China UAV: China Securities Co., Ltd. and AVIC Securities Co., Ltd. on the postponement of some fundraising projects of AVIC (Chengdu) UAV System Co., Ltd
DATE:  Dec 26 2024

China Securities Co., Ltd. and AVIC Securities Co., Ltd. (hereinafter referred to as the "Sponsors"), as the sponsors of the initial public offering of shares of AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd. (hereinafter referred to as "China Unmanned Aerial Vehicle" or the "Company") and its listing on the Science and Technology Innovation Board, in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, 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. The postponement of the initial public offering of shares and the listing of part of the fund-raising investment project (hereinafter referred to as the "fund-raising project") of China UAV has been carefully verified, and the verification situation and opinions are as follows:

First, the basic situation of the funds raised

On April 19, 2022, the China Securities Regulatory Commission (CSRC) issued the "Approval of AVIC (Chengdu)

Approval of the Registration of the Initial Public Offering of Shares of Unmanned Aerial Systems Co., Ltd. (CSRC Permit [2022])

No. 825). On June 29, 2022, the company made its initial public offering of RMB ordinary on the Shanghai Stock Exchange

135,000,000 A shares and listed. The issuance raised 436,725,000 yuan, all of which were raised by the company's public offering of new shares, and the actual net amount of funds raised was 419,705.72 million yuan after deducting various issuance expenses (excluding tax) of 170.1928 million yuan. On June 21, 2022, Lixin Certified Public Accountants (Special General Partnership) verified the funds in place for this issuance and issued the Capital Verification Report of Xinhuishi Bao Zi [2022] No. ZD10132. In accordance with the regulations, the company carries out special account storage management for the above-mentioned raised funds, and has signed a special account storage supervision agreement with the sponsor institution and the bank supervising the special account for raised funds.

2. The basic situation and progress of the fundraising project

In accordance with the investment projects and use plan of the raised funds disclosed in the Prospectus for the Initial Public Offering of Shares and Listing on the Science and Technology Innovation Board of AVIC (Chengdu) Unmanned Aircraft Systems Co., Ltd., as of November 30, 2024, the company's raised funds after deducting the issuance expenses are committed to invest in the projects and the use of the raised funds as follows:

Preface Project Commitment to Raise Funds Cumulative Investment of Raised Funds Investment Progress

No. (10,000 yuan) (10,000 yuan)

1 UAV system development and production 97,125.00 62,010.49 63.85%

Industrialization project

2 Technical research and R&D capabilities 46,875.00 11,033.40 23.54%

Elevate the project

3 Replenishment of liquidity 20,000.00 20,000.00 100.00%

Total 164,000.00 93,043.89 56.73%

Note: As of November 30, 2024, the calculation of the "cumulative investment of raised funds" and the investment progress are unaudited.

3. The circumstances and reasons for the postponement of the fundraising project

(1) The postponement of the fundraising project

Based on the principle of prudence, combined with the actual progress of the company's fund-raising projects, the company intends to postpone the date when the "UAV system development and industrialization project" and "technical research and R&D capability improvement project" reach the scheduled usable state under the condition that the investment content, implementation subject and implementation method of the raised funds do not change, as follows:

Preface Project Name The project was originally planned to reach the scheduled project and the project was postponed to achieve the scheduled to be available

No. with status date with status date

1 UAV system development and production October 2025 December 2027

Industrialization project

2 Technical research and R&D capabilities April 2025 December 2027

Elevate the project

(2) The reason for the postponement of the fundraising project

Since the raised funds have been in place, the company's board of directors and management have attached great importance to and actively and steadily promoted the development of fundraising projects, the company's core technical capabilities and industrial development level have reached a new level, and the product pedigree has been more perfect, forming a product pedigree with "high, medium and low" collocation and a full-scene application of "large, medium and small" integration.

