Stock code: 688030 Stock abbreviation: Shanshi Network Technology

Bond code: 118007 Bond abbreviation: Shanshi convertible bond

Hillstone Network Technology Co., Ltd

In 2022, convertible corporate bonds were issued to unspecified objects

Second interim fiduciary management service report

(FY2025)

Bond trustee

March 2025

This report is prepared by China International Capital Corporation Limited, the trustee of this issue of bonds, in accordance with the Administrative Measures for the Issuance and Trading of Corporate Bonds, the Bond Trustee Management Agreement on the Issuance of Convertible Corporate Bonds by Hillstone Network Technology Co., Ltd. to Unspecified Targets (hereinafter referred to as the "Trustee Management Agreement"), and the Prospectus for the Issuance of Convertible Corporate Bonds by Hillstone Network Communication Technology Co., Ltd. to Unspecified Targets (hereinafter referred to as the "Prospectus"). The content and information of this report prepared by CICC are derived from the information or explanation provided by Hillstone Network Technology Co., Ltd.

This report does not constitute a recommendation to investors to do or not to perform any of the acts, and investors should make independent judgment on the relevant matters and should not rely on anything in this report as a commitment or statement made by CICC. In no event shall CICC be liable for any acts or omissions taken by investors in reliance on this report.

China International Capital Corporation Limited (hereinafter referred to as "CICC"), as the sponsor and lead underwriter of Hillstone Network Technology Co., Ltd.'s issuance of convertible corporate bonds (bond abbreviation: Hillstone Convertible Bonds, bond code: 118007, hereinafter referred to as the "Bonds") to unspecified targets in 2022, continues to pay close attention to matters that have a significant impact on the rights and interests of bondholders. In accordance with the relevant provisions of the Administrative Measures for the Issuance and Trading of Corporate Bonds, the Code of Conduct for Corporate Bond Trustees, the Administrative Measures for Convertible Corporate Bonds, and the Trustee Management Agreement for this issue of bonds, the relevant information of the Announcement of Hillstone Network Communication Technology Co., Ltd. on Completing the General Election of the Board of Directors and the Board of Supervisors and the Change of Legal Representative, Appointment of Senior Managers and Securities Affairs Representatives (2025-013) disclosed by the company is as follows:

1. Overview of the approval of the current bonds

The issuance was deliberated and approved by the 21st meeting of the first board of directors held on November 3, 2020 and the 27th meeting of the first board of directors held on August 13, 2021, and approved by the first extraordinary general meeting of shareholders of the company held on November 19, 2020, and the resolution of the general meeting of shareholders is valid until November 18, 2021; The validity period of the resolution to issue convertible corporate bonds to unspecified objects was extended to November 17, 2022 after the 30th meeting of the first board of directors held on November 10, 2021 and the third extraordinary general meeting of shareholders held on November 26, 2021.

With the approval of the China Securities Regulatory Commission (CSRC) on the approval of the registration of Hillstone Nettech Communication Technology Co., Ltd. to issue convertible corporate bonds to unspecified objects (Zheng Jian Xu Xu [2021] No. 4025), Hillstone Nettech Communication Technology Co., Ltd. (hereinafter referred to as the "Company") issued 2,674,300 convertible corporate bonds to unspecified objects on March 22, 2022, and was listed and traded on the Shanghai Stock Exchange on April 21, 2022 (the convertible bond referred to as " Shanshi Convertible Bonds", the convertible bond code "118007"). The period of "Shanshi Convertible Bonds" is from September 28, 2022 to March 21, 2028, and the initial conversion price is 24.65 yuan per share.

Second, the basic situation of "mountain and stone to debt".

(1) Name of bond: Hillstone Network Technology Co., Ltd. will issue convertible corporate bonds to unspecified objects in 2022

(2) Abbreviation of bonds: Shanshi convertible bonds

(3) Bond code: 118007

(4) Bond type: convertible corporate bonds

(5) Issuance size: RMB 267.43 million

(6) Number of issuances: 2,674,300

(7) Par amount and issue price: The face value of each convertible bond issued this time is RMB 100 and is issued at par value.

(8) Bond term: The term of the convertible corporate bonds issued this time is six years from the date of issuance, that is, from March 22, 2022 to March 21, 2028.

(9) Bond interest rate: The coupon rate of the convertible corporate bonds issued this time is 0.4% in the first year, 0.7% in the second year, 1.2% in the third year, 1.8% in the fourth year, 2.5% in the fifth year and 2.8% in the sixth year.

(10) The term and method of interest payment

The convertible bonds issued this time will be paid once a year, and the principal will be repaid at maturity and the interest will be paid for the last year.

(1) Annual interest calculation

Annual interest refers to the current interest that holders of convertible corporate bonds can enjoy for each full year from the first day of issuance of convertible corporate bonds according to the total par amount of convertible corporate bonds they hold.

The formula for calculating the annual interest is: I=B×i

I: Refers to the annual interest amount;

B: refers to the total par amount of convertible corporate bonds held by the holders of the convertible corporate bonds issued this time on the record date of interest-bearing claims in the interest-bearing year (hereinafter referred to as "the current year" or "each year");

i: Refers to the coupon rate of convertible corporate bonds for the current year.

(2) Interest payment method

(1) The convertible corporate bonds issued this time adopt the interest payment method of once a year, and the starting date of interest calculation is the first day of the issuance of convertible corporate bonds (March 22, 2022, T day).

(2) Interest payment date: The annual interest payment date is the day of each full year from the first day of issuance of convertible corporate bonds. If the day is a statutory holiday or rest day, it will be postponed to the next trading day, and the extension period will not be changed

Interest. An interest-bearing year is calculated between two adjacent interest payment dates.

(3) Interest-paying creditor's rights registration date: The annual interest-paying creditor's rights registration date is the trading day before the annual interest-paying date, and the company will pay the current year's interest within five trading days after the annual interest-paying date. The Company shall no longer pay interest to the holders of convertible corporate bonds that are converted into shares of the Company before the registration date of interest-paying claims (including the registration date of interest-paying claims).

(4) The tax payable on the interest income received by the holders of convertible corporate bonds shall be borne by the holders.

(11) The term of share transfer

The convertible bond conversion period of this issuance starts on the first trading day (September 28, 2022) six months after the expiration of the issuance of convertible bonds (March 28, 2022, T+4) and ends on the maturity date of the convertible bonds (March 21, 2028) (in case of statutory holidays or rest days, it will be extended to the first trading day thereafter; No additional interest will be charged on the interest payments during the deferred period).

(12) Conversion price: The initial conversion price of the convertible bonds issued this time is 24.65 yuan/share, and the current conversion price is 24.52 yuan/share.

(13) Credit rating: According to the "2024 Tracking Rating Report on the Issuance of Convertible Corporate Bonds by Hillstone Network Technology Co., Ltd. to Unspecified Objects" (Lianhe [2024] No. 3289) issued by United Credit Rating Co., Ltd., the issuer's main credit rating is A+, the rating outlook is negative, and the credit rating of the convertible corporate bonds is A+.

(14) Credit rating agency: United Credit Rating Co., Ltd

(15) Guarantees: No guarantee is provided for this convertible bond.

(16) Registration, custody, entrustment of bond dividends and redemption institutions: China Securities Depository and Clearing Corporation Shanghai Branch

3. The specific situation of the major events of the current bond

CICC, as the sponsor, lead underwriter and trustee of this bond, hereby reports the details of the announcement of Hillstone Network Technology Co., Ltd. on the completion of the general election of the board of directors and the board of supervisors and the change of legal representative, appointment of senior management and securities affairs representative (2025-013) disclosed by the issuer as follows:

In accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange and other laws, regulations, normative documents and the Articles of Association of Hillstone Network Technology Co., Ltd. (hereinafter referred to as the "Articles of Association") and other relevant provisions, Hillstone Network Communication Technology Co., Ltd. (hereinafter referred to as the "Company" or "Hillstone Network Technology") on January 23, 2025, On February 11, 2025, the employee representative meeting and the first extraordinary general meeting of shareholders in 2025 were held to elect the members of the third board of directors and board of supervisors of the company; On February 11, 2025, the first meeting of the third board of directors and the first meeting of the third board of supervisors were held to elect the chairman of the third board of directors, members of special committees and the chairman of the third board of supervisors of the company, and to appoint the third senior management and securities affairs representative of the company.

(1) The general election of the board of directors

1. Election of directors

The Company held its first extraordinary general meeting of shareholders in 2025 on February 11, 2025 on a cumulative voting basis

Mr. Ye Haiqiang, Mr. Jiang Dongyi, Mr. Chen Zhenkun, Mr. Wu Hao, Mr. Zhang Jinzhang and Mr. Fan Zhirong were elected as non-independent directors of the third board of directors of the company, and Mr. Zhang Xiaojun, Mr. Zhang Yiqiang and Mr. Zuo Xiaodong were elected as independent directors of the third board of directors of the company, of which Mr. Zhang Xiaojun was an accounting professional.

The above six non-independent directors and three independent directors together constitute the third board of directors of the company, and the term of office is three years from the date of deliberation and approval of the company's first extraordinary general meeting of shareholders in 2025.

2. Election of the chairman of the board

The company held the first meeting of the third board of directors on February 11, 2025, and deliberated and approved the "About

Proposal to elect the chairman of the third board of directors of the company. The board of directors agreed to elect Mr. Ye Haiqiang as the chairman of the third board of directors of the company, and the term of office will be from the date of deliberation and approval of the board of directors to the date of expiration of the term of the third board of directors of the company.

3. Election of members of special committees of the board of directors

The company held the first meeting of the third board of directors on February 11, 2025, and deliberated and approved the "About

Proposal for the election of members of the special committee of the third board of directors of the company. The third session of the Board of Directors of the Company consists of the Audit Committee, the Nomination and Remuneration Committee, and the Strategy Committee, and the Board of Directors agrees on the composition of each special committee as follows:

Composition of the Special Committee Chairman/Convener

Audit Committee of the Board of Directors Zhang Xiaojun, Zhang Yiqiang, Chen Zhenkun Zhang Xiaojun

Nomination and Remuneration Committee of the Board of Directors Zuo Xiaodong, Zhang Xiaojun, Ye Haiqiang and Zuo Xiaodong

Strategy Committee of the Board of Directors Ye Haiqiang, Zhang Yiqiang, Zuo Xiaodong Ye Haiqiang

The term of office of the members of the special committee and the chairman (convener) of the third board of directors of the company shall be from the date of deliberation and approval of the board of directors to the date of expiration of the term of the third board of directors of the company.

(2) The general election of the board of supervisors

1. Election of supervisors

On January 23, 2025, the company held a staff representative meeting and elected Ms. Cui Qingchen as the third of the company

Employee representative supervisor of the board of supervisors. The Company held its first extraordinary shareholders' meeting for 2025 on February 11, 2025

At the General Assembly, Mr. Liu Jiancheng and Ms. Li Hongmei were elected as non-employee representative supervisors of the third board of supervisors of the company by cumulative voting system.

The above-mentioned one employee representative supervisor and two non-employee representative supervisors shall jointly constitute the third board of supervisors of the company, and the term of office shall be three years from the date of deliberation and approval of the company's first extraordinary general meeting of shareholders in 2025.

2. Election of the chairman of the board of supervisors

On February 11, 2025, the company held the first meeting of the third board of supervisors, and deliberated and approved the "About

Proposal to elect the chairman of the third board of supervisors of the company. The Board of Supervisors agreed to elect Ms. Cui Qingchen as the Chairman of the third Board of Supervisors of the Company, and her term of office will be from the date of deliberation and approval of the Board of Supervisors to the date of expiration of the term of the third Board of Supervisors of the Company.

(3) Changes in the legally-designated representative

According to the Articles of Association, the chairman of the board of directors is the legal representative of the company. After Mr. Ye Haiqiang serves as the chairman of the third board of directors of the company, he will also serve as the legal representative of the company. The company will complete the relevant industrial and commercial change registration procedures of the legal representative as soon as possible in accordance with the legal procedures.

(4) The appointment of senior management personnel

The company held the first meeting of the third board of directors on February 11, 2025, and deliberated and approved the "About

Proposal for the appointment of senior management of the company. The board of directors agreed to appoint Mr. Ye Haiqiang, Mr. Shang Xihe, Mr. Jiang Dongyi, Mr. Timothy XiangmingLiu (Liu Xiangming), Mr. Yang Qinghua, Ms. Zhang Xia, Ms. Bu Cuihua, Mr. Jia Yu and Ms. Tang Yan as the third senior management of the company, and the term of office will be from the date of deliberation and approval of the board of directors to the date of expiration of the term of the third board of directors of the company.

Among them, Mr. Ye Haiqiang is the general manager of the company, Mr. Shang Xihe is the deputy general manager and financial director of the company, Mr. Jiang Dongyi, Mr. Timothy Xiangming Liu (Liu Xiangming), Mr. Yang Qinghua, Ms. Zhang Xia, Ms. Bu Cuihua and Mr. Jia Yu are the deputy general managers of the company, and Ms. Tang Yan is the secretary of the board of directors of the company.

(5) The appointment of securities affairs representatives

The company held the first meeting of the third board of directors on February 11, 2025, and deliberated and approved the "About

Proposal for the appointment of a representative of the company's securities affairs. The board of directors agreed to appoint Mr. He Yuantao as the company's securities affairs representative to assist the secretary of the board of directors in handling daily work, and the term of office will be from the date of deliberation and approval of the board of directors to the date of expiration of the term of the third board of directors of the company.

(6) Resignation after the term of office

After the completion of the general election, Mr. DongpingLuo will no longer serve as the chairman and general manager of the company, Mr. Yang Mei will no longer serve as the director of the company, and Mr. Li Jun and Ms. Meng Yaping will no longer serve as independent directors of the company and members of relevant special committees.

4. Analysis of the impact of the above matters on the issuer

The matters described in the issuer's Announcement on the Completion of the General Election of the Board of Directors and the Board of Supervisors and the Change of Legal Representative, Appointment of Senior Management and Securities Affairs Representative (2025-013) did not have a material adverse impact on the issuer's daily operations and solvency.

In order to fully protect the interests of bond investors and perform its duties as a bond trustee, CICC, as the trustee of this bond, communicated with the issuer in a timely manner after learning of the relevant matters and issued this interim trustee management report in accordance with the relevant provisions of the Code of Conduct for Corporate Bond Trustees. CICC will pay close attention to the issuer's repayment of principal and interest on the current bonds and other matters that have a significant impact on the interests of bondholders, and will strictly perform its duties as a bond trustee.

Investors are hereby reminded to pay attention to the risks associated with this issue of bonds and to make independent judgments on relevant matters.

The announcement is hereby made.

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China International Capital Corporation Limited

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