Response from Zhongshen Zhonghuan Accounting Firm on the Inquiry Letter Regarding the Application for Issuing Shares to Purchase Assets by Meinian Health Industry Holdings Co., Ltd. (Revised Draft)

Response from Zhongshen Zhonghuan Accounting Firm on the Inquiry Letter Regarding the Application for Issuing Shares to Purchase Assets by Meinian Health Industry Holdings Co., Ltd. (Revised Draft)

To: Shenzhen Stock Exchange

Zhongshen Zhonghuan Accounting Firm (Special General Partnership) (hereinafter referred to as "our firm" or "we") is the auditing institution for Meinian Health Industry Holdings Co., Ltd. (hereinafter referred to as "Meinian Health") in this share issuance for asset acquisition and related transactions. We issued standard unqualified audit reports on February 10, 2026, for the significant asset restructuring transaction targets, which include:

On August 22, 2025, the Shenzhen Stock Exchange issued an inquiry letter regarding Meinian Health's application for issuing shares to purchase assets (Inquiry Letter No. (2025) 130013) (hereinafter referred to as "Inquiry Letter"). Based on our audit work on the relevant financial statements of the target companies, we have conducted verification procedures on the questions requiring our response in the Inquiry Letter. The verification results are as follows:

Question 1: Necessity of the Transaction

The application documents and public information indicate:

1. As of the date of signing this report, the target assets are licensed to use the listed company "Meinian Health" or "Aoya" brand for health examination operations.
2. The transaction targets are equity stakes in companies controlled or held by the company. Upon completion of the transaction, the listed company will directly and indirectly hold 100% equity of the target assets. Historically, the listed company has engaged in multiple acquisitions, and as of the end of 2024, it controlled 312 health examination centers and held stakes in 264 centers. The listed company intends to expand the breadth and depth of health examination services through this transaction and optimize its industrial layout.
3. The listed company plans to acquire part of the equity of health examination centers held by Yanjiji (Shanghai) Enterprise Management Co., Ltd. (hereinafter referred to as "Yanjiji"), which is a specific measure for the actual controller of the listed company to fulfill commitments and resolve industry competition issues.
4. The transaction will be paid for by issuing shares; as of March 31, 2025, the listed company had a cash balance of 2.299 billion yuan.
5. As of the end of the first quarter of 2025, the listed company had goodwill of 5.141 billion yuan, accounting for 26.75% of total assets. According to the reviewed report, the transaction will add goodwill of 275 million yuan, with the new goodwill accounting for 3.15% and 1.39% of the net asset and total asset amounts, respectively.