With the wide application of emerging technologies such as artificial intelligence, big data, and new energy, the application scenarios of UAVs are becoming more and more abundant, and the market demand for UAVs is constantly changing, and the modernization and performance upgrading of products are constantly pursued. In order to respond to the changes in the market environment and meet the diverse needs of customers, the company continuously optimizes the specific plan during the implementation of the fundraising project, and carries out multiple rounds of iterations in technology to improve the overall quality of the fundraising project and the efficiency of the use of raised funds, and enhance its competitiveness in the field of unmanned aerial vehicles. The company determines the investment rhythm according to market changes and technological changes, and the development time of some fundraising and investment projects has been delayed and the cycle has been extended.

Since the 2023 Central Economic Work Conference elevated the low-altitude economy to the height of a strategic emerging industry, the low-altitude economic industry has developed rapidly. The company pays close attention to the development trend and frontier dynamics of the low-altitude economy, coordinates the construction of low-altitude economic capacity, increases resource investment, and carries out low-altitude economic application scenarios and material refinement

Adapt to the needs of new areas of low-altitude economy. Some of the company's R&D resources are inclined to low-altitude economic related products and technologies, resulting in the delay in the progress of some fundraising projects.

Based on the development trend of UAV technology, the diversified needs of customers and resource allocation, the R&D time and development cycle of existing fund-raising projects have been extended.

Fourth, the impact of the postponement of the fundraising project

The postponement of some of the fund-raising projects is a prudent decision made by the company according to the actual situation of the implementation of the fund-raising project, which does not change the investment content, implementation subject and implementation method of the project construction, and will not have a significant adverse impact on the normal operation of the company, nor does it change or disguise the investment direction of the raised funds and other circumstances that damage the interests of shareholders, which is in line with the company's medium and long-term development plan, and in line with the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange on the management of raised funds by listed companies. In the future, the company will further accelerate the construction progress of the fundraising and investment projects, and promote the fundraising and investment projects to reach the scheduled usable state as soon as possible.

V. Procedures for the review of performance

On December 25, 2024, the company held the 25th meeting of the 5th board of directors and the 5th supervisor

At the thirteenth meeting, the "Proposal on the Extension of Some Fund-raising Projects" was deliberated and approved, and it was agreed that the company would adjust the time for some fund-raising projects to reach the expected usable state. This adjustment only involves changes in the progress of the project, and does not change the investment content, implementation subject and implementation method of the fundraising project, and will not have a material adverse impact on the normal operation of the company.

The Strategy Committee of the Board of Directors of the Company has deliberated and approved the matter, and this matter does not need to be submitted to the General Meeting of Shareholders of the Company for deliberation.

6. Explanation of special opinions

The Board of Supervisors believes that the postponement of some of the company's fund-raising projects is in line with the actual situation of the project construction and the company's business plan, and there is no disguised change in the investment direction of the raised funds and damage to the interests of shareholders, especially small and medium-sized shareholders, and the relevant decision-making and approval procedures are in line with the relevant laws and regulations such as the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies", "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 the postponement of some of the fundraising projects.

7. Verification opinions of the sponsor institution

After verification, the sponsor believes that:

The postponement of some of the company's fundraising projects is in line with the actual situation of the project construction and the company's business plan, and has been deliberated and approved by the company's board of directors and board of supervisors. The relevant decision-making and approval procedures comply with relevant laws and regulations such as the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, 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 are not disguised to change the investment direction of the raised funds and damage the interests of the Company's shareholders, especially the interests of small and medium-sized shareholders.

To sum up, the sponsor has no objection to the postponement of some of the company's fundraising projects.

(No text below)

(There is no text on this page, it is the signed and stamped page of the "Verification Opinions of China Securities Co., Ltd. and AVIC Securities Co., Ltd. on the Extension of the Fundraising and Investment Project of AVIC (Chengdu) Unmanned Aerial System Co., Ltd.") Sponsor Representative:

Yuan Dejiang, Liu Xianfeng

China Securities Co., Ltd

date

(There is no text on this page, it is the signed and stamped page of the "Verification Opinions of China Securities Co., Ltd. and AVIC Securities Co., Ltd. on the Extension of the Fundraising and Investment Project of AVIC (Chengdu) Unmanned Aerial System Co., Ltd.") Sponsor Representative:

Sun Jie and Shen Xiqiang

AVIC Securities Limited

date

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