Table of Contents
Section 1 Special Statement
The terms or abbreviations used in this section have the same meaning as those defined in the "Definitions" section, unless otherwise specified.
In accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Administrative Measures for the Takeover of Listed Companies," "Information Disclosure and Format Rules for Public Issuance of Securities No. 15 - Equity Change Report," "Information Disclosure and Format Rules for Public Issuance of Securities No. 16 - Takeover Report of Listed Companies," and other relevant laws and regulations, Zhong De Securities Co., Ltd. (hereinafter referred to as the "Financial Advisor") has issued this review opinion based on industry-recognized business standards, ethical norms, and the spirit of honesty, trustworthiness, diligence, and prudence, after conducting a thorough investigation.
The Financial Advisor hereby makes the following statements:
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The Financial Advisor has no relationship with any party involved in this equity change, and the review opinion is issued independently by the Financial Advisor. The Financial Advisor has not entrusted or authorized any other institution or individual to provide information not listed in the Financial Advisor's review opinion as a supplement or modification to this review opinion, or to provide any interpretation or explanation of this review opinion.
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The information used by the Financial Advisor is provided by the disclosing party. The disclosing party has made a commitment to ensure that the information and documents provided are true, accurate, and complete, without any material omissions, false records, or misleading statements, and assumes individual and joint legal responsibility for their truthfulness, accuracy, and completeness.
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The Financial Advisor has sufficient reason to believe that this equity change complies with relevant laws, regulations, and normative documents. The Financial Advisor has fulfilled its due diligence obligations in accordance with regulations and has reviewed the "Detailed Equity Change Report" disclosed by the disclosing party. It is confirmed that the content and format of the disclosure document comply with regulations, and there is sufficient reason to believe that the professional opinions expressed do not have substantive differences from the content of the documents disclosed by the disclosing party.
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The Financial Advisor has implemented strict confidentiality measures and strictly adhered to risk control and internal isolation systems, and there are no issues of insider trading, market manipulation, or securities fraud. At the same time, it has urged the disclosing party to fulfill its information disclosure obligations in a timely manner.
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The financial advisor's opinion on this equity change matter has been reviewed by the financial advisor's internal audit department, which has agreed to issue this professional opinion.
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The Financial Advisor specifically reminds investors that this review opinion does not constitute any investment advice for any party involved in this equity change or their related companies. The Financial Advisor shall not bear any responsibility for any investment risks arising from investment decisions made by investors based on this review opinion.
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The Financial Advisor specifically reminds investors to carefully read the "Detailed Equity Change Report" and related listed company announcements and filing documents.
Section 2 Definitions
In this review opinion, unless the context otherwise requires, the following abbreviations or terms have the following specific meanings: