Board of Directors' Explanation on the Impact of the Proposed Restructuring on Diluted Earnings Per Share, Mitigation Measures, and Commitments of Relevant Parties

Shenzhen Fast-Union Wireless Communication Co., Ltd. Board of Directors

Explanation on the Impact of the Proposed Restructuring on Diluted Earnings Per Share, Mitigation Measures, and Commitments of Relevant Parties

Shenzhen Fast-Union Wireless Communication Co., Ltd. (hereinafter referred to as the "Company," "Listed Company," or "Fast-Union") proposes to acquire 37.16% of the shares of Shenzhen Huarong Electronics Co., Ltd. (hereinafter referred to as the "Target Company" or "Huarong Electronics") by way of cash payment. Simultaneously, through an acting-in-concert agreement, the Company will gain control of the Target Company (hereinafter referred to as the "Proposed Transaction" or "Restructuring"). Upon completion of the Proposed Transaction, Huarong Electronics will become a controlling subsidiary of the Company.

In accordance with the "Several Opinions of the State Council on Further Promoting the Healthy Development of the Capital Market" (Guo Fa [2014] No. 17), the "Opinions of the General Office of the State Council on Further Strengthening the Protection of the Legal Rights and Interests of Small and Medium Investors in the Capital Market" (Guo Ban Fa [2013] No. 110), and the "Guiding Opinions on Matters Concerning the Dilution of Immediate Returns from Issuance, Refinancing, and Major Asset Restructuring" (CSRC Announcement [2015] No. 31), etc., the Company hereby provides a detailed explanation of the impact of the Proposed Transaction on the dilution of immediate returns:

I. Impact of the Proposed Transaction on the Company's Diluted Earnings Per Share

The Proposed Transaction will be settled by cash payment and does not involve the issuance of new shares. Prior to the Proposed Transaction, the Company's basic earnings per share for 2025 and January-April 2026 were RMB 0.44/share and RMB 0.04/share, respectively. According to the "Pro Forma Review Report," after the Restructuring, the Listed Company's basic earnings per share for 2025 and January-April 2026 will be RMB 0.53/share and RMB 0.07/share, respectively, representing an increase of 20.45% and 88.34%. Therefore, the Proposed Transaction will not result in the dilution of earnings per share.