United Imaging Healthcare: China International Capital Corporation Limited's verification report on the transfer of shares from shareholders of Shanghai United Imaging Medical Technology Co., Ltd. to specific institutional investors
DATE:  Mar 22 2025

China International Capital Corporation Limited

About Shanghai United Imaging Medical Technology Co., Ltd

Verification report of shareholders inquiring about the transfer of shares to specific institutional investors

China International Capital Corporation Limited (hereinafter referred to as "CICC" or "Organizing Broker") is entrusted by Shanghai United Imaging Medical Technology Co., Ltd. (hereinafter referred to as "United Imaging Healthcare", "Company" or "Listed Company") shareholders Shanghai Zhongke State Street Investment Partnership (Limited Partnership) (hereinafter referred to as "Zhongke State Street") and Shanghai Beiyuan Investment Partnership (Limited Partnership) (hereinafter referred to as "Beiyuan Investment") (hereinafter collectively referred to as the "Transferor"). Organize and implement the inquiry transfer of United Imaging Healthcare shareholders to specific institutional investors (hereinafter referred to as the "Inquiry Transfer").

After verification, CICC made the following report on whether the transferor and transferee of the inquiry transfer met the requirements of the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 4 - Inquiry Transfer and Placement (hereinafter referred to as the "Inquiry Transfer and Placement Guidelines"), whether the inquiry and transfer process and results of the inquiry transfer were fair and just, and whether they complied with the provisions of the Inquiry Transfer and Placement Guidelines.

1. Overview of the transfer of this inquiry

(1) The transferor of this inquiry

As of March 14, 2025, the number and proportion of the company's shares held by the transferor are as follows:

Name of the transferor Number of shares held as of March 14, 2025 Shareholding ratio

Zhongke Street 41,463,858 5.03%

Beiyuan Investment 28,830,361 3.50%

(2) The quantity of this inquiry transfer

The maximum number of shares to be transferred in this inquiry is 29,086,400 shares, and after the transferee is allocated, the transfer of this inquiry is as follows:

Name of Transferred Shareholder Number of Shares Transferred (Shares) Proportion of Total Share Capital Proportion of Shares Received as of March 14, 2025 Source of Transferred Shares

Percentage of shares

Zhongke Street 17,157,000 2.08% 41.38% pre-IPO shares

North Yuan Investment 11,929,400 1.45% 41.38% pre-IPO shares

As a pre-IPO shareholder of United Imaging Healthcare, a company listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange, the transferor transferred its shares by way of inquiry transfer to specific institutional investors in accordance with the relevant provisions of the Guidelines for Inquiry Transfer and Placement.

(4) The principle of determining the lower limit of the transfer price of this inquiry

The transferor and the organization brokerage company comprehensively consider the shareholders' own capital needs and other factors, and negotiate to determine the lower price limit of the inquiry transfer. The lower limit of the transfer price of this inquiry shall not be lower than the "Invitation to Subscribe for Shareholders to Reduce Their Shareholdings of Shanghai United Imaging Medical Technology Co., Ltd. Before the IPO by Inquiry and Transfer to Specific Institutional Investors"

(the "Invitation to Subscription") (i.e., March 14, 2025, inclusive).

70% of the average trading price of the shares of United Imaging Medical, in line with the provisions of the "Inquiry Transfer and Placement Guidelines" regarding the lower limit of the inquiry transfer price.

(5) The principle of determining the transfer price of this inquiry

1. Determination of inquiry transfer price and principle of allocation

Organize securities firms to establish records in accordance with the bidding procedures, and the placing adopts the principle of "priority for subscription price, priority for subscription quantity and priority for receiving the "subscription quotation" to determine the inquiry transfer price and subscription object. If the number of valid subscribed shares transferred in this inquiry is equal to or exceeds the maximum number of shares to be transferred in this inquiry (29,086,400 shares), the principle of determining the transfer price, subscription object and number of allotted shares in this inquiry is as follows (priority is in order of serial number):

(1) Priority of subscription price: Sort and accumulate according to the declared price from high to low;

(2) Priority of subscription quantity: if the declared price is the same, the subscription quantity will be sorted and accumulated from large to small;

(3) Priority time of receipt of the "Subscription Quotation": if the declared price and subscription quantity are the same, it will be sent to the designated mailbox or special delivery time for the transfer of this inquiry in accordance with the "Subscription Quotation" (if the "Subscription Quotation" is delivered by both email and special person, the effective "Subscription Quotation" received by the brokerage company for the first time within the specified time shall prevail) will be sorted and accumulated from first to first, and the effective subscription of the early time will be prioritized for allocation.

