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森霸传感: 华创证券关于森霸传感发行股份及支付现金购买资产并募集配套资金之部分限售股份解除限售上市流通的核查意见

Core Viewpoint - The independent financial advisor, Huachuang Securities, has conducted a thorough review of the lifting of restrictions on certain shares of Senba Sensor Technology Co., Ltd. The review confirms compliance with relevant laws and regulations regarding the issuance of shares for asset acquisition and the lifting of share restrictions [1][5][6]. Group 1: Share Issuance and Capital Changes - Senba Sensor issued a total of 12,735,119 shares at a price of 8.57 yuan per share to acquire 67% equity in Wuxi Green Tong Safety Equipment Co., Ltd. [1] - The company decided to cancel the fundraising associated with the share issuance due to current market conditions, maintaining the total share capital at 282,735,119 shares [1][2]. Group 2: Shareholder Commitments - Eight shareholders applied for the lifting of share restrictions, committing to not transfer their shares for 12 months following the issuance [2][3]. - The shareholders have adhered strictly to their commitments, with no violations reported as of the review date [3][5]. Group 3: Share Structure Changes - Prior to the lifting of restrictions, the company had 29,159,493 restricted shares, which remained unchanged post-lifting, maintaining the total share capital structure [4]. - The total number of shares remains at 282,735,119, with the lifting of restrictions not affecting the overall shareholding structure [4]. Group 4: Independent Financial Advisor's Opinion - The independent financial advisor concluded that the lifting of share restrictions complies with all relevant legal and regulatory requirements, and the information disclosed by Senba Sensor is accurate and complete [5][6].