Independent Financial Advisor Declaration and Commitment
The signing date of the independent financial advisor: February 2026
Independent Financial Advisor Commitment
Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United" or "this independent financial advisor") has been entrusted by Tianshui Huatians Technology Co., Ltd. (hereinafter referred to as "Huatians Technology," "the listed company," or "the company") to act as the independent financial advisor for this transaction involving the issuance of shares and cash payment for asset acquisition and the raising of supporting funds (hereinafter referred to as "this transaction"). This report provides independent opinions to all shareholders of the listed company and is prepared based on the following laws and regulations: the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for Major Asset Restructuring of Listed Companies, the Management Measures for Financial Advisory Services for Mergers and Acquisitions of Listed Companies, the Guidelines for Information Disclosure Content and Format No. 26 for Publicly Issued Securities - Major Asset Restructuring of Listed Companies, the Regulatory Guidelines No. 9 for Listed Companies Planning and Implementing Major Asset Restructuring, and the Shenzhen Stock Exchange's Review Rules for Major Asset Restructuring of Listed Companies, among others.
This independent financial advisor has conducted due diligence and carefully reviewed the relevant application and disclosure documents of the listed company, aiming to provide an independent, objective, and fair evaluation of this transaction for reference by all shareholders and relevant parties of the listed company.
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Independent Financial Advisor Commitment
- This financial advisor has fulfilled its due diligence obligations in accordance with relevant laws and regulations and has sufficient reason to believe that the professional opinions expressed do not materially differ from the contents disclosed by the listed company and the information disclosure obligors.
- This financial advisor has thoroughly reviewed the documents disclosed by the listed company and the information disclosure obligors and is confident that the content and format of the disclosure documents meet the requirements.
- This financial advisor has sufficient reason to believe that the transaction plan commissioned by the listed company to this independent financial advisor complies with laws, regulations, and relevant provisions of the China Securities Regulatory Commission and the stock exchange, and that the disclosed information is true, accurate, and complete, without any false records, misleading statements, or significant omissions.
- The professional opinions regarding this transaction have been submitted for review by the internal review body of this independent financial advisor, which has agreed to issue this professional opinion.
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Independent Financial Advisor Declaration
- The documents and materials on which this financial advisor's report is based are provided by the parties involved in this transaction, and the providers are responsible for the authenticity, accuracy, and completeness of the provided documents and materials, ensuring that there are no false records, misleading statements, or significant omissions. This financial advisor does not bear any risk liability arising therefrom.
- This financial advisor's report is issued on the assumption that all parties involved in this transaction have fully and timely fulfilled the relevant agreements and declarations or commitments related to this transaction.
- This financial advisor's report does not constitute any investment advice or opinions regarding the listed company, and this independent financial advisor does not bear any responsibility for any investment decisions made by investors based on this financial advisor's report.
- This independent financial advisor has not commissioned or authorized any other institutions or individuals to provide information not included in this financial advisor's report or to make any explanations or clarifications regarding this financial advisor's report.
- This independent financial advisor particularly reminds investors to carefully read the relevant announcements disclosed regarding this transaction and to review the relevant documents.