If the total number of valid subscribed shares of the inquiry object is equal to or exceeds 29,086,400 shares, when the total number of shares validly subscribed is equal to or exceeds 29,086,400 shares for the first time, the lowest subscription price of the cumulative valid subscription is the transfer price of this inquiry. According to this price, the effective subscription amount higher than the transfer price of this inquiry will be fully placed, and the effective subscription amount will be the same as the transfer price of this inquiry

According to the principle of the number of subscriptions from large to small and the subscription time from early to late, they will be sorted and placed in turn until the cumulative number of allotment shares reaches 29,086,400 shares.

If the total number of valid subscriptions is less than 29,086,400 shares, the lowest price in all valid subscriptions will be confirmed as the transfer price of this inquiry. All investors who have validly subscribed will receive the placement in full.

2. The method of adjusting the results of the inquiry transfer

If the total number of valid subscribed shares of the inquiry object is less than 29,086,400 shares, the brokerage firm shall be organized to ask the inquiry object whether it has subscribed in accordance with the determined transfer price according to the level of the effective subscription price, and if it participates in the additional subscription, the corresponding additional transfer quantity. If the full amount is not subscribed after the above inquiry, the brokerage will be organized to solicit subscription intentions from other investors who sent the subscription invitation; If the full subscription is not made after the above inquiry, the organization brokerage will continue to solicit subscription intentions from other investors.

If the subscription is still insufficient after the final addition, the organizing brokerage will determine the final transferee and the final transfer quantity according to the actual subscription. All investors who have validly subscribed will receive the placement in full. The final number of shares transferred will not exceed 29,086,400 shares.

Organize the brokerage firm to form the final placement result according to the above subscription confirmation procedures and rules, and if there are any unfinished matters in the above procedures and rules, the brokerage firm shall negotiate and resolve the matter.

Second, the process of the transfer of this inquiry

(1) Sending of invitation documents

A total of 86 institutional investors have been served on the "Invitation to Subscribe for the Inquiry Transfer", including: 20 fund management companies, 13 securities companies, 5 insurance companies, 6 qualified foreign institutional investors, 41 private equity fund managers, and 1 futures company.

The above-mentioned "Invitation to Subscription" contains the subscription objects and conditions, the subscription time and subscription method, the lower limit of the inquiry transfer price, and the procedures and rules for the allocation of shares.

(2) The subscription quotation

During the valid filing time specified in the Invitation to Subscription, i.e. from 7:15 to 9:15 on March 17, 2025, the group

The brokerage firm received 33 copies of the "Subscription Quotation", all of which were valid quotations, and the investors who participated in the subscription sent the relevant subscription documents in a timely manner.

(3) The transfer price, the allottee and the allotment

According to the subscription quotation of institutional investors, and in strict accordance with the procedures and rules for the inquiry transfer price, the inquiry object and the allotted shares determined in the "Subscription Invitation", the specific rules are consistent with the "1. (5) The principle of determining the transfer price of this inquiry" is determined to be 108.66 yuan per share, the number of shares transferred is 29,086,400 shares, and the subscription principal is 3,160,528,224.00 yuan.

The transferee was finally determined to be 25 institutional investors. The results of the transfer of this inquiry are as follows:

Serial No. Name of Transferee Type of Investor Number of Shares Transferred to Total Share Capital Restricted Period

(shares) ratio

1 Taibai Investments Pte. Ltd. QFII 6,590,000 0.80% 6 months

2 True Light Capital Pte. Ltd. QFII 1,640,000 0.20% 6 months

3 Schroder Investment Management (HK) Qualified Foreign Institutional Investors 1,560,000 0.19% 6 months

LTD.

4 Morgan Stanley International Limited Qualified Foreign Institutional Investors 620,000 0.08% 6 months

5 UBS AG Qualified Foreign Institutional Investors 410,000 0.05% 6 months

6 J.P. Morgan Securities plc Qualified Foreign Institutional Investors 190,000 0.02% 6 months

7 E Fund Management Co., Ltd. Fund Management Company 3,246,400 0.39% 6 months

8 ICBC Credit Suisse Fund Management Co., Ltd. Fund Management Company 1,950,000 0.24% 6 months

9 NORD Fund Management Co., Ltd. Fund Management Company 1,590,000 0.19% 6 months

10 Cathay Fund Management Co., Ltd. Fund Management Company 700,000 0.08% 6 months

11 Caitong Fund Management Co., Ltd. Fund Management Company 640,000 0.08% 6 months

12 GF Fund Management Co., Ltd. Fund Management Company 400,000 0.05% 6 months

13 Pacific Asset Management LLC Insurance Company 500,000 0.06% 6 months

14 Chinese Life Asset Management Co., Ltd. Insurance Company 420,000 0.05% 6 months

15 CITIC Futures Limited Futures Company 150,000 0.02% 6 months

16 GF Securities Co., Ltd. Securities Company 970,000 0.12% 6 months

17 Guotai Junan Securities Co., Ltd. Securities Company 540,000 0.07% 6 months

18 Shanghai Jueshuo Asset Management Center (Limited Partnership) Private Equity Fund Manager 3,250,000 0.39% 6 months

19 Guangdong Shangwei Investment Management Co., Ltd. Private Equity Fund Manager 2,370,000 0.29% 6 months

20 Shenzhen Command Capital Management Co., Ltd. Private Equity Fund Manager 350,000 0.04% 6 months

21 Shanghai Shengshi Capital Management Co., Ltd. Private Equity Fund Manager 270,000 0.03% 6 months

22 Shanghai Muxin Private Equity Fund Management Co., Ltd. Private Equity Fund Manager 250,000 0.03% 6 months

23 Sichuan Development Securities Investment Fund Management Co., Ltd. Private Equity Fund Manager 180,000 0.02% 6 months

24 Fairview Zhonghe (Tianjin) Investment Management Co., Ltd. Private Equity Fund Manager 150,000 0.02% 6 months

25 Zhejiang Ruijiu Equity Investment Co., Ltd. Private Equity Fund Manager 150,000 0.02% 6 months

Serial No. Name of Transferee Type of Investor Number of Shares Transferred to Total Share Capital Restricted Period

(shares) ratio

Total 29,086,400 3.53% -

(4) Contributions

After the results of the placement were confirmed, CICC issued a "Shareholder Prospectus" to the 25 institutional investors who were allotted this time

Notice of Payment for Institutional Investors to Reduce Their Shareholding in Shanghai United Imaging Medical Technology Co., Ltd. before the IPO (hereinafter referred to as the "Payment Notice"). In accordance with the requirements of the Payment Notice, each placing object paid the subscription amount in full and in a timely manner to the special account designated by the organization securities firm. CICC transferred the net amount of share transfer funds to the bank account designated by the transferor after deducting the relevant financial advisory fees, stamp duty, transfer fees and handling fees in accordance with the regulations.

After verification, the organization of the brokerage believes that the inquiry transfer process is legal and compliant, and the transfer results are fair and just, in line with the relevant provisions of laws and regulations, departmental rules and normative documents such as the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Implementation Opinions on the Establishment of the Science and Technology Innovation Board on the Shanghai Stock Exchange and the Pilot Registration System, the Measures for the Continuous Supervision of Listed Companies on the Science and Technology Innovation Board (Trial), the Listing Rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Guidelines for the Transfer and Placement of Inquiries.

3. Information disclosure in the process of this inquiry and transfer

On March 15, 2025, the listed company and the transferor announced the "Shanghai United Imaging Medical Technology Co., Ltd. Shares

East Inquiry Transfer Plan (hereinafter referred to as the "Inquiry Transfer Plan"). The "Verification Opinions of China International Capital Corporation Limited on the Qualifications of Shareholders of Shanghai United Imaging Medical Technology Co., Ltd. to Inquire and Transfer Shares to Specific Institutional Investors" issued by the brokerage firm is disclosed as an annex to the "Inquiry Transfer Plan".

On March 18, 2025, the listed company announced the "Shareholder Inquiry Transfer of Shanghai United Imaging Medical Technology Co., Ltd

Let the pricing situation be indicative announcement".

In accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Implementation Opinions on the Establishment of the Science and Technology Innovation Board and the Pilot Registration System on the Shanghai Stock Exchange, the Measures for the Continuous Supervision of Listed Companies on the Science and Technology Innovation Board (for Trial Implementation), the Listing Rules for Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Guidelines for Inquiry, Transfer and Placement, and other relevant provisions on information disclosure, the company will supervise United Imaging Medical and the transferor to earnestly fulfill the relevant obligations and disclosure procedures for information disclosure.

4. Verification of the qualifications of the transferor and the transferee

(1) Verification of the qualifications of the transferor

In accordance with the requirements of relevant laws and regulations, the brokerage firm was organized to verify the relevant qualifications of the transferor. The transferor has completed the lock-up of the shares to be transferred. On March 14, 2025, the securities firm was organized to complete the verification of the relevant qualifications of the transferor, mainly including the verification of the business license, the "Commitment and Declaration Letter" provided by the transferor, and the inspection through public information channels

The qualifications of the transferor were verified, and the relevant verification working papers were collected. March 14, 2025, Organization

The securities firm issued the "Verification Opinions of China International Capital Corporation Limited on the Qualifications of Shareholders of Shanghai United Imaging Medical Technology Co., Ltd. to Inquire about the Transfer of Shares to Specific Institutional Investors".

The transferor of this inquiry transfer meets the subject qualifications required by laws and regulations such as the "Inquiry Transfer and Placement Guidelines", and the transferor does not have the provisions of Article 11 of the "Inquiry Transfer and Placement Guidelines": "(1) Whether the shareholders participating in the transfer have violated the provisions on share reduction or the commitments they have made; (2) Whether the shareholders participating in the transfer have any of the circumstances specified in Articles 5 and 6 of these Guidelines; (3) Whether the shares to be transferred belong to the pre-IPO shares, and whether there are restrictions on rights such as pledge and judicial freezing; (4) Whether the shareholders involved in the transfer have violated the relevant provisions on the management of state-owned assets (if applicable); (5) Whether the necessary review or approval procedures have been fulfilled for the transfer of this inquiry (if applicable); (6) Other matters required to be verified by the Firm" and other prohibited circumstances.

(2) Verification of the transferee's qualifications

According to the verification information provided by the allottee, the verification results of the brokerage firm are as follows.

The transferees are all professional institutional investors with corresponding pricing power and risk tolerance, in line with Article 7 of the Guidelines for Inquiry Transfer and Placement, which states that "the transferee of the inquiry transfer shall be an institutional investor with corresponding pricing power and risk tolerance." Institutional investors or other institutional investors (including products managed by them) who meet the requirements of the Implementation Rules for the Issuance and Underwriting of Initial Public Offerings of Securities on the Science and Technology Innovation Board or other institutional investors (including the products managed by them) may participate in the inquiry and subscription of the inquiry transfer. In addition to the institutional investors specified in the preceding paragraph, other private fund managers that have completed registration with the Asset Management Association of China (and the products they manage to participate in the inquiry transfer have been filed with the Asset Management Association of China) may participate in the inquiry and subscription of the inquiry transfer. Shareholders participating in the transfer may negotiate with the securities company and stipulate other conditions that the transferee shall meet in the subscription invitation".

The transferees are Shanghai Jueshuo Asset Management Center (Limited Partnership), Guangdong Shangwei Investment Management Co., Ltd., Shenzhen Kangman Capital Management Co., Ltd., Shanghai Shengshi Capital Management Co., Ltd., Shanghai Muxin Private Equity Fund Management Co., Ltd., Sichuan Development Securities Investment Fund Management Co., Ltd., and Jinxiu Zhonghe (Tianjin) Investment Management Co., Ltd

The Company and Zhejiang Ruijiu Equity Investment Co., Ltd. belong to the private investment funds stipulated in the Securities Investment Fund Law of the People's Republic of China, the Interim Measures for the Supervision and Administration of Private Investment Funds and the Measures for the Registration and Filing of Private Investment Funds, and have provided private fund filing materials.

After verification, the institutional investors participating in the inquiry transfer subscription offer and the products they manage:

(1) There is no transferor, organization brokerage, or an institution that has a direct or indirect control relationship with the transferor or organization brokerage or is controlled by the same entity;

(2) There is no institution in which the directors, supervisors, or senior managers of the institutions listed in the preceding paragraph are capable of exercising control, joint control, or exerting significant influence;

(3) There is no institution that has close relatives who are close to the controlling shareholders, actual controllers, directors, supervisors, or senior managers of the persons listed in Paragraph 1 can exercise control, joint control, or exert significant influence;

(4) There is no circumstance that constitutes a person acting in concert with the transferor in accordance with the Administrative Measures for the Acquisition of Listed Companies, or that participating in the inquiry transfer may lead to improper conduct or benefit transfer.

Concluding remarks

After verification, CICC believes that the inquiry and transfer process follows the principles of fairness and impartiality, and meets the current regulatory requirements of the securities market. The share transfer price was finalized through inquiry. The entire inquiry transfer process complies with the relevant provisions of laws and regulations, departmental rules and normative documents such as the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Implementation Opinions on the Establishment of the Science and Technology Innovation Board on the Shanghai Stock Exchange and the Pilot Registration System, the Measures for the Continuous Supervision of Listed Companies on the Science and Technology Innovation Board (for Trial Implementation), the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Guidelines for Inquiry Transfer and Placement.

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