之 中国国际金融股份有限公司（以下简称"中金公司"、"本财务顾问"）接受收购人双 润正安信息咨询（北京）有限公司（以下简称"收购人"、"双润正安"）委托，担任其要 约收购江苏浩欧博生物医药股份有限公司（以下简称"上市公司"、"浩欧博"）之财务顾 问，持续督导期为要约收购报告书公告日起至要约收购完成后的 12 个月止，即 2024 年 12 月 20 日至 2026 年 2 月 14 日。根据相关法律法规规定，本财务顾问出具 2025 年 第二季度（即 2025 年 4 月 1 日至 2025 年 6 月 30 日，以下简称"本持续督导期"）的持 续督导意见。 一、交易资产的交付或过户情况 中国国际金融股份有限公司 关于 双润正安信息咨询（北京）有限公司 要约收购江苏浩欧博生物医药股份有限公司 简称"海瑞祥天"）及其一致行动人苏州外润投资管理合伙企业（有限合伙）（以下简 称"苏州外润"）、公司时任实际控制人 JOHN LI、WEIJUN LI、陈涛与双润正安及其 一致行动人北京辉煌润康医药发展有限公司（以下简称"辉煌润康"）签署《股份转让 协议》，约定海瑞祥天向辉煌润康协议转让其所持浩欧博 18,670,878 ...

Core Viewpoint - The report highlights significant deficiencies in corporate governance and internal controls at Zhejiang Pawa New Energy Co., Ltd, as identified during a site inspection by Guotai Junan Securities Co., Ltd, the company's sponsor for its IPO on the Sci-Tech Innovation Board [1][2][4]. Group 1: Corporate Governance and Internal Control - The company has faced regulatory scrutiny, receiving warning letters from the Zhejiang Securities Regulatory Bureau and being criticized by the Shanghai Stock Exchange for issues related to internal controls, including inflated revenue and improper management of company seals [2][4][5]. - A total of 180 million yuan was overpaid to certain suppliers due to unfair pricing practices, indicating serious governance issues [2][16]. - The company received a qualified audit report for 2024, reflecting ongoing concerns about its internal control systems and governance practices [2][4][10]. Group 2: Information Disclosure - The company has been penalized for inaccurate disclosures regarding performance forecasts and financial reports, leading to warnings issued to key executives [4][14]. - Specific instances of inaccurate disclosures include the failure to correct performance forecasts and timely announcements, which resulted in regulatory actions against the company and its executives [4][14][17]. - The company has been advised to enhance its information disclosure practices to ensure compliance with relevant regulations [4][12]. Group 3: Financial Performance - The company reported losses during the reporting period, with key financial metrics declining due to market conditions, increased competition, and rising costs [10][11]. - The decline in gross profit margins and the need for impairment provisions on inventory and fixed assets have further pressured the company's financial performance [10][11]. - The company is under pressure to improve its operational strategies to mitigate ongoing financial losses and enhance overall performance [10][12]. Group 4: Related Party Transactions and Independence - The inspection revealed concerns regarding the company's independence and transactions with related parties, necessitating a review of its financial dealings and governance structures [6][8]. - The company has been urged to maintain transparency in its dealings with related parties to avoid potential conflicts of interest [6][8]. Group 5: Recommendations and Future Actions - The sponsor has recommended that the company strengthen its internal controls and governance frameworks, as well as improve its compliance with regulatory requirements [12][13]. - Continuous monitoring and rectification of identified issues are essential for the company to ensure sustainable growth and protect investor interests [12][13].

Core Points - Dongguan Securities Co., Ltd. serves as the sponsor and continuous supervision institution for the non-public issuance of shares by Meige Intelligent Technology Co., Ltd. for the year 2021, with the supervision period lasting until December 31, 2024 [2][5][8] Group 1: Sponsor and Issuer Information - The sponsor, Dongguan Securities, is located at No. 1, Keyuan South Road, Dongguan City, with legal representatives being Chen Zhaoxing and the sponsoring representatives being Qiu Tianmin and Pan Yunsong [4] - Meige Intelligent Technology Co., Ltd. has a registered capital of 261,801,844.00 yuan and is located at No. 5, Lingxia Road, Phoenix Community, Fuyong Street, Bao'an District, Shenzhen [4] Group 2: Issuance Overview - The non-public issuance approved by the China Securities Regulatory Commission (CSRC) involved issuing 21,208,503 shares at a price of 28.46 yuan per share, raising a total of 603.594 million yuan, with a net amount of 592.9305 million yuan after deducting issuance costs [5][6] Group 3: Due Diligence and Continuous Supervision - During the due diligence phase, Dongguan Securities conducted thorough investigations and coordinated with various intermediaries to prepare application documents and respond to CSRC feedback [5] - In the continuous supervision phase, the sponsor monitored the company's compliance with disclosure regulations and the use of raised funds, ensuring proper management and adherence to relevant laws [6][7] Group 4: Fund Management and Compliance - Meige Intelligent has established a fund management system, ensuring that raised funds are stored in dedicated accounts and used for specified purposes, complying with regulatory requirements [7] - As of December 31, 2024, the company has not fully utilized the funds raised from the 2021 non-public issuance, and the sponsor will continue to oversee the usage of these funds [7]

Core Viewpoint - Huatai Medical (688617) has announced adjustments to its 2024 profit distribution plan, including cash dividends and capital reserve share increases, following the completion of the third vesting period of its 2021 restricted stock incentive plan [1][2]. Company Announcements - Huatai Medical will distribute a cash dividend of RMB 17.50 per 10 shares (including tax) and will increase its share capital by 4.5 shares for every 10 shares held, resulting in a total cash distribution of RMB 170,189,064.50 (including tax) and an increase of 43,762,902 shares in capital reserve [1][2]. - The total number of shares will increase from 97,081,956 to 141,013,796 after the adjustments [1]. - The completion of the third vesting period of the restricted stock incentive plan resulted in the listing of 168,938 shares, with the total share capital increasing from 97,081,956 to 97,250,894 shares [2]. - The controlling shareholder and actual controller of the company remain unchanged after the stock changes [2]. - CITIC Securities conducted a compliance inspection of Huatai Medical's operations from January 1, 2024, to the date of the inspection, confirming that the company meets the requirements set by the China Securities Regulatory Commission and the Shanghai Stock Exchange [2].

Core Viewpoint - Guangdong Hongqiang New Materials Co., Ltd. has successfully issued convertible bonds totaling RMB 316 million, with the net proceeds amounting to RMB 310.86 million after deducting various fees [1][2]. Group 1: Company Overview - The issuer, Guangdong Hongqiang New Materials Co., Ltd., has a registered capital of RMB 208.53 million and is located in Huizhou, Guangdong Province [2]. - The company specializes in the production and sales of concrete additives, chemical agents, and various construction materials [2]. Group 2: Bond Issuance Details - The company issued 3,160,000 convertible bonds at a face value of RMB 100 each, with the total fundraising amount reaching RMB 316 million [1]. - After deducting underwriting fees and other expenses, the actual net proceeds from the bond issuance were RMB 310.86 million [1]. Group 3: Regulatory Compliance and Oversight - The bond issuance received approval from the China Securities Regulatory Commission on August 25, 2023, and the funds were confirmed to be received on October 24, 2023 [1][3]. - The underwriting firm, Zhongtai Securities, is responsible for ongoing supervision until December 31, 2024, ensuring compliance with relevant regulations [2][3]. Group 4: Fund Utilization and Management - The company has established a management system for the raised funds, ensuring compliance with regulatory requirements and proper usage of the funds [6][7]. - There have been no reported violations regarding the use of the raised funds, and they have been stored in a dedicated account for specific purposes [6][7].

Group 1 - The core viewpoint of the report is the assessment of Guangdong Hongqiang New Materials Co., Ltd. by Zhongtai Securities, focusing on corporate governance, internal control, information disclosure, and the use of raised funds [1][2][3] - The company has established a complete and compliant internal control system, as evidenced by the review of internal audit reports and the functioning of the audit committee [1][2] - The company’s net profit for the year, excluding non-recurring gains and losses, was 38,283,855.17 yuan, representing a year-on-year decline of 49.71%, primarily due to a decrease in sales prices leading to lower operating income and a decline in product gross margin [3] Group 2 - The report indicates that the company has fulfilled its information disclosure obligations and has adhered to the relevant procedures [1][2] - There are mechanisms in place to protect the company's interests from being infringed upon, including the management of related party transactions [2] - The company has not engaged in high-risk investments during the commitment period, and the investment benefits align with the prospectus [1][2]

Core Viewpoint - The report summarizes the sponsorship and underwriting process for the initial public offering (IPO) of Liaoning Dingjide Petrochemical Co., Ltd, detailing the issuance of 33.36667 million shares at a price of RMB 21.88 per share, raising a total of RMB 730.0627 million, with a net amount of RMB 656.9027 million after deducting issuance costs [1][2][3]. Group 1: Sponsorship and Issuance Details - The IPO was approved by the China Securities Regulatory Commission (CSRC) and listed on the Shanghai Stock Exchange on August 18, 2022 [1][2]. - The registered capital of Liaoning Dingjide Petrochemical Co., Ltd is RMB 134.511667 million, with a legal representative named Wu Chunye [2][3]. - The company’s actual controller is Zhang Zaiming, and the securities code is 603255 [2]. Group 2: Sponsorship Responsibilities - During the due diligence phase, the sponsoring institution coordinated with various intermediaries, conducted thorough investigations, and prepared necessary documentation for the IPO [3][4]. - In the ongoing supervision phase, the sponsor focused on preventing resource misappropriation by major shareholders and ensuring compliance with corporate governance standards [3][4]. Group 3: Major Events and Issues - A change in the designated sponsor representative occurred in February 2023, with Zhang Yuheng replacing Ding Shangjie due to a job change [4][5]. - The company faced issues related to non-operating fund occupation by related parties in 2024, which were not promptly reported to the sponsor [5][6]. - The sponsor conducted a special inspection regarding fund occupation and provided training to the company's management to enhance internal control [5][6]. Group 4: Fund Usage and Compliance - The sponsor reviewed the usage of raised funds, confirming compliance with CSRC and stock exchange regulations, with all funds being used appropriately [6]. - The report indicates that the company has completed the use of all funds raised from the IPO as of the report date [6].

