Huaan Securities Co., Ltd

About Ningbo Changyang Technology Co., Ltd

Part of the fund-raising project is completed, and the surplus raised funds are permanently replenished with working capital

Verification opinions

Huaan Securities Co., Ltd. (hereinafter referred to as the "Sponsor Institution", "Huaan Securities"), as the sponsor of Ningbo Changyang Technology Co., Ltd. (hereinafter referred to as "Changyang Technology" or "the Company") to issue shares to specific targets and list them in 2022, in accordance with the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies (Revised in 2022)", "Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange", " Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and other relevant regulations, Changyang Technology's plan to close the "R&D Center Project" and permanently replenish the working capital with the surplus raised funds has been prudently verified, and the verification situation is as follows:

First, the basic situation of the funds raised

(1) The basic situation of the funds raised

Approved by the China Securities Regulatory Commission (CSRC) on the approval of the registration of the initial public offering of shares of Ningbo Changyang Technology Co., Ltd. (Zheng Jian Xu Xu [2019] No. 1886), the company issued 70,642,200 RMB ordinary shares (A shares) for the first time at an issue price of RMB 13.71 per share, raising a total of RMB 968,504,562.00, and the actual net amount of funds raised after deducting various issuance expenses was RMB 856. 718,202.80 yuan. The above-mentioned raised funds have been in place on October 30, 2019, and Lixin Certified Public Accountants (Special General Partnership) has verified the receipt of the raised funds for this issuance on October 30, 2019, and issued the "Capital Verification Report" of Xinhuishi Bao Zi [2019] No. ZA15720.

The company has adopted a special account storage system for the raised funds and set up a special account for the relevant raised funds. After the raised funds are received, all of them have been deposited in the special account for raised funds, and the "Tripartite Supervision Agreement on the Storage of Special Accounts for Raised Funds" and the "Four-Party Supervision Agreement on the Storage of Special Accounts for Raised Funds" have been signed with the sponsor institutions and commercial banks that store the raised funds in the special account.

(2) The basic information of the promised investment project

1. Commitment to investment projects

According to the Company's Prospectus for Initial Public Offering of Shares and Listing on the Science and Technology Innovation Board, the funds raised from the Company's initial public offering of shares are intended to be used for the following items after deducting the issuance expenses:

Unit: 10,000 yuan

Project Name Project Investment It is proposed to use the raised funds for investment

Total amount

With an annual output of 90 million square meters, BOPET high-end reflective functional film 28,722 28,722

project

With an annual output of 50.4 million square meters, the project of deep processing functional film is 9,174 9,174

R&D Center Project 8,892 8,892

With an annual output of 30 million square meters, the release film project for semiconductor packaging is 4,187 4,187

Annual output of 10 million pieces of high-end optical diaphragm project 1,962 1,962

Total 52,937 52,937

On September 14, 2021, the 23rd meeting of the second board of directors and the 22nd meeting of the second board of supervisors of the company deliberated and approved the "Proposal on the Completion of Part of the Fund-raising Projects and the Use of the Surplus Raised Funds for New Projects", and agreed that the company will raise funds to invest in the projects "BOPET high-end reflective functional film project with an annual output of 90 million square meters", "deep processing functional film project with an annual output of 50.4 million square meters" and "high-end optical film project with an annual output of 10 million pieces". And the surplus funds raised will be used for the "annual output of 80,000 tons of optical grade polyester base film project". On October 8, 2021, the company's second extraordinary general meeting of shareholders in 2021 deliberated and approved the matter.

Unit: 10,000 yuan

Project Name Total Project Investment The amount of funds to be invested

80,000 tons of optical grade polyester base film project 122,448 23,290

Note: The actual amount to be invested with raised funds is subject to the balance of the special account on the day of fund transfer.

On December 30, 2022, the 10th meeting of the 3rd Board of Directors and the 8th meeting of the 3rd Board of Supervisors of the Company deliberated and approved the "Proposal on the Change and Closure of Some Fund-raising Projects and the Permanent Replenishment of Liquidity with the Surplus Raised Funds", and agreed that the Company will change the investment project of the raised funds from "Release Film Project with an Annual Output of 30 million square meters for semiconductor packaging" to "Release Film Project with an annual output of 20 million square meters for semiconductor packaging" and conclude the project, and the surplus raised funds will permanently replenish the working capital. On January 30, 2023, the company's first extraordinary general meeting of shareholders in 2023 deliberated and approved the matter.

2. Over-raised investment projects

On November 18, 2019, the Company held the 7th meeting of the 2nd Board of Directors and the 7th meeting of the 2nd Board of Supervisors, at which the "Proposal on Using Part of the Over-raised Funds to Repay Bank Loans" was deliberated and approved, and the Company agreed to use part of the over-raised funds of RMB 98.00 million to repay the bank loans (Announcement No.: 2019-003). On February 27, 2020, the company held the ninth meeting of the second board of directors and the eighth meeting of the second board of supervisors, and deliberated and approved the "Proposal on Using the Remaining Over-raised Funds to Invest in the Construction of the "High-end Optical Deep Processing Film Project with an Annual Output of 30 Million Square Meters", and agreed that the Company should use the remaining over-raised funds (including interest) of 229.9416 million yuan to invest in the construction of the "High-end Optical Deep Processing Film Project with an annual output of 30 million square meters" (Announcement No.: 2020-004).

