Oriental Securities Co., Ltd.
Audit Opinion on the Custody, Management, and Use of Raised Funds of Zhejiang Yonggui Electric Appliance Co., Ltd. in 2025
As the sponsor of Zhejiang Yonggui Electric Appliance Co., Ltd. (hereinafter referred to as "Yonggui Electric Appliance" or "the Company") for its issuance of convertible corporate bonds to unspecified targets, Oriental Securities Co., Ltd. (hereinafter referred to as "Oriental Securities" or "the Sponsor") has audited the custody and use of raised funds by Yonggui Electric Appliance in 2025 in accordance with the "Administrative Measures for Securities Issuance and Underwriting Business," the "Shenzhen Stock Exchange GEM Stock Listing Rules," and the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 13 - Sponsorship Business," and other relevant regulations. The audit opinion is as follows:
I. Basic Situation of Raised Funds
(I) Amount of Raised Funds Actually Raised and Time of Fund Arrival
According to the "Approval of the China Securities Regulatory Commission on the Registration of Zhejiang Yonggui Electric Appliance Co., Ltd. for Issuing Convertible Corporate Bonds to Unspecified Targets" (Zhengjianxuke [2025] No. 223), the issuance was organized and implemented by the lead underwriter, Oriental Securities Co., Ltd. The issuance included a priority offering to existing shareholders, with the remaining portion (including shares abandoned by existing shareholders) offered to public investors online, and the balance underwritten by the lead underwriter. The Company actually issued 9.8 million convertible corporate bonds, each with a face value of RMB 100.00, at face value. The total issuance amounted to RMB 980,000,000.00, with a total of RMB 980,000,000.00 raised. After deducting underwriting and custody fees of RMB 3,773,600.00 (excluding VAT), the actual amount received was RMB 976,226,400.00. This amount was remitted to the Company's account by the lead underwriter, Oriental Securities Co., Ltd., on March 19, 2025. Furthermore, after deducting external expenses directly related to the issuance of convertible corporate bonds, such as sponsorship fees, legal fees, accounting fees, credit rating fees, information disclosure fees, and issuance handling fees, totaling RMB 4,220,400.00 (excluding VAT), the net amount of raised funds was RMB 972,006,000.00. The arrival of these raised funds has been verified by Tianjian Certified Public Accountants (Special General Partnership), who issued the "Capital Verification Report" (Tianjian Shen [2025] No. 51).
(II) Use and Balance of Raised Funds
| Item | Serial Number | Amount (RMB 10,000) |
|---|---|---|
| Net raised funds | A | 97,200.60 |
| Funds used for cash management as of the beginning of the period | ||
| Project investment | B1 | — |
| Balance of funds for cash management as of the beginning of the period | B2 | — |
| Net interest income | B3 | — |
| Funds used for cash management during the period | ||
| Project investment | C1 | 55,530.91 |
| Raised funds for cash management during the period | C2 | 143,500.00 |
| Raised funds redeemed from cash management during the period | C3 | 120,000.00 |
| Net interest income | C4 | 342.39 |
| Funds used for cash management as of the end of the period | ||
| Project investment | D1=B1+C1 | 55,530.91 |
| Balance of funds for cash management as of the end of the period | D2=B2+C2-C3 | 23,500.00 |
| Net interest income | D3=B3+C4 | 342.39 |
| Accrued raised funds | ||
| E=A-D1-D2+D3 | 18,512.08 | |
| Actual balance of raised funds | F | 18,512.08 |
| Difference | G=E-F | — |
II. Custody and Management of Raised Funds
(I) Management of Raised Funds