Independent Financial Advisor Report
Independent Financial Advisor Statement and Commitment
Guotou Securities Co., Ltd. (hereinafter referred to as "Guotou Securities" or "Independent Financial Advisor") has been entrusted by Zhongshan United Optoelectronics Technology Co., Ltd. (hereinafter referred to as "United Optoelectronics," "the Company," or "the Listed Company") to act as the independent financial advisor for the issuance of shares to purchase assets and raise supporting funds, as well as related transactions (hereinafter referred to as "the Transaction"). This report provides independent opinions to all shareholders of United Optoelectronics regarding the matter and is prepared in strict accordance with the requirements of the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for Major Asset Restructuring of Listed Companies, the Guidelines for the Content and Format of Information Disclosure by Companies Issuing Securities No. 26 - Major Asset Restructuring of Listed Companies, and the Management Measures for Financial Advisory Services for Mergers and Acquisitions of Listed Companies, among other laws and regulations. The Independent Financial Advisor has conducted due diligence in accordance with recognized industry standards and ethical norms, and has carefully reviewed the relevant application and disclosure documents of the listed company. The following statements and commitments are made regarding the relevant matters:
- Independent Financial Advisor Statement
- (1) The documents and materials on which this Independent Financial Advisor Report is based are provided by the parties involved in the Transaction, and the providers are responsible for the authenticity, accuracy, and completeness of the provided documents and materials, ensuring that there are no false records, misleading statements, or significant omissions. The Independent Financial Advisor does not bear any risk liability arising therefrom.
- (2) This Independent Financial Advisor Report is based on the premise that all parties involved in the Transaction fully perform their obligations in accordance with the terms and commitments of the relevant agreements.
- (3) For facts that are crucial to this Independent Financial Advisor Report but cannot be supported by independent evidence or require legal, auditing, or evaluation expertise to identify, the Independent Financial Advisor primarily relies on opinions, explanations, and other documents issued by relevant government departments, law firms, accounting firms, asset appraisal agencies, and other relevant entities to make judgments.
- (4) The Independent Financial Advisor has not commissioned or authorized any other institutions or individuals to provide information not included in this Independent Financial Advisor Report or to make any interpretations or explanations of this Independent Financial Advisor Report.