Declaration
The sponsor and its representatives, in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Registration of Securities Issuance by Listed Companies, the Administrative Measures for the Sponsorship of Securities Issuance and Listing, and other relevant laws, administrative regulations, and the rules of the China Securities Regulatory Commission (CSRC) and the Shenzhen Stock Exchange, have acted with honesty, integrity, and due diligence. We have strictly followed the legally established business rules, industry practice standards, and ethical codes to issue this sponsorship letter, and we guarantee the truthfulness, accuracy, and completeness of the documents provided.
Unless otherwise specified, terms used in this sponsorship letter have the same meanings as those in the "Due Diligence Report of Guolian Minsheng Securities Underwriting and Sponsorship Co., Ltd. on Goldenmax International Group Ltd.'s 2025 A-Share Issuance to Specific Targets."
Table of Contents
- Declaration 1
- Table of Contents 2
- Section I: Basic Information on the Securities Issuance 3
- I. Introduction to the Sponsor, Representatives, and Project Team Members 3
- II. Basic Information of the Issuer 4
- III. Statement on Affiliation between the Issuer and the Sponsor 10
- IV. Internal Audit Procedures and Opinions of the Sponsor 11
- Section II: Sponsor Commitments 14
- Section III: Recommendation Opinions on the Securities Issuance 15
- I. Issuer's Decision-Making Procedures for the Issuance 15
- II. Compliance with Conditions under the Company Law and Securities Law 15
- III. Compliance with Conditions under the Administrative Measures for Registration 17
- IV. Compliance with Applicable Opinions on the Administrative Measures for Registration 20
- V. Verification of Compliance with Guidance on Dilution of Immediate Returns 22
- VI. Special Verification on Paid Third-Party Engagements 22
- VII. Major Risks Facing the Issuer 23
- VIII. Sponsor's Evaluation of the Issuer's Development Prospects 28
- IX. Sponsorship Opinion of Guolian Minsheng Securities 28
Section I: Basic Information on the Securities Issuance
I. Introduction to the Sponsor, Representatives, and Project Team Members
(I) Name of the Sponsor Guolian Minsheng Securities Underwriting and Sponsorship Co., Ltd. (hereinafter referred to as "Guolian Minsheng," "Sponsor," or "Sponsorship Institution").
(II) Designated Sponsorship Representatives He Liheng: Sponsorship representative, Master of Economics. Began investment banking in 2015. Led or participated in the IPOs of Anjoy Foods and Huazhirong, and the 2018 and 2020 public convertible bond issuances of Anjoy Foods. Possesses extensive investment banking experience.
Qian Pengcheng: Sponsorship representative, Certified Public Accountant, Master of Finance. Previously worked at Rongcheng Certified Public Accountants (Special General Partnership) and Zhixin Certified Public Accountants (Special General Partnership). Participated in IPO audits and annual audits for multiple domestic listed companies. Began investment banking in 2020. Led or participated in the IPO of Yoshioka Precision, the private placement of Yueyang Xingchang, the non-public issuance and major asset restructuring of Guolian Securities, the public bond issuance of Shanghai Lingang, and various corporate restructuring projects. Possesses extensive investment banking experience.
(III) Project Coordinator and Other Team Members
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Project Coordinator and Other Team Members Project Coordinator: Chen Xinyi Other Team Members: Lin Wenmin, Xiao Wentao, Yang Ziyuan
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Professional Background of the Project Coordinator Chen Xinyi: Master of Accounting. Began investment banking in 2023. Participated in projects such as the transfer of control of Honghui New Materials and the tutoring for the IPO of Hengye Microcrystal. Possesses a solid financial foundation.
II. Basic Information of the Issuer
(I) Issuer Basic Information