Background
CITIC Securities Co., Ltd. (hereinafter referred to as "Independent Financial Advisor" or "CITIC Securities") was entrusted by Chengdu Xinzhu Road and Bridge Machinery Co., Ltd. (hereinafter referred to as "Xinzhu Co.," "the Company," or "the Listed Company") to act as the independent financial advisor for the asset sale, issuance of shares, cash purchase of assets, and fundraising related to the transaction (hereinafter referred to as "the Transaction"). As the independent financial advisor for this transaction, CITIC Securities conducted a verification of the stock trading activities of insiders related to the transaction, as detailed below:
1. Self-Examination Period for Insiders
The self-examination period for insiders involved in this transaction (hereinafter referred to as "the Self-Examination Period") spans from six months prior to the Company's first announcement of the restructuring to the day before the announcement of significant adjustments to the restructuring plan, specifically from November 25, 2024, to May 11, 2026.
2. Scope of Verification for Insiders
The scope of verification for insiders involved in this transaction includes:
- The Company and its directors, senior management, former supervisors, and related informed personnel;
- The counterparty and its directors, senior management, former supervisors, and related informed personnel;
- The Company's controlling shareholders and their directors, senior management, former supervisors, and related informed personnel;
- Relevant informed personnel of the target company;
- Relevant intermediary institutions and their personnel providing services for this transaction;
- Other individuals who are aware of the insider information related to this transaction;
- Immediate family members of the aforementioned individuals, including spouses, parents, and adult children.
3. Stock Trading Activities of Related Parties in the Transaction
According to the "Shareholding and Share Change Inquiry Certificate" and "Shareholder Share Change Detail List" issued by the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., as well as self-examination reports and commitment letters from insiders, the specific stock trading activities of insiders during the self-examination period are as follows: