Guosen Securities Co., Ltd.
Audit Opinion on the Listing and Circulation of Shares Issued by Kai Chuang Electric Co., Ltd. Before Public Offering
Guosen Securities Co., Ltd. (hereinafter referred to as "Guosen Securities" or "Sponsor") is the sponsor continuously supervising Zhejiang Kai Chuang Electric Co., Ltd. (hereinafter referred to as "Kai Chuang Electric" or "Company"). In accordance with the "Administrative Measures for the Sponsorship Business of Securities Issuance and Listing," the "GEM Stock Listing Rules of the Shenzhen Stock Exchange," and the "GEM Listed Company Self-Regulatory Management Guide No. 2 - Norms for the Operation of GEM Listed Companies" and other relevant laws, regulations, and normative documents, Guosen Securities has prudently audited the matter of the listing and circulation of shares issued by Kai Chuang Electric before its public offering. This audit opinion is hereby issued regarding the relevant matters of the Company:
I. Overview of Shares Issued Before Public Offering
(I) Situation of Shares Issued Before Public Offering
With the approval of the China Securities Regulatory Commission's "Approval on the Registration of the Initial Public Offering of Shares by Zhejiang Kai Chuang Electric Co., Ltd." (Securities Regulatory License [2023] No. 1064), the Company publicly issued 20,000,000 shares of Renminbi ordinary shares (A shares) to the public, with a par value of RMB 1.00 per share. The shares were listed on the GEM of the Shenzhen Stock Exchange on June 19, 2023.
Before the initial public offering, the Company's total share capital was 60,000,000 shares. After the completion of the initial public offering, the Company's total share capital became 80,000,000 shares. Among these, the number of tradable shares without lock-up conditions was 20,000,000 shares, accounting for 25.0000% of the total share capital after issuance. The number of tradable shares with lock-up conditions was 60,000,000 shares, accounting for 75.0000% of the total share capital after issuance.
(II) Changes in Share Capital After Listing
On May 21, 2024, the Company implemented its 2023 annual equity distribution plan. Based on a total share capital of 80,000,000 shares as of December 31, the Company distributed a cash dividend of RMB 2.50 (tax inclusive) per 10 shares to all shareholders, totaling RMB 20,000,000.00 (tax inclusive). Based on capital reserve, the Company transferred 3 shares for every 10 shares to all shareholders, without sending bonus shares. The number of shares transferred in this instance was 24,000,000 shares. After the transfer, the Company's total share capital increased to 104,000,000 shares. Among these, the number of shares with lock-up conditions was 78,000,000 shares, accounting for 75.0000% of the total share capital after the transfer. The number of shares without lock-up conditions was 26,000,000 shares, accounting for 25.0000% of the total share capital after the transfer.
On June 19, 2024, the restricted shares issued before the Company's initial public offering were listed and circulated. The number of shares was 21,840,000, accounting for 21.0000% of the total share capital at the time of listing. For details, please refer to the "Notice on the Listing and Circulation of Shares Issued Before the Initial Public Offering" (Announcement No.: 2024-041) disclosed by the Company on the GEM information disclosure website designated by the China Securities Regulatory Commission on June 14, 2024.
On October 27, 2025, 600,000 shares from the first vesting period of the 2024 restricted stock incentive plan were listed and circulated. The Company's total share capital increased from 104,000,000 shares to 104,600,000 shares. For details, please refer to the "Announcement on the Vesting Results and Share Listing of the First Vesting Period of the First Grant of the 2024 Restricted Stock Incentive Plan" (Announcement No.: 2025-059) disclosed by the Company on the GEM information disclosure website designated by the China Securities Regulatory Commission on October 23, 2025.