普冉半导体（上海）股份有限公司股东询价转让计划书

Core Viewpoint - The company, Puran Semiconductor (Shanghai) Co., Ltd., is planning a pre-IPO share transfer through a pricing inquiry, with a total of 5,583,173 shares, representing 3.77% of the total share capital, to be transferred by Shanghai Zhixi Enterprise Management Consulting Partnership (Limited Partnership) [2][4]. Group 1: Share Transfer Details - The total number of shares to be transferred is 5,583,173, which accounts for 3.77% of Puran's total share capital [2][4]. - The actual controllers of Puran, Wang Nan and Li Zhaogui, will not participate in this share transfer [2][3]. - The transfer will not occur through centralized bidding or block trading, and the shares acquired through this inquiry cannot be transferred within six months [2][3]. Group 2: Shareholder Information - The transferring party, Shanghai Zhixi Enterprise Management Consulting Partnership, is an acting party of the actual controllers and holds more than 5% of the shares [3][4]. - The transferring party has confirmed that the shares are free from restrictions and have been released from lock-up [3][4]. Group 3: Pricing and Transfer Process - The minimum transfer price will be set at no less than 70% of the average trading price over the 20 trading days prior to November 3, 2025 [5][6]. - If the total number of valid subscriptions exceeds the number of shares available, the transfer price will be determined based on price priority, quantity priority, and time priority [6]. Group 4: Investor Eligibility - The eligible investors for this transfer include institutional investors with appropriate pricing capabilities and risk tolerance, such as securities companies, fund management companies, and qualified foreign institutional investors [6][7]. Group 5: Company Status - Puran Semiconductor does not face any operational risks or potential changes in control due to this share transfer [7]. - There are no other undisclosed significant matters related to the company [7].