Explanation from the Board of Directors on the Transaction Constituting Related Party Transaction and Major Asset Restructuring, but Not a Restructuring Listing

Xiamen Jiarong Technology Co., Ltd. (hereinafter referred to as "the Company" or "the Listed Company") intends to issue shares to purchase 100% of Hangzhou Lanran Technology Co., Ltd. (hereinafter referred to as "the Target Company") held by Xiamen Puyu Investment Partnership (Limited Partnership) (hereinafter referred to as "Xiamen Puyu") and 18 other transaction parties, and to raise supporting funds (hereinafter referred to as "this transaction"). According to the relevant provisions 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 (hereinafter referred to as "the Restructuring Measures"), the Regulatory Guidelines No. 9 for Listed Companies—Regulatory Requirements for Planning and Implementing Major Asset Restructuring, and the Guidelines No. 26 for Information Disclosure Content and Format for Companies Issuing Securities—Major Asset Restructuring of Listed Companies, the Board of Directors has carefully reviewed that this transaction constitutes a related party transaction and a major asset restructuring, but does not constitute a restructuring listing, and explains as follows:

(1) This transaction constitutes a major asset restructuring

In this transaction, the listed company intends to purchase 100% of the shares of the Target Company through the issuance of shares. The audited total assets, net assets, and operating income of the purchased assets for 2025 account for the following proportions of the relevant indicators in the audited consolidated financial statements of the listed company for 2025 and the transaction price: