Anheng Information: Independent financial adviser report of Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd. on the 2025 restricted stock incentive plan (draft) of Hangzhou Anheng Information Technology Co., Ltd
DATE:  Apr 04 2025

Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd

concerning

Hangzhou Anheng Information Technology Co., Ltd

2025 Restricted Stock Incentive Plan (Draft)

it

Independent Financial Adviser Report

Independent Financial Advisors:

April 2025

Table of Contents

Chapter I: Declarations ...... 3

Chapter II: Interpretation ...... 5

Chapter 3 Basic Assumptions ...... 6

Chapter 4 Main contents of this incentive plan ...... 7

1. The form of rights and interests to be granted in this incentive plan and the source and type of underlying stocks involved...... 7

2. The number of shares to be granted and the proportion of the total number of shares of the company...... 8

3. The validity period, grant date, vesting arrangement and lock-up period of this incentive plan...... 9

IV. Grant Price and Determination Method of Restricted Shares...... 12

V. Conditions for the Grant and Vesting of Restricted Shares...... 12

6. Other contents of this incentive plan...... 17

Chapter 5 Opinion of the Independent Financial Adviser ...... 18

1. Verification opinions on whether the incentive plan complies with the provisions of policies and regulations...... 18

2. Verification opinions on the feasibility of implementing this incentive plan for ANHENG Information...... 18

3. Verification opinions on the scope and qualifications of incentive recipients...... 19

4. Verification opinions on the amount of rights and interests granted in this incentive plan...... 20

5. Financial opinions on the company's implementation of this incentive plan...... 21 VI. Verification opinions on the impact of this incentive plan on ANHENG Information's ability to continue operating and shareholders' equity. 21 VII. Verification opinions on whether ANHENG Information provides any form of financial assistance for the incentive recipients..... 21 VIII. Verification opinions on whether the incentive plan harms the interests of the listed company and all shareholders. 22

9. Opinions on the reasonableness of the company's performance appraisal system and assessment management methods...... 22

10. Other matters that should be explained...... 23

Chapter VI Documents and Locations for Reference ...... 24

1. Catalogue of documents for reference...... 24

Second, the location of the documents for reference...... 24

Chapter I: Declarations

Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd. was entrusted to act as the independent financial adviser (hereinafter referred to as the "independent financial adviser") of the 2025 restricted stock incentive plan (hereinafter referred to as the "incentive plan") of Hangzhou Anheng Information Technology Co., Ltd. (hereinafter referred to as "Anheng Information", "listed company" or "the Company"), and prepared the independent financial adviser report. This independent financial adviser report is based on the relevant provisions of laws, regulations 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 Administrative Measures for Equity Incentives of Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Self-Regulatory Guide for Listed Companies on the Science and Technology Innovation Board No. 4 - Information Disclosure of Equity Incentive Information.

1. The documents and materials on which this independent financial adviser's report is based are provided by ANHENG Information, and ANHENG Information has guaranteed to the independent financial adviser that the relevant information provided by it about the incentive plan is true, accurate and complete, and that there are no false records, misleading statements or material omissions in such information.

2. In an attitude of diligence, prudence and due diligence to all shareholders of the listed company, the independent financial adviser has conducted due diligence on the matters of this incentive plan in accordance with the principle of objectivity and fairness, and has sufficient reasons to believe that there is no substantial difference between the professional opinions issued and the content of the documents disclosed by the listed company. and is responsible for the truthfulness, accuracy and completeness of this independent financial adviser's report.

3. The opinions expressed by the independent financial adviser are based on the following assumptions: there are no major changes in the current laws and regulations of the country, and there are no major changes in the national policies and market environment of the industry in which the listed company is located; There is no significant change in the social and economic environment of the region where the listed company is located; ANHENG information and the documents provided by relevant parties are true, accurate and complete; The parties involved in this incentive plan can fully perform all obligations in accordance with the terms of this incentive plan and related agreements in good faith and in good faith; The incentive plan can be approved by the competent department, there are no other obstacles, and it can be successfully completed; There are no significant changes in the accounting policies and accounting systems currently implemented in this incentive plan; There are no other force majeure and unpredictable factors to cause significant adverse effects.

4. There is no relationship between the independent financial adviser and the listed company. The independent financial adviser issued an independent financial adviser report on the incentive plan in full accordance with the principles of objectivity and impartiality. At the same time, the independent financial adviser reminds investors to carefully read the "Hangzhou Anheng Information Technology Co., Ltd. 2025 Restrictive

Stock Incentive Plan (Draft)" and other relevant publicly disclosed information of listed companies.

5. The independent financial adviser does not entrust or authorize any other institutions or individuals to provide information not included in this independent financial adviser's report and to make any explanations or explanations to this independent financial adviser's report.

6. The independent financial adviser reminds investors that the purpose of this independent financial adviser report is to express professional opinions on the feasibility of this incentive plan, whether it is conducive to the sustainable development of the listed company, whether it damages the interests of the listed company and the impact on the interests of shareholders, and does not constitute any investment advice on ANHENG Information, and the independent financial adviser does not assume any responsibility for the risks that may arise from any investment decisions made by investors based on this independent financial adviser report.

Chapter II: Interpretation

In this Independent Financial Adviser's Report, unless the context requires, the following shall have the following meanings:

Paraphrase Paraphrase Content

ANHENG Information, the Company, and the Company refer to Hangzhou ANHENG Information Technology Co., Ltd

This incentive plan refers to the 2025 restricted stock incentive of Hangzhou Anheng Information Technology Co., Ltd

Incentive plan

"Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd. about Hangzhou Anheng

This Independent Financial Adviser's Report refers to the 2025 restricted stock incentive plan of Information Technology Corporation Limited

(Draft) Independent Financial Adviser's Report》

Independent Financial Advisor and Xingong Consulting refers to Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd

Restricted Stocks and Class II Restricted Stocks refer to the incentive objects that meet the conditions for granting this incentive plan

The shares of the Company are obtained and registered in installments after the terms of interest

In accordance with the provisions of this incentive plan, the company that obtains restricted shares (including children

Incentive Recipients refer to the company) directors, senior management, core technical personnel and core

Skeleton crew

Grant Date refers to the date on which the Company grants restricted shares to the incentive recipients, and the grant date is required

is a trading day

Grant Price refers to the incentive pair determined by the Company when granting restricted shares to the incentive recipients

Like the price at which shares of the company are acquired

Vesting means that after the incentive object meets the conditions for benefit, the listed company will register the shares to the incentive

The behavior of the beneficiary account

Vesting date refers to the date on which the registration of the granted shares is completed after the incentive recipient satisfies the conditions for benefit.

Must be a trading day

Vesting conditions refer to the vesting conditions established by this incentive plan, and the incentive objects are required to obtain incentive shares

Criteria for the benefit of the company

Validity period refers to the restricted shares granted from the date of grant of restricted shares to the incentive recipients

The date on which all vesting or voiding expires

Remuneration Committee means the Remuneration and Appraisal Committee of the Board of Directors of the Company

China Securities Regulatory Commission means the China Securities Regulatory Commission

Stock Exchange means the Shanghai Stock Exchange

Depository and Clearing Corporation means China Securities Depository and Clearing Corporation Shanghai Branch

"Company Law" means the Company Law of the People's Republic of China

"Securities Law" means the Securities Law of the People's Republic of China

"Administrative Measures" refers to the Administrative Measures for Equity Incentives of Listed Companies

"Listing Rules" means the Rules Governing the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange

"Self-Regulatory Guidelines" refers to the Self-Regulatory Guidelines for Listed Companies on the STAR Market No. 4 – Equity Incentives

Information disclosure》

"Articles of Association" means the Articles of Association of Hangzhou Anheng Information Technology Co., Ltd.

"Measures for the Management of Company Assessment" refers to the "2025 Restricted Shares of Hangzhou Anheng Information Technology Co., Ltd."

Measures for the management of the implementation of the incentive plan》

RMB/10,000 yuan means RMB/10,000 yuan, the legal tender unit of the People's Republic of China

Chapter 3 Basic Assumptions

This independent financial adviser's report is based on the following fundamental assumptions:

1. There are no major changes in the relevant laws, regulations and policies in force of the state;

2. The materials and information provided and publicly disclosed by ANHENG Information are true, accurate and complete;

3. There are no other obstacles to this incentive plan, and all agreements involved can be validly approved and finally completed as scheduled;

4. The relevant parties implementing this incentive plan can follow the principle of good faith and fully perform all their obligations in accordance with the plan of this incentive plan and the terms of relevant agreements;

5. There is no significant adverse impact caused by other force majeure.

Chapter 4 The main contents of this incentive plan

The incentive plan was formulated by the remuneration committee under the board of directors of the company and was deliberated and approved by the 11th meeting of the third board of directors.

