China International Capital Corporation Limited
Special Verification Opinion on Hunan Gold Corporation Limited's Major Asset Restructuring Policy and Transaction Type
China International Capital Corporation Limited (hereinafter referred to as "the Company") intends to acquire 100% equity of Hunan Gold Tianyue Mining Co., Ltd. (hereinafter referred to as "Golden Tianyue") held by Hunan Gold Group Co., Ltd. (hereinafter referred to as "Hunan Gold Group") and Hunan Tianyue Investment Group Co., Ltd. (hereinafter referred to as "Tianyue Investment Group"), and 100% equity of Hunan Zhongnan Gold Smelting Co., Ltd. (hereinafter referred to as "Zhongnan Smelting") held by Hunan Gold Group, and issue shares to raise supporting funds (hereinafter referred to as "this Restructuring" or "this Transaction").
China International Capital Corporation Limited (hereinafter referred to as "Independent Financial Advisor"), as the independent financial advisor for this Transaction, has conducted a verification of the industry policy and transaction type of this Transaction in accordance with the requirements of regulations such as the "Supervision Rule Application Guidelines - Listed Companies No. 1" and hereby expresses the following opinions:
I. Verification Content
(I) Whether the industries or enterprises involved in this restructuring fall within the scope of "Automobile, Steel, Cement, Shipbuilding, Electrolytic Aluminum, Rare Earth, Electronic Information, Medicine, Agricultural Industrialization Leading Enterprises, High-end CNC Machine Tools and Robots, Aerospace Equipment, Marine Engineering Equipment and High-tech Ships, Advanced Rail Transit Equipment, Power Equipment, New Generation Information Technology, New Materials, Environmental Protection, New Energy, Biological Industry; Other industries urgently needing accelerated integration and transformation and upgrading as required by the Party Central Committee and the State Council" as defined in the "Supervision Rule Application Guidelines - Listed Companies No. 1".