Stock Abbreviation: Zhenan Technology Stock Code: 300767
Zhenan Technology Co., Ltd.
(Plot D-2-4-1, D-2-4-2, Kunming International Printing and Packaging City, Industrial Park, Guandu District, Kunming City, Yunnan Province)
2026 Annual Prospectus for Issuance of Shares to Specific Targets
(Revised Draft)
Sponsor (Lead Underwriter)
(Room 2004, 20th Floor, Dacheng International Building, No. 358 Beijing South Road, High-tech Zone (New Urban District), Urumqi, Xinjiang)
August 2026
Statement
The Company and all directors and senior management warrant that this prospectus contains no false records, misleading statements, or major omissions, and assume corresponding legal responsibility for its authenticity, accuracy, and completeness.
The person in charge of the Company, the person in charge of accounting work, and the person in charge of the accounting institution guarantee the authenticity and completeness of the financial and accounting information in this prospectus.
Any decision or opinion made by the China Securities Regulatory Commission (CSRC) or the stock exchange regarding this issuance does not indicate their guarantee of the authenticity, accuracy, or completeness of the application documents and disclosed information, nor does it constitute a substantive judgment or guarantee of the issuer's profitability, investment value, or investor returns. Any statement to the contrary is a false and untrue representation.
According to the provisions of the Securities Law, after the securities are issued in accordance with the law, the issuer shall be solely responsible for any changes in its operations and earnings.
Investors shall independently judge the investment value of the issuer, make their own investment decisions, and bear the investment risks caused by changes in the issuer's operations and earnings or fluctuations in securities prices after the securities are issued in accordance with the law.
Important Matters Notice
The Company specifically reminds investors to carefully read the full text of this prospectus before making investment decisions, and to pay special attention to the following important matters and company risks.
- Overview of the Issuance of Shares to Specific Targets
(1) The relevant matters concerning this issuance of shares to specific targets have been deliberated and approved at the 28th meeting of the 4th Board of Directors, the 1st Extraordinary General Meeting of 2026, the 33rd meeting of the 4th Board of Directors, and the 34th meeting of the 4th Board of Directors. It remains subject to review and approval by the Shenzhen Stock Exchange and registration by the CSRC before implementation.
(2) The targets for this issuance are Ning Huaxiang and Shenzhen Dongchuang Shuzhi Technology Co., Ltd., and this issuance constitutes a related-party transaction. The targets will subscribe for the shares in cash in full. When the Board of Directors deliberated on the relevant proposals, it strictly followed the provisions of relevant laws, regulations, and the Company's internal systems to fulfill the deliberation and voting procedures for related-party transactions, and related directors abstained from voting. The independent directors of the Company convened a special meeting to deliberate and approve the above proposals. When the General Meeting of Shareholders deliberated on the relevant proposals, related shareholders abstained from voting on matters related to this issuance.
(3) The pricing base date for this issuance is the first day of the issuance period. The issue price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing base date (Average trading price for the 20 trading days preceding the pricing base date = Total trading amount for the 20 trading days preceding the pricing base date / Total trading volume for the 20 trading days preceding the pricing base date). If the Company has ex-rights or ex-dividend matters such as dividend distribution, bonus shares, or capitalization of capital reserves during the period from the pricing base date to the issuance date, the floor price for this issuance will be adjusted accordingly.