Unit: 10,000 yuan

Project Name Total Project Investment The amount of funds to be invested

Repayment of bank loan 9,800.00 9,800.00

Annual output of 30 million square meters of high-end optical deep processing film project 50,061.00 22,994.16

Total 59,861.00 32,794.16

2. Project completion and plan for the use of surplus raised funds

The construction of the "R&D Center Project" has been completed, and it has been selected as the National Enterprise Technology Center and the Key Enterprise Research Institute of Zhejiang Province.

(1) The main reason for the surplus of funds raised by the R&D center project

1. The original plan was to use imported experimental equipment, and then in the actual construction, considering the cost performance of state-owned experimental equipment, the procurement of state-owned experimental equipment was increased, and the procurement of some experimental equipment was adjusted by comprehensively considering the company's existing technology and product planning. The original planned equipment purchase cost was 59.15 million yuan, and the actual investment was 36.2253 million yuan.

2. The other expenses of the original planned project construction were 17.05 million yuan, and the actual investment was 587,000 yuan.

3. The original planning reserve fee was 3.42 million yuan, but the actual use of the reserve fee was not involved.

4. In order to improve the efficiency of the use of idle raised funds, the company ensures that the construction of fund-raising projects and the safety of raised funds are not affected under the premise of ensuring that the construction of fund-raising projects and the safety of raised funds are not affected

Temporarily idle raised funds for cash management, achieved a certain income.

5. In the process of project implementation, the company strictly follows the relevant regulations on the use of raised funds, prudently uses the raised funds in line with the principles of reasonableness, effectiveness and economy, and reasonably allocates resources and strictly controls various expenditures under the premise of ensuring the quality and smooth implementation of the project.

(2) The plan for the use of the surplus raised funds

In view of the completion of the basic construction of the fund-raising project, in order to improve the efficiency of the use of raised funds and enhance the company's operating efficiency, according to the regulatory requirements for the management and use of raised funds, the company intends to permanently replenish the working capital of 40.7607 million yuan (the actual amount is subject to the balance of the special account on the day of the transfer of funds) after the completion of the "R&D center project".

(3) The use and savings of the funds raised by the "R&D center project".

1. As of December 10, 2024, the storage of the raised funds of the "R&D Center Project" is as follows:

Unit: 10,000 yuan

Corresponding investment Bank account number The amount of funds raised that has not been used

The name of the project

R&D Center Guangfa Bank Co., Ltd. 9550880027452400468 4,821.37

Project Division: Business Department of Ningbo Branch

2. As of December 10, 2024, the specific use and savings of the "R&D Center Project" are as follows:

Unit: 10,000 yuan

Project Raised Funds Cumulative Investment Raised Interest Income Deduction Signed Contract Raised Expected Project Progress

Name Total amount to be invested Amount of funds to be raised After handling fee Remaining amount to be paid (A- Situation

Amount (A) (B) Net (C) Amount (D) B+C-D)

R&D

Center 8,892 4,893.98 823.35 745.30 4,076.07 Closed

project

Note: The estimated remaining amount of raised funds does not include bank interest income that has not yet been received; The amount to be paid after the signed contract will continue to be paid through the original special account for raising funds.

3. The impact of the completion of part of the fund-raising project and the permanent replenishment of the working capital by the surplus raised funds on the company

The completion of part of the fund-raising project and the permanent replenishment of liquidity with the surplus raised funds is a reasonable decision made by the company according to the actual situation, which is conducive to improving the efficiency of the use of the company's raised funds, meeting the company's daily operation of the demand for working capital, and there is no disguised change in the investment direction of the raised funds and damage to the interests of shareholders.

4. Explanation of the review procedures and special opinions

(1) Deliberation procedures

On December 18, 2024, the company held the 27th meeting of the 3rd board of directors and the 23rd meeting of the 3rd board of supervisors, respectively, and deliberated and approved the proposal on the completion of some fund-raising projects and the permanent replenishment of liquidity with the surplus raised funds, which still needs to be submitted to the general meeting of shareholders of the company for deliberation.

(2) Opinions of the Board of Supervisors

The company will raise and invest in the "R&D Center Project" to complete the project and permanently supplement the working capital with the surplus raised funds, which is conducive to improving the efficiency of the use of raised funds and promoting the development of the company, which is in line with the interests of the company and all shareholders, and there is no disguised change in the investment direction of raised funds and damage to the interests of shareholders. The content and decision-making procedures of this matter are in accordance with relevant laws and regulations such as the Guidelines for the Supervision of Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the provisions of the Company's Management System for Raised Funds. The Board of Supervisors approved that the company will complete the fund-raising project "R&D Center Project" and permanently replenish the working capital with the surplus raised funds.

5. Verification opinions of the sponsor institution

After verification, the sponsor believes that:

The completion of part of the company's fund-raising project and the permanent replenishment of working capital with the surplus raised funds is a prudent decision made according to the actual situation of the implementation of the project, which is conducive to improving the efficiency of the use of the company's raised funds, and does not have an adverse impact on the company's production and operation, damaging the interests of the company and shareholders.

It complies with the provisions of laws, regulations and normative documents such as the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies (Revised in 2022), the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, as well as the relevant provisions of the Management System for Raised Funds formulated by the Company.

To sum up, the sponsor has no objection to the completion of some of the company's fund-raising projects and the permanent replenishment of liquidity with the surplus raised funds.

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(There is no text on this page, it is the signature page of the "Verification Opinion of Huaan Securities Co., Ltd. on the Completion of Part of the Fund-raising Projects of Ningbo Changyang Technology Co., Ltd. and the Permanent Replenishment of Liquidity with the Surplus Raised Funds") Sponsor Representative:

He Jibing, Feng Chunjie

Huaan Securities Co., Ltd

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