Review Opinion on Related Transactions in Restructuring
Guangzhou Zhiguang Electric Co., Ltd. (hereinafter referred to as "Zhiguang Electric," "the listed company," "the company") intends to purchase 27.18% equity of Guangzhou Zhiguang Energy Technology Co., Ltd. (hereinafter referred to as "Zhiguang Energy," "the target company") through the issuance of shares and cash payment, while also raising supporting funds by issuing shares to no more than 35 specific investors (hereinafter referred to as "this transaction," "this restructuring"). Guangdong Securities Co., Ltd. (hereinafter referred to as "this independent financial advisor," "Guangdong Securities") has conducted a review on whether this transaction constitutes a major asset restructuring as defined in Article 12 of the "Administrative Measures for Major Asset Restructuring of Listed Companies" (hereinafter referred to as "the Restructuring Measures"), whether it constitutes a restructuring listing as defined in Article 13 of the Restructuring Measures, and whether it constitutes a related transaction, and has issued the following opinions: