Verification Report on Share Transfer Inquiry by Shareholders of Zhonghe Shangda Aviation Materials Co., Ltd. to Specific Institutional Investors
AVIC Securities Co., Ltd. (hereinafter referred to as "AVIC Securities" or "Organizing Broker") has been entrusted by the shareholders of Zhonghe Shangda Aviation Materials Co., Ltd. (hereinafter referred to as "Shangda Shares" or "Listed Company"), specifically AVIC Heavy Machinery Co., Ltd. (hereinafter referred to as "Transferor"), to organize the inquiry for the transfer of shares to specific institutional investors (hereinafter referred to as "this inquiry transfer").
Upon verification, AVIC Securities reports on whether the Transferor and the Transferee comply with the requirements of the "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 16 - Inquiry and Allocation Methods for Share Transfers by Shareholders of GEM Listed Companies (Revised 2025)" (hereinafter referred to as "Inquiry Transfer and Allocation Guidelines"). The report assesses whether the inquiry, transfer process, and results are fair and just, and whether they comply with the provisions of the Inquiry Transfer and Allocation Guidelines.
I. Overview of the Inquiry Transfer
(1) Transferor's Shareholding Status
As of May 25, 2026, the number and proportion of shares held by the Transferor in the listed company are as follows:
| Shareholder Name | Number of Shares (shares) | Shareholding Ratio |
|---|---|---|
| AVIC Heavy Machinery Co., Ltd. | 50,000,000 | 13.45% |
(2) Quantity of Shares for Transfer
The upper limit for the shares to be inquired for transfer is 15,700,000 shares. After allocation to the Transferee, the inquiry transfer situation is as follows:
| Shareholder Name | Number of Shares Transferred (shares) | Proportion of Total Share Capital | Proportion of Held Shares | Source of Transferred Shares |
|---|---|---|---|---|
| AVIC Heavy Machinery Co., Ltd. | 15,700,000 | 4.22% | 31.40% | Pre-IPO Shares |
(3) Method of Transfer
The Transferor, as a pre-IPO shareholder of Shangda Shares listed on the Shenzhen Stock Exchange's GEM, will transfer shares through an inquiry to specific institutional investors in accordance with the relevant provisions of the Inquiry Transfer and Allocation Guidelines.
(4) Determination of the Lower Limit of Transfer Price
The Transferor and the organizing broker have negotiated the lower limit of the transfer price, considering the Transferor's funding needs. The lower limit shall not be less than 70% of the average trading price of Shangda Shares over the 20 trading days prior to the date of sending the "Subscription Invitation Letter" to investors (i.e., May 25, 2026, inclusive), in compliance with the provisions regarding the lower limit of inquiry transfer prices in the Inquiry Transfer and Allocation Guidelines.