Shanghai AllBright Law Offices
Supplementary Legal Opinion (II) of Shanghai AllBright Law Offices on Zhongying Electronics Co., Ltd.'s Private Placement of A Shares
To: Zhongying Electronics Co., Ltd.
As entrusted by Zhongying Electronics Co., Ltd. (hereinafter referred to as the "Issuer"), the lawyers of this firm, Xia Huijun Lawyer and Zhao Jingyun Lawyer (collectively referred to as the "Lawyers of this Firm"), have served as the dedicated legal advisors for the Issuer's private placement of A shares to specific objects (hereinafter referred to as the "Current Issuance"). This firm has issued the "Legal Opinion of Shanghai AllBright Law Offices on Zhongying Electronics Co., Ltd.'s Private Placement of A Shares" (hereinafter referred to as the "Legal Opinion"), the "Lawyer's Work Report of Shanghai AllBright Law Offices on Zhongying Electronics Co., Ltd.'s Private Placement of A Shares," and relevant supplementary legal opinions (collectively referred to as the "Previously Issued Legal Opinions"). In accordance with the Shenzhen Stock Exchange's Inquiry Letter [2026]020056 regarding the inquiry on Zhongying Electronics Co., Ltd.'s application for private placement of A shares (hereinafter referred to as the "Inquiry Letter") and the Issuer's relevant requirements, this supplementary legal opinion is hereby issued.
The statements and definitions regarding this Firm and the Lawyers of this Firm as stated in the Previously Issued Legal Opinions are equally applicable to this Supplementary Legal Opinion. This Supplementary Legal Opinion constitutes a supplement to the Previously Issued Legal Opinions.
Inquiry Question 1
The proposed issuance of shares to the controlling shareholder, Shanghai Zhieneng Electric Technology Co., Ltd. (hereinafter referred to as "Zhieneng Electric"), aims to raise funds not exceeding RMB 100,000.00 million. After deducting issuance expenses, the funds will be used for the "R&D and Industrialization Project for High-End Industrial Grade (Including Automotive Grade) Analog and Mixed-Signal Chips" (hereinafter referred to as Project 1), the "R&D and Industrialization Project for High-End Industrial Grade (Including Automotive Grade) Main Control SoC (Including Intelligentization)" (hereinafter referred to as Project 2), and to supplement working capital.
Project 1's main products are analog front-end, interface chips, protection chips, and related analog and mixed-signal chips. The project's post-tax financial internal rate of return (IRR) is 23.47%, and the post-tax static investment payback period is 7.92 years (including the construction period). Project 2's main products are microcontrollers (MCUs) and related main control SoCs. The project's post-tax financial IRR is 16.72%, and the post-tax static investment payback period is 8.64 years (including the construction period).
At the end of each reporting period, the Issuer's asset-liability ratio was 18.66%, 21.05%, 16.22%, and 15.23% respectively, which is lower than the average of comparable companies in the same industry. As of March 31, 2026, the book value of the Issuer's transactional financial assets was RMB 15,060.42 million.