Stock Code: 300828 Stock Abbreviation: Ruixin Technology Listing Venue: Shenzhen Stock Exchange
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Tianjin Ruixinchang Technology Co., Ltd.
Summary of the Report (Draft) on Issuance of Shares and Payment of Cash to Purchase Assets and Raise Supporting Funds and Related Party Transactions
| Counterparty Type | Name |
|---|---|
| Counterparties for share issuance and cash payment for assets | Tong Xiaoping, Zhang Yapeng, and 10 other counterparties |
| Subscribers for supporting funds | No more than 35 qualified specific investors, including Huangshan Kaitou Lingdun Venture Capital Co., Ltd. |
Independent Financial Advisor
Guoyuan Securities Co., Ltd.
June 2026
Listed Company Statement
The purpose of this summary of the reorganization report is to provide the public with a brief overview of the reorganization and does not include all parts of the full report. The full report is simultaneously published on the website of the Shenzhen Stock Exchange.
The Company and all directors and senior management guarantee the truthfulness, accuracy, and completeness of the contents of this report and its summary, ensuring there are no false records, misleading statements, or major omissions, and assume corresponding legal liability for their truthfulness, accuracy, and completeness.
The Company's controlling shareholder, actual controller, directors, and senior management undertake that if the information disclosed or provided by them for this transaction is suspected of containing false records, misleading statements, or major omissions, and is subject to case filing and investigation by judicial authorities or the China Securities Regulatory Commission (CSRC), they will not transfer the shares they hold in the Company until a conclusion is reached. They shall submit a written application for suspension of transfer and their stock account to the Company's Board of Directors within two trading days of receiving the notice of investigation, and the Board shall apply for a lock-up with the Shenzhen Stock Exchange and the Shenzhen Branch of China Securities Depository and Clearing Corporation. If they fail to submit the application within two trading days, they authorize the Company's Board of Directors to verify and directly report their identity and account information to the Shenzhen Stock Exchange and the Shenzhen Branch of China Securities Depository and Clearing Corporation to apply for a lock-up. If the Board fails to report, they authorize the Shenzhen Stock Exchange and the Shenzhen Branch of China Securities Depository and Clearing Corporation to lock the relevant shares directly. If the investigation concludes that there were violations, they commit to voluntarily using the locked shares for investor compensation arrangements.
The effectiveness and completion of this transaction are subject to the approval or verification of the relevant authorities. Any decision or opinion made by the approval authorities regarding this transaction does not constitute a substantive judgment or guarantee of the investment value of the Company's stock or the returns for investors.
After the completion of this transaction, the Company is responsible for its own operations and changes in earnings; investors are responsible for the investment risks arising from this transaction. When evaluating this transaction, investors should carefully consider the risk factors disclosed in this report and its summary, in addition to the content of this report and other simultaneously disclosed documents. If investors have any questions regarding this report, they should consult their stockbroker, lawyer, accountant, or other professional advisor.
Counterparty Statement
The counterparties to this transaction have issued a letter of commitment to provide relevant information regarding the reorganization to the listed company in a timely manner and guarantee the truthfulness, accuracy, and completeness of the information provided, ensuring no false records, misleading statements, or major omissions. If losses are caused to the listed company or investors due to false records, misleading statements, or major omissions in the provided information, they will assume liability for compensation in accordance with the law.