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Zhejiang Fengli Intelligent Technology Co., Ltd.
2025 Issuance of Shares to Specific Targets and Listing on the ChiNext Market
Prospectus
(Registration Draft)
Sponsor (Lead Underwriter)
Guotai Haitong Securities Co., Ltd.
(No. 618 Shangcheng Road, China (Shanghai) Pilot Free Trade Zone)
June 2026
Statement
The Company and all directors and senior management warrant that the prospectus and other information disclosure materials do not contain any false records, misleading statements, or major omissions, and assume legal responsibility for their 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, accuracy, and completeness of the financial and accounting information in the prospectus.
Any decision or opinion made by the CSRC or the Shenzhen 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 statement.
According to the Securities Law, after the securities are issued in accordance with the law, the issuer is responsible for 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 issuance.
This prospectus is the Company's explanation of this issuance of shares to specific targets and listing; any statement to the contrary is a false statement.
Investors with any questions should consult their stockbroker, lawyer, professional accountant, or other professional advisor.
Important Matters Notice
The Company reminds investors to pay attention to the following major matters or risk factors and to carefully read the relevant chapters of this prospectus.
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Information on this Issuance of Shares to Specific Targets
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The plan for this issuance of shares to specific targets has been deliberated and approved by the Company's 8th meeting of the 3rd Board of Directors, 9th meeting of the 3rd Board of Directors, 7th meeting of the 3rd Board of Supervisors, and the 2025 First Extraordinary General Meeting. The issuance plan has been approved by the Shenzhen Stock Exchange and registered with the CSRC.
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The targets for this issuance are no more than 35 specific targets meeting the conditions stipulated by the CSRC, including Wang Youli, Huang Weihong, and Fengli Transmission, as well as securities investment fund management companies, securities companies, trust companies, finance companies, asset management companies, insurance institutional investors, qualified foreign institutional investors, other domestic corporate investors, natural persons, or other qualified investors. Securities investment fund management companies, securities companies, wealth management companies, insurance companies, qualified foreign institutional investors, and RMB qualified foreign institutional investors subscribing with 2 or more products under their management are considered as one target; trust companies acting as targets can only subscribe with their own funds.
As of March 31, 2026, Wang Youli and Huang Weihong are the actual controllers of the Company, and Fengli Transmission is the controlling shareholder. Other than Wang Youli, Huang Weihong, and Fengli Transmission, the other targets for this issuance have not yet been determined, and therefore their relationship with the Company cannot be determined.
The final targets other than Wang Youli, Huang Weihong, and Fengli Transmission will be determined by the Board of Directors and its authorized persons based on the authorization of the General Meeting of Shareholders, after the issuance application is approved by the Shenzhen Stock Exchange and registered by the CSRC, through negotiation with the sponsor (lead underwriter) based on the bidding results. If national laws, regulations, or normative documents have other provisions on the targets at the time of issuance, such provisions shall prevail.