2026 Plan for Issuance of Shares to Specific Targets (Revised Draft)

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Sino Wealth Electronic Co., Ltd. 2026 Plan for Issuance of Shares to Specific Targets (Revised Draft) June 2026

Issuer Statement

1. The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or material omissions, and they assume corresponding legal liability for the truthfulness, accuracy, and completeness of the contents of this plan.

2. This plan is prepared in accordance with the "Administrative Measures for the Registration of Securities Issuance by Listed Companies" and other regulations and normative documents.

3. Upon completion of this issuance of shares to specific targets, the Company shall be solely responsible for changes in its operations and earnings; investors shall be solely responsible for investment risks arising from this issuance.

4. This plan is the Board of Directors' explanation of this issuance of shares to specific targets, and any statements to the contrary are false.

5. The matters described in this plan do not represent a substantive judgment, confirmation, approval, or verification by the approval authorities regarding the matters related to this issuance. The effectiveness and completion of the matters described herein are still subject to the deliberation and approval of the Company's shareholders' meeting and the approval or verification of relevant approval authorities.

6. If investors have any questions, they should consult their stockbroker, lawyer, professional accountant, or other professional advisor.

Special Notice

1. The matters related to this issuance of shares to specific targets have been deliberated and approved at the seventh meeting of the sixth Board of Directors, the ninth meeting of the sixth Board of Directors, and the first extraordinary general meeting of 2026. This issuance is still subject to the review and approval of the Shenzhen Stock Exchange and the registration approval of the China Securities Regulatory Commission (CSRC) before it can be implemented. The final issuance plan shall be subject to the plan approved by the CSRC.

2. The target of this issuance is the Company's controlling shareholder, Zhineng Gongdian. The target will subscribe for the shares in cash in RMB. This issuance constitutes a related-party transaction. The independent directors have held a special meeting to deliberate on this related-party transaction. When the Board of Directors deliberated on the relevant proposals, the related directors abstained from voting. When the shareholders' meeting deliberated on the relevant matters, the related shareholders abstained from voting.

3. The pricing base date for this issuance is the first day of the issuance period. The issuance price shall not be lower than 80% of the average stock price of the Company for the 20 trading days prior to the pricing base date (Average price = Total trading volume for the 20 trading days prior to the pricing base date ÷ Total trading volume for the 20 trading days prior to the pricing base date). If there are new regulations or regulatory opinions on the pricing principles for issuance to specific targets in national laws, regulations, or other normative documents, the Company will make corresponding adjustments in accordance with the latest regulations or regulatory opinions.

4. The total amount of funds raised from this issuance shall not exceed RMB 1,000,000,000 (inclusive). The number of shares to be issued is determined by dividing the total amount of raised funds by the issuance price, with the proposed subscription amount not exceeding 49,407,114 shares (inclusive) and not exceeding 30% of the Company's total share capital before this issuance. The final cap on the number of shares issued shall be subject to the cap approved by the CSRC. If the CSRC or the stock exchange adjusts the total amount of funds raised before this issuance, the number of shares to be issued will be adjusted accordingly. The specific number of shares to be issued shall be determined by the Board of Directors as authorized by the shareholders' meeting, in consultation with the sponsor (lead underwriter), provided that relevant laws and regulations are met.