平安证券股份有限公司（以下简称平安证券或保荐机构）作为无锡奥特维科 技股份有限公司（以下简称奥特维或公司）2023 年公开发行可转债的保荐机构， 根据《证券发行上市保荐业务管理办法》 《上海证券交易所科创板股票上市规则》 等相关法律、法规和规范性文件的规定，对奥特维向控股子公司无锡唯因特数据 技术有限公司（以下简称唯因特）提供财务资助暨关联交易事项进行了审慎核查， 具体核查情况及核查意见如下： 一、本次财务资助暨关联交易事项概述 平安证券股份有限公司关于无锡奥特维科技股份有限公司 向控股子公司无锡唯因特数据技术有限公司 提供财务资助暨关联交易的核查意见 公司为支持唯因特的业务发展，满足其日常经营资金需求，拟在不影响自身 正常生产经营活动的情况下，向唯因特提供总额不超过人民币 8,000 万元额度的 财务资助，借款期限自股东会审议通过后 36 个月内有效，在该期限内借款额度 可循环滚动使用，按银行同期贷款利率计息。公司提供财务资助的资金来源为公 司自有资金。 奥特维直接持有唯因特 31.2681%股权，并通过接受葛志勇、李文股权表决 权委托享有唯因特 31.2681%的股权对应的表决权，合计控制唯因特 62.5 ...

Core Viewpoint - The company, Wuxi Autowei Technology Co., Ltd., has approved a plan to engage in accounts receivable factoring business with a total amount not exceeding RMB 800 million, which will enhance cash flow and improve asset-liability structure [1][2]. Summary by Sections Overview of Accounts Receivable Factoring Business - The company has received board approval to collaborate with financial institutions for accounts receivable factoring, with a total factoring amount not exceeding RMB 400 million initially, later adjusted to RMB 800 million [1][2]. Guarantee for Subsidiaries - The company will provide irrevocable joint liability guarantees for its subsidiaries involved in the factoring business, covering obligations such as repurchase amounts, financing repayments, interest, penalties, and other payable amounts [3][14]. Approval Process - The board meeting held on June 24, 2025, approved the factoring business and related guarantees, which do not constitute related party transactions or significant asset restructuring [4][11]. Business Impact - Engaging in accounts receivable factoring is expected to accelerate cash collection, reduce management costs, and support business expansion [5][14]. Financial Data of Subsidiaries - Financial data for subsidiaries as of March 31, 2025, shows varying asset and liability levels, indicating the financial health and operational scale of each subsidiary involved in the factoring business [6][9][12]. Total External Guarantees - The company has a total of RMB 1.203 billion in external guarantees, all provided to subsidiaries, representing 8.57% of total audited assets and 29.14% of net assets [15]. Board's Opinion - The board believes that the guarantees for subsidiaries align with the company's operational needs and strategic development, ensuring manageable risk levels [14][15]. Sponsor's Review - The sponsor has no objections to the company's accounts receivable factoring business and related guarantees, confirming compliance with relevant regulations [16].

Core Viewpoint - Wuxi Autowei Technology Co., Ltd. is issuing convertible bonds to unspecified objects, with a total issuance scale of RMB 1.14 billion, and the bonds will have a term of six years from August 10, 2023, to August 9, 2029 [1][2][3] Summary by Sections Bond Registration Overview - The issuance of convertible bonds has been approved by the board of directors and the shareholders' meeting, with regulatory approval from the China Securities Regulatory Commission on July 10, 2023 [1][2] Basic Information of the Convertible Bonds - Bond Name: Wuxi Autowei Technology Co., Ltd. Convertible Bonds - Bond Code: 118042.SH - Total Issuance Scale: RMB 1.14 billion - Number of Bonds Issued: 1.14 million - Maturity: Six years from August 10, 2023, to August 9, 2029 - Interest Rates: 0.20% in the first year, increasing to 2.50% in the sixth year [1][2][3] Major Matters Related to the Bonds - The bond's conversion price is initially set at RMB 180.90 per share, with adjustments based on stock dividends, capital increases, and other corporate actions [2][3] - The bond has a credit rating of AA- from China Chengxin International Credit Rating Co., Ltd. [2][3] Adjustments to Conversion Price - The conversion price has undergone several adjustments due to stock incentives and capital increases, with the latest adjustment bringing it down to RMB 86.58 per share effective February 12, 2025 [5][11] - The company has completed various stock incentive plans, affecting the total share capital and consequently the conversion price of the bonds [6][9][10] Impact on the Company - The adjustments to the conversion price are in accordance with the bond issuance agreement and do not adversely affect the company's operational or debt repayment capabilities [12]