Aojie Technology: Announcement on the initial public offering of some restricted shares
DATE:  Jan 07 2025

Stock code: 688220 Stock abbreviation: Aojie Technology Announcement No.: 2025-001

Aojie Technology Co., Ltd

Announcement on the listing of some restricted shares in the initial public offering

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.

Important Content Notes:

The type of stock listing is the initial offering of restricted shares; The stock subscription method is offline, and the number of listed shares is

135,800,789 shares.

The total number of shares outstanding in this listing is 135,800,789 shares.

The stock will be listed for circulation on January 14, 2025.

1. The types of restricted shares that are listed and circulated this time

According to the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") on December 14, 2021

The "Reply on Agreeing to the Registration of the Initial Public Offering of Shares of Aojie Technology Co., Ltd." (Zheng Jian Xu Xu [2021] No. 3936) issued on the day of the company agreed to the registration application for the company's initial public offering of shares. The company is the first to the community

The public offering of 41,830,089 RMB ordinary shares (A shares) was launched on 14 January 2022

Listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the total share capital after the completion of the issuance is 418,300,889 shares, of which 384,753,530 shares are restricted and tradable, accounting for 91.98% of the company's total share capital, and 33,547,359 shares are unrestricted tradable shares, accounting for 8.02% of the company's total share capital.

The restricted shares circulating in this listing are 135,800,789 restricted shares before the company's initial public offering, accounting for 32.46% of the company's total share capital, and the number of restricted shareholders is 10, and the lock-up period is the company's initial public offering

The shares are 36 months from the date of listing, and the lock-up period is about to expire and will be listed for circulation from 14 January 2025.

2. Changes in the number of shares of the company since the formation of the restricted shares listed and circulated

The restricted shares listed and circulated this time belong to some of the restricted shares before the company's initial public offering, and since the company's initial public offering of shares, the company has not changed the number of shares due to profit distribution and provident fund conversion.

3. The relevant commitments of the restricted shares listed and circulated this time

According to the Prospectus for the Initial Public Offering of Shares and Listing on the Science and Technology Innovation Board of Aojie Technology Co., Ltd. and the Announcement on the Listing of the Initial Public Offering of Shares on the Science and Technology Innovation Board of Aojie Technology Co., Ltd., the shareholders who applied for the lifting of the share restriction this time have committed themselves to the listing and circulation of the restricted shares held by them as follows:

(1) Ningbo Jiexinrui Micro Enterprise Management Partnership (Limited Partnership), the person acting in concert with the actual controller, undertakes to:

1. Commitment on restricted sale arrangements and voluntary lock-up of shares:

"(1) Within 36 months from the date of listing of the issuer's shares, the unit shall not transfer or entrust others to manage the shares issued by the issuer before the issuer's public offering directly or indirectly held by the enterprise, nor shall the issuer repurchase such shares, and shall go through the lock-up procedures for the shares held in accordance with the law.

(2) During the period when the unit acts in concert as the actual controller of the issuer, it will report to the issuer the shares of the issuer held by the unit and the changes therein.

(3) At the same time, the unit will comply with laws and regulations and the listing rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange, and other provisions applicable to the lock-up of shares of the unit. If the relevant shareholding reduction regulations are subsequently revised, the unit will implement them in accordance with the shareholding reduction regulations in effect at that time. ”

2. Commitment on shareholding intention and shareholding reduction intention:

"(1) The unit will continue to be optimistic about the development prospects of the issuer and the industry in which it is located in the future, and is willing to hold the issuer's shares stably for a long period of time. After the issuer is listed, the unit may reduce its holdings of the issuer's shares as needed after the expiration of the lock-up period.

(2) The unit will not reduce the pre-listing shares of the issuer during the restriction period in accordance with the requirements of the initial public offering prospectus and the commitments issued, and strictly abide by the relevant provisions of laws and regulations, and the decision to reduce the shares of the issuer can only be made after the above restrictions are lifted. The methods of shareholding reduction include, but are not limited to, centralized bidding, block trading, transfer by agreement or other methods permitted by the China Securities Regulatory Commission and the Shanghai Stock Exchange at that time.

(3) When the unit implements the reduction of the issuer's shares, if the unit is still a person acting in concert with the actual controller, the unit will strictly abide by the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, Several Provisions on the Reduction of Shareholdings by Shareholders, Directors, Supervisors and Senior Executives of Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Implementation Rules for the Reduction of Shareholdings by Shareholders, Directors, Supervisors and Senior Managers of Listed Companies on the Shanghai Stock Exchange. Provisions of normative documents on share reduction and information disclosure.

(4) When the shares held by the unit are reduced after the expiration of the lock-up period, if the China Securities Regulatory Commission and the Shanghai Stock Exchange have updated the rules and requirements for the reduction of shares, the unit will comply with the rules and requirements applicable to the unit at that time. ”

(2) Shanghai Yitai Venture Capital Partnership (Limited Partnership), the person acting in concert before the actual controller,

INNODAC (HONG KONG) LIMITED, FANTASY TALENT INTERNATIONAL LIMITED, PENG

Qing, Guanying Group Co., Ltd., Huang Feng, Shanghai Wuyuefeng Integrated Circuit Equity Investment Partnership (Limited Partnership) and Shanghai Wuyuefeng Phase II Integrated Circuit Equity Investment Partnership (Limited Partnership) promise:

"(1) Within 36 months from the date of listing of the issuer's shares, the unit/person shall not transfer or entrust others to manage the shares issued by the issuer before the public offering of shares directly or indirectly held by the enterprise, nor shall the issuer repurchase such shares, and go through the lock-up procedures for the shares held in accordance with the law.

(2) At the same time, the unit/I will comply with the laws and regulations and the listing rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange, and other provisions of the company/I will apply to the lock-up of the shares of the unit/me. If there is any subsequent revision of the relevant shareholding reduction regulations, I will implement them in accordance with the shareholding reduction regulations in effect at that time. ”

(3) Alibaba (China) Network Technology Co., Ltd., a shareholder of the Company, undertakes that:

1. Commitment on restricted sale arrangements and voluntary lock-up of shares:

"(1) Within 36 months from the date of listing of the issuer's shares, the unit shall not transfer or entrust the management of others

The shares directly or indirectly held by the issuer before the issuer's public offering shall not be repurchased by the issuer, and the lock-up procedures for the shares held shall be handled in accordance with the law.

(2) During the period when the unit holds more than 5% of the shares of the issuer, it will report to the issuer the shares of the issuer directly or indirectly held by the unit and the changes therein. ”

2. Commitment on shareholding intention and shareholding reduction intention:

"(1) The unit will continue to be optimistic about the development prospects of the issuer and the industry in which it is located in the future, and is willing to hold the issuer's shares stably for a long period of time. After the issuer is listed, the unit may reduce its holdings of the issuer's shares as needed after the expiration of the lock-up period.

(2) The unit will not reduce the pre-listing shares of the issuer during the restriction period in accordance with the requirements of the initial public offering prospectus and the commitments issued, and strictly abide by the relevant provisions of laws and regulations, and the decision to reduce the shares of the issuer can only be made after the above restrictions are lifted. The methods of shareholding reduction include, but are not limited to, centralized bidding, block trading, transfer by agreement or other methods permitted by the China Securities Regulatory Commission and the Shanghai Stock Exchange at that time.

(3) When the unit implements the reduction of the issuer's shares, if the unit is still a shareholder holding more than 5% of the issuer's shares individually or collectively, it will strictly abide by the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, Several Provisions on the Reduction of Shareholdings by Shareholders, Directors, Supervisors and Senior Executives of Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Implementation Rules for the Reduction of Shareholdings by Shareholders, Directors, Supervisors and Senior Managers of Listed Companies on the Shanghai Stock Exchange. Provisions of normative documents on share reduction and information disclosure.

(4) When the shares held by the unit are reduced after the expiration of the lock-up period, such as the China Securities Regulatory Commission and Shanghai Securities Exchange

If there are updated rules and requirements for the reduction of shares, the unit will comply with the relevant regulations applicable to the unit at that time

rules and requirements. ”

In addition to the above commitments, the shareholders of the restricted shares who applied for listing and circulation this time have no other special commitments.

As of the disclosure date of this announcement, the shareholders of the restricted shares who applied for listing and circulation this time have strictly fulfilled their corresponding commitments

There is no failure to fulfill the relevant commitments that will affect the listing and circulation of the restricted shares.

Fourth, the intermediary agency verification opinions

Haitong Securities Co., Ltd. (hereinafter referred to as the "Sponsor") acted as the Company's initial public offering

After verification, the continuous supervision agency of the listing believes that as of the date of issuance of the verification opinion, Aojie Technology has lifted the ban this time

of shareholders of restricted shares have strictly fulfilled the corresponding share lock-up commitments; The number of restricted shares listed and in circulation

Listing and circulation time and other related matters are in accordance with the Company Law of the People's Republic of China and the Securities of the People's Republic of China

Law", "Administrative Measures for the Sponsorship Business of Securities Issuance and Listing" and "Regulations for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange".

rules and other relevant provisions; The information disclosed by Aojie Technology on the listing and circulation of the restricted shares is true, accurate and complete

Whole; The sponsor has no objection to the listing and circulation of the restricted shares of Aojie Technology.

5. The restricted shares listed and circulated this time

(1) The total number of restricted shares circulating in this listing is 135,800,789 shares, accounting for the total number of shares of the company

32.46%;

(2) The date of this listing and circulation is January 14, 2025;

(3) Detailed list of restricted shares listed and circulated:

Preface Shareholders Holding Limit The remaining restricted shares in this listing and circulation

No. Name Restricted Shares Held Proportion of Shares Sold Quantity (Shares) Quantity (Shares)

Number (shares) of the company's total

Equity ratio

Example(%)

1 Alibaba (China) Network Technology 64,557,440 15.43 64,557,440 0

Technology Co., Ltd

2 Ningbo Jiexinrui Micro Enterprise Management 38,013,676 9.09 33,820,949 4,192,727

Partnership (Limited Partnership)

3 Shanghai Wuyuefeng Integrated Circuit Equity 7,498,240 1.79 7,498,240 0

Investment Partnership (Limited Partnership)

4 FANTASY TALENT 5,935,040 1.42 5,935,040 0

INTERNATIONAL LIMITED

5 INNODAC ( HONG KONG ) 5,394,240 1.29 5,394,240 0

LIMITED

6 Guanying Group Limited 5,342,400 1.28 5,342,400 0

7 Huang Feng 4,410,240 1.05 4,410,240 0

Shanghai Wuyuefeng Phase II integrated circuit

8 Equity Investment Partnership (Limited 3,749,120 0.90 3,749,120 0

Partnership)

9 Shanghai Yitai Venture Capital Partnership 2,759,040 0.66 2,759,040 0

Business (Limited Partnership)

10 Peng Qing 2,334,080 0.56 2,334,080 0

139,993,516 33.47 135,800,789 4,192,727

plan

Note: (1) The proportion of restricted shares held in the total share capital of the company shall be rounded to two decimal places;

(2) If the total number does not match the mantissa of the sum of the sub-values, it is due to rounding;

(3) The remaining restricted shares in Ningbo Jiexinrui Micro Enterprise Management Partnership (Limited Partnership) are the pre-IPO restricted shares of the company's actual controllers, directors, supervisors, senior managers and core technical personnel in the employee stock ownership platform

Relevant commitments and rules, the lock-up period of this part of the restricted shares is extended.

(4) Listing and circulation of restricted shares:

Serial No. Type of Restricted Shares Number of Shares Circulating in this Listing (Shares) Restricted Period (Months)

1 Initial offering of restricted shares 135,800,789 36

Total - 135,800,789 -

6. Attachment to the online announcement

"Haitong Securities Co., Ltd.'s Verification of the Listing and Circulation of Restricted Shares of Aojie Technology Co., Ltd."

Opinions》

The announcement is hereby made.

January 7, 2025

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