北京市安理律师事务所 关于 温州市冠盛汽车零部件集团股份有限公司 回购注销部分限制性股票事项的 法律意见书 温州市冠盛汽车零部件集团股份有限公司 安理法意[2025]字 1114 第 0001 号 北京市朝阳区东三环中路5号财富金融中心35-36层 电话：010-8587 9199 传真：010-8587 9198 安理律师事务所 法律意见书 北京市安理律师事务所 关于 回购注销部分限制性股票事项的 法律意见书 安理法意[2025]字 1114 第 0001 号 致：温州市冠盛汽车零部件集团股份有限公司 北京市安理律师事务所（以下简称"本所"）接受温州市冠盛汽车零部件集 团股份有限公司（以下简称"公司"）的委托，根据《中华人民共和国公司法》 《中华人民共和国证券法》《上市公司股权激励管理办法》（以下简称"《管理 办法》"）等有关法律、法规和规范性文件及《温州市冠盛汽车零部件集团股份 有限公司章程》、《温州市冠盛汽车零部件集团股份有限公司 2024 年限制性股 票激励计划（草案）》（以下简称"《2024 年股票激励计划（草案）》"）等 相关规定，就公司本次回购注销部分限制性股票事项（以下简称"本次回购注销"） ...

Core Viewpoint - The company has approved a share buyback plan to utilize its own and self-raised funds for employee stock ownership plans or equity incentives, with a buyback price cap set at RMB 56.05 per share, totaling between RMB 80 million and RMB 120 million [1] Buyback Plan Details - The company will conduct the share buyback through centralized bidding within 12 months from the board's approval date [1] - A loan commitment letter from Bank of China Wenzhou Branch has been received, providing a loan limit of up to RMB 108 million specifically for the share buyback [1] Progress of Share Buyback - As of October 2025, the company has repurchased a total of 1,535,000 shares, representing 0.7568% of the total share capital, with a maximum purchase price of RMB 39.99 per share and a minimum of RMB 38.27 per share, totaling RMB 60,234,601.00 [2] - By October 31, 2025, the total repurchased shares increased to 2,069,200, accounting for 1.0202% of the total share capital, with a maximum price of RMB 41.10 and a minimum of RMB 34.12, totaling RMB 79,989,507.00 [3] Compliance and Future Actions - The company will adhere to relevant regulations and guidelines during the buyback period and will make decisions based on market conditions while fulfilling information disclosure obligations [4]

Core Points - Company has initiated a share buyback program using its own and self-raised funds, with a buyback price not exceeding RMB 56.05 per share and a total amount between RMB 80 million and RMB 120 million [1] - As of October 31, 2025, the company has repurchased a total of 2,069,200 shares, representing 1.0202% of the total share capital, with a total expenditure of RMB 79,989,507 [3] Buyback Program Details - The buyback program was approved during the company's first temporary board meeting on April 10, 2025, and is intended for employee stock ownership plans or equity incentives [1] - The company received a loan commitment from Bank of China for up to RMB 108 million specifically for the share buyback [1] - The maximum buyback price was adjusted to RMB 55.45 per share starting June 18, 2025, due to the 2024 annual equity distribution [2] Progress of Share Buyback - By October 2025, the company had repurchased 1,535,000 shares at prices ranging from RMB 38.27 to RMB 39.99 per share, totaling RMB 60,234,601 [2] - The company continues to comply with relevant regulations and will disclose buyback progress in accordance with the rules [4]

Core Viewpoint - The company, Guansheng Co., Ltd. (605088.SH), has announced a share buyback totaling 2.0692 million shares, representing 1.0202% of its total share capital as of October 31, 2025, with no increase compared to the last disclosed figure [1] Summary by Category - **Share Buyback Details** - The company has cumulatively repurchased 2.0692 million shares [1] - This represents 1.0202% of the total share capital of 202,818,693 shares [1] - There has been no increase in the number of shares repurchased compared to the previous disclosure [1]

| 回购方案首次披露日 | 2025/4/11 | | | | | | | --- | --- | --- | --- | --- | --- | --- | | 回购方案实施期限 | 2025 年 月 10 4 | 4 | 日~2026 | 年 | 月 | 9 日 | | 预计回购金额 | 8,000万元~12,000万元 | | | | | | | 回购用途 | □减少注册资本 √用于员工持股计划或股权激励 | | | | | | | | □用于转换公司可转债 □为维护公司价值及股东权益 | | | | | | | 累计已回购股数 | 206.92万股 | | | | | | | 累计已回购股数占总股本比例 | 1.0202% | | | | | | | 累计已回购金额 | 7,998.95万元 | | | | | | | 实际回购价格区间 | 34.12元/股~41.10元/股 | | | | | | 一、回购股份的基本情况 2025 年 4 月 10 日，温州市冠盛汽车零部件集团股份有限公司（以下简称"公 司"）召开 2025 年第一次临时董事会和 2025 年第一次临时监事会，审议通过《关 于以集中 ...

