Verification Opinion on the Self-Inspection Report Regarding Insider Trading by Insiders Related to the Transaction of Shanghai Weitai Industrial Automation Co., Ltd.
Shanghai Weitai Industrial Automation Co., Ltd. (hereinafter referred to as "the listed company," "the company," or "Weitai") plans to acquire a total of 30,285,330 shares (51.00% of the total shares) from certain shareholders of Shanghai Zijiang New Materials Technology Co., Ltd. (hereinafter referred to as "Zijiang New Materials") for cash, thereby obtaining control of Zijiang New Materials (hereinafter referred to as "this transaction" or "this restructuring"). Following this transaction, Zijiang New Materials will be included in the consolidated financial statements of the listed company. This transaction constitutes a significant asset purchase.
I. Self-Inspection Period and Scope of Verification of Stock Trading by Related Parties
According to the requirements of the "Securities Law of the People's Republic of China," "Administrative Measures for Major Asset Restructuring of Listed Companies," "Guidelines for the Content and Format of Information Disclosure by Companies Issuing Securities No. 26 - Major Asset Restructuring of Listed Companies," and "Guidance on the Application of Regulatory Rules - Listed Companies No. 1," Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or "independent financial advisor"), as the independent financial advisor for Weitai's transaction, conducted a verification of the stock trading activities of insiders related to this transaction. The specifics are as follows:
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Self-Inspection Period
The self-inspection period for the stock trading activities of insiders related to this transaction is from six months prior to the first announcement of the restructuring matter until the trading day before the disclosure of the "Report on Major Asset Purchase and Related Transactions of Shanghai Weitai Industrial Automation Co., Ltd. (Draft)," specifically from June 18, 2024, to July 15, 2025 (hereinafter referred to as "the self-inspection period"). -
Scope of Verification
- The listed company and its directors, supervisors, senior management, and related insiders;
- The counterparty and its directors, supervisors, senior management, and related insiders;
- The controlling shareholders of the listed company and their main responsible persons, actual controllers, and related insiders;
- Relevant intermediary institutions providing services for this transaction and their personnel;
- Other legal entities and individuals who are aware of the insider information related to this restructuring;
- Immediate family members of the aforementioned individuals, including spouses, parents, and adult children.
II. Stock Trading Activities of Related Parties During the Self-Inspection Period
Based on the "Shareholder and Share Change Inquiry Certificate" and "Detailed List of Shareholder Changes" issued by the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., as well as self-inspection reports and declarations from relevant parties, the stock trading activities of related parties during the self-inspection period are as follows: