Audit Opinion - The audit report states that the financial statements of Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. fairly reflect the financial position as of December 31, 2024, and March 31, 2025, as well as the operating results and cash flows for the year 2024 and the first quarter of 2025 [1][2]. Basis for Audit Opinion - The audit was conducted in accordance with Chinese Certified Public Accountant auditing standards, ensuring independence and adherence to professional ethics [2][3]. - Sufficient and appropriate audit evidence was obtained to support the audit opinion [2]. Management and Governance Responsibilities - The management is responsible for preparing financial statements in accordance with accounting standards and maintaining internal controls to prevent material misstatements due to fraud or error [2]. - The governance body oversees the financial reporting process [2]. Auditor Responsibilities - The auditor's goal is to obtain reasonable assurance that the financial statements are free from material misstatement, whether due to fraud or error [2][3]. - The auditor evaluates the appropriateness of accounting policies and estimates made by management [3]. Financial Statements Overview - The financial statements include the balance sheet, income statement, cash flow statement, and changes in equity, with detailed notes provided [1][7]. - The company reported current assets of approximately 593.93 million RMB and non-current assets of approximately 91.59 million RMB as of March 31, 2025 [4][5]. Financial Performance - The company reported a net loss of approximately 196.63 million RMB for the year 2024, compared to a net loss of approximately 480.92 million RMB for the first quarter of 2025 [5][6]. - The total revenue for the year 2024 was approximately 1.43 billion RMB, with operating costs amounting to approximately 831.35 million RMB [5][6]. Cash Flow Analysis - Cash inflows from operating activities totaled approximately 11.67 million RMB, while cash outflows amounted to approximately 11.61 million RMB for the first quarter of 2025 [6][7]. - The company reported a cash balance of approximately 593.93 million RMB as of March 31, 2025 [6][7]. Company Background - Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. was established on November 4, 2016, and is primarily engaged in engineering and technology research, as well as the sale of new energy vehicle components [7][8].

Core Viewpoint - Zhuhai Yingboer Electric Co., Ltd. plans to transfer its equity in Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd., necessitating an asset valuation report to determine the market value of the entire equity held by the shareholders as of March 31, 2025 [1][2]. Summary by Sections Company Overview - Zhuhai Yingboer Electric Co., Ltd. is a publicly listed company established on January 14, 2005, with a registered capital of 255.83 million yuan. The company specializes in manufacturing and selling power electronic components and electric vehicle accessories [2][3]. - Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. was established on November 4, 2016, with a registered capital of 129 million yuan. It is a wholly-owned subsidiary of Zhuhai Yingboer Electric Co., Ltd. [3][4]. Valuation Purpose and Methodology - The valuation aims to provide a market value reference for the equity transfer of Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. The valuation employs the asset-based approach and income approach, focusing on the company's ongoing operations and market conditions [1][2][3]. - The assessment date for the valuation is set for March 31, 2025, and the valuation type is determined to be market value [1][2][3]. Financial Overview - As of the assessment date, the total assets of Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. are valued at 129.35 million yuan, with total liabilities of 0.1325 million yuan, resulting in a net asset value of 129.22 million yuan [2][3][4]. - The valuation report indicates a significant increase in the assessed value of non-current assets, with a total assessed value of 202.63 million yuan compared to a book value of 92.96 million yuan, reflecting an increase of 117.99% [2][3]. Valuation Results - The final assessed value of the entire equity held by shareholders in Zhuhai Dingyuan New Energy Vehicle Electric Research Institute Co., Ltd. is 238.90 million yuan, representing an increase of 109.68 million yuan and a growth rate of 84.88% [2][3]. - The valuation does not account for control premiums or discounts due to lack of control, nor does it consider the liquidity of the equity [2][3].