Investment Rating - The report maintains an "Accumulate" rating for the company [4] Core Views - The company achieved a revenue of 3,180 million yuan in 2023, with a year-on-year growth rate of 8%. The projected revenues for 2024, 2025, 2026, and 2027 are 4,020 million, 4,933 million, 6,065 million, and 7,379 million yuan respectively, with growth rates of 26%, 23%, 23%, and 22% [4] - The net profit attributable to the parent company is forecasted to be 284 million yuan in 2023, increasing to 298 million in 2024, and further to 381 million, 475 million, and 582 million yuan in the following years, with growth rates of 19%, 5%, 28%, 25%, and 23% respectively [4] - The company is actively advancing its solid-state battery production capacity, with a semi-solid battery factory in collaboration with Dongchi Energy expected to commence production in early next year [6][7] - The establishment of a robotics technology subsidiary aims to develop key components such as cross roller bearings and universal joints, which are anticipated to become new growth points for the company [8] Summary by Sections Financial Performance - In Q3 2025, the company reported a revenue of 3,122 million yuan, a year-on-year increase of 8.06%, and a net profit of 225 million yuan, up by 1.92% [5] - The projected earnings per share (EPS) for 2025, 2026, and 2027 are 1.88, 2.34, and 2.87 yuan respectively [4] Business Development - The company's semi-solid lithium iron phosphate battery has received significant recognition for its low cost, high safety, and long cycle life, having passed rigorous safety tests [7] - The robotics technology subsidiary is focusing on products that have broad market applications, including in humanoid robots [8] Valuation Metrics - The company's price-to-earnings (P/E) ratio is projected to decrease from 25.8 in 2024 to 20.2 in 2025, and further down to 16.2 and 13.2 in 2026 and 2027 respectively [4] - The price-to-book (P/B) ratio is expected to decline from 3.2 in 2024 to 2.0 by 2027 [4]

Core Insights - The company reported steady growth in its operations for Q3 2025 and the first three quarters, with a focus on expanding into new fields such as solid-state batteries and key components for robots, aiming to transform traditional business scenarios and inject new momentum for long-term development [1][4] Financial Performance - In Q3 2025, the company achieved operating revenue of 1.088 billion yuan, a year-on-year increase of 7.78% [1] - Cumulative operating revenue for the first three quarters reached 3.122 billion yuan, reflecting a year-on-year growth of 8.06% [1] - The total profit for Q3 was 66.7663 million yuan, up 1.37% year-on-year [1] - Total profit for the first three quarters amounted to 255 million yuan, marking a year-on-year increase of 2.97% [1] Business Development Strategy - The company employs a "dual-wheel drive" strategy, focusing on both traditional automotive aftermarket parts and actively expanding into new business areas [2] - In the traditional business segment, the company leverages a marketing network covering over 120 countries, enhancing brand and service advantages [2] - The North American market has shown significant growth, with a year-on-year increase of 18.75% in the first half of the year [2] - The company adopts a "self-manufacturing + outsourcing" strategy for supply chain management, ensuring efficiency and resilience in the supply chain [2] New Business Ventures - The establishment of Shanghai Jias Robotics Technology Co., Ltd. marks the company's entry into the key components for robots sector, focusing on the research and development of integrated joint modules and related software and hardware [3] - The company is also involved in the solid-state battery sector, with a factory expected to begin production in early 2026, targeting high-safety markets such as communication base stations and energy storage [3] Future Outlook - The company anticipates that the integration of new businesses will not only broaden its operational boundaries but also drive transformation in traditional businesses, creating significant growth opportunities [4] - Inclusion in the Shanghai-Hong Kong Stock Connect list is expected to further enhance revenue and profit growth as new businesses are gradually launched [4]

Group 1 - Crown Holdings (605088.SH) reported its Q3 2025 results on October 25, 2025, with a total of 8 institutional investors disclosing their holdings, amounting to 42.4879 million shares, which represents 20.95% of the total share capital [1] - The institutional investors include ALPHA HOLDING VENTURES LIMITED, NEW FORTUNE INTERNATIONAL GROUP LTD., and several mutual funds, with the total institutional holding percentage decreasing by 3.43 percentage points compared to the previous quarter [1] Group 2 - In the public fund sector, there were 3 public funds that increased their holdings compared to the previous period, with an increase rate of 0.61% [2] - A total of 118 public funds did not disclose their holdings in this period, including funds like Yongying Advanced Manufacturing Select Mixed Fund A and Invesco Great Wall Core Selection Mixed Fund A [2]

Core Insights - Guansheng Co., Ltd. reported a revenue of 1.088 billion yuan for Q3 2025, marking a year-on-year increase of 7.78%, with a net profit attributable to shareholders of 63.0372 million yuan [1] - For the first three quarters of 2025, the company achieved a total revenue of 3.122 billion yuan, reflecting a year-on-year growth of 8.06% [1] Company Developments - In October 2025, Guansheng's wholly-owned subsidiary, Shanghai Jias Robotics Technology Co., Ltd., was established with a registered capital of 20 million yuan, focusing on the R&D and application of core components for intelligent robots [1] - The company aims to transition from being a comprehensive service provider for automotive parts to a provider of intelligent robot solutions, leveraging its core technologies [2] - Guansheng has initiated a project for semi-solid lithium iron phosphate batteries, which is expected to reach production capacity by mid-2026, with an annual output of 2.1 million battery cells and systems [2] - The semi-solid battery project is anticipated to significantly advance the industrialization of semi-solid batteries, positioning the company as a leader in this sector [2]

Group 1 - The company reported a third-quarter revenue of 1.088 billion yuan, representing a year-on-year growth of 7.78% [1] - The net profit attributable to shareholders of the listed company was 63.0372 million yuan [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 56.8155 million yuan [1] - The basic earnings per share were 0.32 yuan [1]