Verification Report on Share Transfer Inquiry by Shareholder of Joyful Home Food Group Co., Ltd. to Specific Institutional Investors
Shenzhen Stock Exchange: CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities" or "Organizing Broker") has been entrusted to assist Li Xing (hereinafter referred to as "Transferor") in the inquiry-based transfer of shares held in Joyful Home Food Group Co., Ltd. (hereinafter referred to as "Company" or "Joyful Home") to specific institutional investors. After verification, CITIC Securities reports on whether the shareholder and transferor comply with the requirements of the "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 16 - Inquiry and Allocation Method for Share Transfers by Shareholders of Growth Enterprise Market Listed Companies (2025 Revision)" (hereinafter referred to as "Inquiry Transfer and Allocation Guidelines"), and whether the inquiry, transfer process, and results are fair and just, in accordance with the provisions of the "Inquiry Transfer and Allocation Guidelines."
I. Overview of the Inquiry Transfer
(1) Shareholding Status of the Transferor
As of March 3, 2026, the number of shares held by the transferor prior to the company's initial public offering and their proportion of the total share capital are as follows:
| No. | Shareholder Name | Number of Shares (shares) | Proportion of Total Share Capital |
|---|---|---|---|
| 1 | Li Xing | 50,030,588 | 11.44% |
(2) Quantity of Shares for Inquiry Transfer
The upper limit for the number of shares to be inquired for transfer is 10,936,836 shares. After allocation to the transferee, the inquiry transfer situation is as follows:
| No. | Transferring Shareholder Name | Number of Shares Transferred (shares) | Proportion of Total Share Capital | Proportion of Shares Held by Transferor |
|---|---|---|---|---|
| 1 | Li Xing | 10,936,836 | 2.50% | 21.86% |
(3) Method of Transfer
The transferor, as a pre-IPO shareholder of Joyful Home, will transfer shares through an inquiry-based method to specific institutional investors in accordance with the relevant provisions of the "Inquiry Transfer and Allocation Guidelines."
(4) Principles for Determining the Lower Limit of Transfer Price
The lower limit of the inquiry transfer price is determined through negotiation between the shareholder and the organizing broker. This lower limit shall not be less than 70% of the average trading price of Joyful Home's shares over the 20 trading days prior to the date of sending the "Subscription Invitation for Inquiry Transfer of Shares of Joyful Home Food Group Co., Ltd." (hereinafter referred to as "Subscription Invitation") (i.e., March 3, 2026, inclusive).
(5) Principles for Determining the Transfer Price
- The transfer price is determined based on a bidding process and record-keeping by the organizing broker. The allocation will follow the principles of "subscription price priority, subscription quantity priority, and time of receipt of the 'Subscription Quotation Form' priority." If the total number of valid subscriptions exceeds the upper limit of 10,936,836 shares, the determination of the transfer price, subscription objects, and allocated share quantities will follow these principles:
- (1) Subscription price priority: Sorted from high to low based on declared prices.
- (2) Subscription quantity priority: For the same declared price, sorted from high to low based on subscription quantities.
- (3) Time of receipt of the 'Subscription Quotation Form' priority: For the same declared price and subscription quantity, sorted based on the time of receipt of the 'Subscription Quotation Form' by the organizing broker.
If the cumulative valid subscription shares equal or exceed 10,936,836 shares, the minimum subscription price of the cumulative valid subscriptions will be the transfer price. Allocations will be made in order of the bidding sequence, with all valid subscriptions above the transfer price receiving allocation.