the conversion, the total share capital increased to 242,638,606 shares. As of the date of this verification opinion, the total share capital of the company is 242,638,606 shares, of which restricted circulating shares amount to 177,339,347 shares (including shares locked by executives), accounting for 73.0879% of the total share capital; unrestricted circulating shares amount to 65,299,259 shares, accounting for 26.9121%.