Group 1 - The core viewpoint of the report is that Guoyuan Securities Co., Ltd. has successfully completed the sponsorship and continuous supervision of Anhui Yuancheng Environmental Technology Co., Ltd.'s initial public offering (IPO) on the Sci-Tech Innovation Board [1][2] - Guoyuan Securities is responsible for the continuous supervision of Yuancheng Technology, which includes ensuring compliance with regulations and monitoring the company's internal control systems [2][3] - The IPO of Yuancheng Technology was completed on March 31, 2021, with a registered capital of 160 million yuan [1][2] Group 2 - During the due diligence phase, Guoyuan Securities conducted thorough investigations and prepared necessary documentation for the IPO, ensuring compliance with relevant regulations [1][2] - In the continuous supervision phase, the focus was on monitoring the company's operations, internal controls, and compliance with information disclosure obligations [2][3] - The company has established a system for information disclosure and has complied with relevant laws and regulations during the continuous supervision period [4][5] Group 3 - The report indicates that Yuancheng Technology has cooperated well with the sponsor, providing necessary information and documentation for the supervision process [3][4] - The securities service institutions hired by Yuancheng Technology performed their duties diligently and provided professional opinions and suggestions [4] - The management of raised funds has been compliant with regulations, and any issues identified have been rectified promptly [5]

Core Viewpoint - The report summarizes the continuous supervision and sponsorship of Shenzhen Lei'ao Planning Design Consulting Co., Ltd.'s initial public offering (IPO) and listing on the ChiNext board by Guotou Securities Co., Ltd. The supervision period is from May 7, 2021, to December 31, 2024 [1]. Group 1: Sponsorship and Supervision - Guotou Securities acted as the main underwriter for Lei'ao Planning's IPO, which involved issuing 15,000,000 shares at a par value of 1.00 RMB per share, increasing the total share capital from 45,000,000 to 60,000,000 shares [1]. - The continuous supervision period for the IPO is defined as May 7, 2021, to December 31, 2024, during which Guotou Securities is responsible for ongoing oversight [2][3]. - The main tasks of Guotou Securities during the supervision period include monitoring the company's internal control systems, reviewing information disclosure documents, and ensuring compliance with relevant regulations [3]. Group 2: Company and Financial Information - Lei'ao Planning has a registered capital of 211,340,389 RMB and is located at Shenzhen International Innovation Center [2]. - The company was listed on the Shenzhen Stock Exchange on May 7, 2021, following the approval of its IPO by the China Securities Regulatory Commission [2]. - As of December 31, 2024, Lei'ao Planning has not fully utilized the funds raised from the IPO, and Guotou Securities will continue to oversee the management and use of the remaining funds [5]. Group 3: Compliance and Cooperation - Lei'ao Planning has actively cooperated with Guotou Securities during the due diligence and ongoing supervision processes, providing necessary documents and information [4]. - The securities service institutions hired by Lei'ao Planning have performed their duties diligently and cooperated with Guotou Securities throughout the IPO process [4]. - Guotou Securities has concluded that Lei'ao Planning's disclosed announcements align with actual circumstances and that there are no undisclosed matters [4].

Core Viewpoint - Jiangsu Hengli Hydraulic Co., Ltd. successfully completed a non-public offering of 35,460,992 shares at a price of 56.40 RMB per share, raising a total of approximately 1.99 billion RMB in net funds [1][2]. Group 1: Company Overview - Jiangsu Hengli Hydraulic Co., Ltd. was established on June 2, 2005, with a registered capital of 1,340,820,992 RMB [1]. - The company specializes in the research, production, and technical support of high-pressure cylinders, hydraulic components, hydraulic systems, high-pressure plunger pumps and motors, high-pressure hydraulic valves, and precision castings [1]. Group 2: Sponsorship and Supervision - China International Capital Corporation (CICC) served as the sponsor for Hengli Hydraulic's non-public offering and is responsible for ongoing supervision [1][2]. - The sponsorship period for the non-public offering will conclude on December 31, 2024, and CICC will continue to oversee the remaining use of raised funds [4]. Group 3: Due Diligence and Compliance - During the due diligence phase, CICC conducted thorough investigations and prepared necessary documentation in compliance with regulations set by the China Securities Regulatory Commission (CSRC) and the Shanghai Stock Exchange [2]. - Throughout the ongoing supervision phase, Hengli Hydraulic adhered to legal and regulatory requirements, ensuring timely and accurate information disclosure [3]. Group 4: Fund Management - The company has complied with regulations regarding the management of raised funds, maintaining dedicated accounts for storage and specific usage [3]. - As of December 31, 2024, there are still some unutilized funds from the raised capital, and CICC will continue to monitor their usage [4].