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综艺股份: 兴业证券股份有限公司关于江苏综艺股份有限公司本次交易产业政策和交易类型之独立财务顾问核查意见

Core Viewpoint - Jiangsu Zongyi Co., Ltd. plans to acquire control of Jiangsu Jilai Microelectronics Co., Ltd. through cash capital increase and voting rights entrustment, constituting a major asset restructuring according to relevant regulations [1][2]. Industry and Company Summary - The target company, Jiangsu Jilai Microelectronics, specializes in the research, production, and sales of power semiconductor chips and devices, classified under "C39 Computer, Communication and Other Electronic Equipment Manufacturing" [1]. - The independent financial advisor confirms that the transaction involves an industry that falls under the fast-track review channels as specified in the regulatory guidelines, including sectors like electronic information and new energy [2]. - The listed company operates in the information technology, new energy, and equity investment sectors, with its main business covering chip design, mobile gaming, and IT services, classified under "D44 Electric Power, Heat Production and Supply" [2]. - The transaction does not involve mergers within the same industry or upstream/downstream acquisitions, as the listed company and the target company belong to different industry classifications [2]. - The transaction will not result in a change of control, as the actual controller remains the same post-transaction, thus not constituting a restructuring listing as per the relevant regulations [3]. - The transaction is a cash acquisition and does not involve the issuance of shares [3]. - The listed company is not under any investigation by the China Securities Regulatory Commission (CSRC) that remains unresolved [3].