Chapter 1 Definitions
In this Independent Financial Advisor Report, unless otherwise specified, the following terms have the meanings set forth below:
| Term | Definition |
|---|---|
| The Company, Company, Rongqi Technology | Rongqi Industrial Technology (Suzhou) Co., Ltd. |
| This Incentive Plan | Rongqi Industrial Technology (Suzhou) Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft) |
| This Independent Financial Advisor Report | Oriental Fortune Securities Co., Ltd. Report on Rongqi Industrial Technology (Suzhou) Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft) |
| Independent Financial Advisor, This Independent Financial Advisor | Oriental Fortune Securities Co., Ltd. |
| Restricted Stock, Class II Restricted Stock | Shares of the Company that are granted to incentive recipients who meet the vesting conditions, obtained in tranches and registered in their accounts. |
| Incentive Recipient | Directors, senior management, and core technical (business) personnel of the Company (including its holding subsidiaries) who, according to this Incentive Plan, are granted restricted stocks. |
| Grant Date | The date on which the Company grants restricted stocks to the incentive recipients. The Grant Date must be a trading day. |
| Grant Price | The price determined by the Company when granting restricted stocks to the incentive recipients, which is the price at which the incentive recipients acquire the Company's shares. |
| Vesting | The act of the Company registering shares into the incentive recipient's account after the incentive recipient meets the vesting conditions. |
| Vesting Date | The date on which the granted stocks are registered into the incentive recipient's account after the incentive recipient meets the vesting conditions. It must be a trading day. |
| Vesting Conditions | The conditions set forth in this Incentive Plan that the incentive recipients must meet to obtain the incentive stocks. |
| Validity Period | From the Grant Date of the restricted stocks until the date when all restricted stocks granted to the incentive recipients are vested or become void. |
| Remuneration and Assessment Committee | The Remuneration and Assessment Committee of the Company's Board of Directors. |
| CSRC | China Securities Regulatory Commission. |
| Stock Exchange | Shenzhen Stock Exchange. |
| "Company Law" | "Company Law of the People's Republic of China". |
| "Securities Law" | "Securities Law of the People's Republic of China". |
| "Management Measures" | "Management Measures for Equity Incentives of Listed Companies". |
| "Listing Rules" | "Shenzhen Stock Exchange ChiNext Market Stock Listing Rules". |
| "Self-Regulatory Guidelines" | "Shenzhen Stock Exchange ChiNext Market Listed Company Self-Regulatory Guidelines No. 1 - Business Handling". |
| "Articles of Association" | "Articles of Association of Rongqi Industrial Technology (Suzhou) Co., Ltd.". |
| "Company Performance Management Measures" | "Rongqi Industrial Technology (Suzhou) Co., Ltd. 2026 Restricted Stock Incentive Plan Performance Management Measures". |
| RMB | Renminbi, the legal currency of the People's Republic of China. |
Chapter 2 Statement
Oriental Fortune Securities Co., Ltd. has been entrusted to serve as the independent financial advisor for Rongqi Industrial Technology (Suzhou) Co., Ltd.'s 2026 Restricted Stock Incentive Plan and has prepared this Independent Financial Advisor Report. This Independent Financial Advisor Report is issued in accordance with the relevant provisions of laws, regulations, and normative documents such as the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Management Measures for Equity Incentives of Listed Companies," and the "Shenzhen Stock Exchange ChiNext Market Listed Company Self-Regulatory Guidelines No. 1 - Business Handling." It expresses independent financial advisor opinions based on the information provided by Rongqi Technology, for the reference of all shareholders and relevant parties of Rongqi Technology.