Announcement on the Sale of Equity in Subsidiary Fanhuang Construction and Related Party Transaction

Anhui Zhongfu Yuan Chuang Technology Group Co., Ltd.

Announcement on the Sale of Equity in Subsidiary Fanhuang Construction and Related Party Transaction

The Company and all members of the Board of Directors guarantee the content of the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.

Special Notice:

1. In accordance with the strategic transformation and development positioning of Anhui Zhongfu Yuan Chuang Technology Group Co., Ltd. (hereinafter referred to as the "Company"), and considering the subsequent contraction of the construction engineering business, the Company plans to dispose of its wholly-owned engineering subsidiary Anhui Fanhuang Construction Engineering Co., Ltd. (hereinafter referred to as "Fanhuang Construction"). The Company intends to sell 100% of its equity in Fanhuang Construction to Zhongchen Investment for a consideration of RMB 100.6305 million and sign a "Equity Transfer Agreement". After deducting certain outstanding debts between the Company and its subsidiaries and Fanhuang Construction, the actual equity transfer payment to be made by Zhongchen Investment is RMB 17.6862 million. Upon completion of this transaction, the Company will no longer hold equity in Fanhuang Construction, and Fanhuang Construction will no longer be included in the Company's consolidated financial statements.

2. Zhongchen Investment is a subsidiary actually controlled by Mr. Zhang Bozhong, a shareholder holding more than 5% of the Company's shares. In accordance with the "Rules Governing the Listing of Stocks on the Growth Enterprise Market of the Shenzhen Stock Exchange" and other relevant regulations, Zhongchen Investment is a related party to the Company, and this transaction constitutes a related party transaction.

3. This related party transaction has been reviewed and approved by the Fifth Special Committee of Independent Directors, the Fifth Committee of Strategy and ESG, and the Eighteenth Board of Directors of the Fourth Board of Directors, with no related directors abstaining. The above matters fall within the scope of review by the Board of Directors and do not require submission to the Company's shareholders' meeting for review.

4. This related party transaction does not constitute a major asset restructuring as stipulated in the "Measures for the Administration of Major Asset Restructuring of Listed Companies" and does not require approval from relevant authorities.

5. As of now, the equity transfer agreement has not yet been signed. The Company will expedite the signing process after the Board of Directors' approval and fulfill its information disclosure obligations in a timely manner according to subsequent progress. Investors are advised to pay attention to investment risks.

I. Overview of Related Party Transactions

1. Details of Related Party Transaction

In accordance with the Company's strategic transformation and development positioning, in order to further optimize the asset structure, reduce diversified management costs, and improve overall operational efficiency, the Company plans to sign an "Equity Transfer Agreement" with Zhongchen Investment to sell its 100% equity in Fanhuang Construction to Zhongchen Investment for a consideration of RMB 100.6305 million. The specific pricing and final transaction amount are as follows:

The transfer price of the target equity is determined based on the asset appraisal value. According to the "Asset Valuation Report of All Equity Interests of Anhui Fanhuang Construction Engineering Co., Ltd. Involved in the Proposed Equity Transfer by Anhui Zhongfu Yuan Chuang Technology Group Co., Ltd." (Zhongshui Zhiyuan Appraisal Report [2026] No. 020272), with December 31, 2025, as the valuation base date, the net asset value of the target company is RMB 104.9196 million. The parties have agreed to deduct the profit and loss incurred from January 1, 2026, to March 31, 2026, which is RMB -4.2891 million. This portion of profit and loss is deducted from the appraised value, thus the final equity transfer price is determined to be RMB 100.6305 million.