1. The form of rights and interests to be granted in this incentive plan and the source and type of underlying stocks involved

The incentive form adopted by this incentive plan is the second type of restricted stock. The source of the shares is the Company's RMB A ordinary shares issued by the Company to the incentive recipients and/or the RMB A ordinary shares of the Company repurchased from the secondary market.

If the source of the underlying shares involved in this incentive plan at that time is the Company's repurchase of A ordinary shares from the secondary market, the relevant shares shall be based on:

1. Deliberated and approved by the 25th meeting of the second board of directors of the company held on January 10, 2023

As of May 19, 2023, the company has completed the repurchase and has repurchased a total of 281,066 shares through centralized bidding transactions, and the proportion of repurchased shares in the company's total share capital at the time of the completion of the repurchase is 0.36%, the highest price of the repurchase transaction

It is 202.55 yuan/share, the lowest price is 177.34 yuan/share, and the average repurchase price is 183.94 yuan/share, which has been paid cumulatively

The total amount of funds is RMB 51,700,289.70 (excluding stamp duty, transaction commissions and other transaction costs).

The source of funds for the repurchase of shares is its own funds, and the repurchase will not have a significant impact on the company's operation, finance and future development, and will not affect the company's listing status. The disposal of the repurchased shares is in accordance with Article 162 of the Company Law.

2. Deliberated and approved by the 32nd meeting of the second board of directors of the company held on July 28, 2023

"Proposal on the Second Phase of 2023 Repurchase of the Company's Shares by Centralized Bidding Transaction".

The company's shares, as of January 25, 2024, the company has completed the repurchase, which has been accumulated through centralized bidding transactions

212,041 shares were repurchased, and the proportion of repurchased shares to the company's total share capital at the time of the completion of the repurchase was 0.27%.

The highest price of the repurchase transaction was 166.50 yuan/share, the lowest price was 77.20 yuan/share, and the average repurchase price was 146.31 yuan

per share, the total amount of funds paid is RMB31,024,349.27 (excluding stamp duty, transaction commissions and other transaction costs).

The source of funds for the repurchase of shares is its own funds, and the repurchase will not have a significant impact on the company's operation, finance and future development, and will not affect the company's listing status. The disposal of the repurchased shares is in accordance with Article 162 of the Company Law.

3. The company will repurchase the company's shares by formulating a new repurchase plan in the future. The company will formulate a repurchase plan in accordance with the provisions of the Company Law, the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 7 - Repurchase of Shares, and other relevant laws and regulations, perform the corresponding repurchase procedures, and disclose the repurchase fund arrangements and financial impact on the company in the repurchase plan to ensure that the disposal of the repurchased shares complies with the provisions of Article 162 of the Company Law.

2. The number of shares to be granted and the proportion of the total number of shares of the company

The number of restricted shares to be granted to the incentive object in this incentive plan is 2,000,000 shares, accounting for about 1.96% of the company's total share capital of 10,2772,396 shares on the date of the announcement of the draft incentive plan. Among them, 1,641,655 restricted shares were granted for the first time, accounting for about 1.60% of the company's total share capital of 102,272,396 shares on the date of the announcement of the draft incentive plan, accounting for 82.08% of the total number of restricted shares to be granted in this incentive plan; 358,345 shares are reserved, accounting for about 0.35% of the company's total share capital of 102,272,396 shares on the date of the announcement of the draft incentive plan, accounting for 17.92% of the total number of restricted shares to be granted in this incentive plan.

The company's 2020 restricted stock incentive plan deliberated and approved by the company's second extraordinary general meeting of shareholders in 2020, the company's 2021 restricted stock incentive plan deliberated and approved by the company's third extraordinary general meeting of shareholders in 2021, the company's 2022 restricted stock incentive plan deliberated and approved by the company's first extraordinary general meeting of shareholders in 2022, the company's 2023 restricted stock incentive plan deliberated and approved by the company's second extraordinary general meeting of shareholders in 2023, and the company's 2022 The Company's 2023 Phase II Restricted Stock Incentive Plan approved by the Annual General Meeting of Shareholders, the Company's 2024 Restricted Stock Incentive Plan deliberated and approved by the Company's first extraordinary general meeting of shareholders in 2024, and the Company's 2024 Phase II Restricted Stock Incentive Plan approved by the Company's 2023 Annual General Meeting of Shareholders are still being implemented. Taking into account the company's previous equity distributions, the number of underlying shares involved in the company's 2020 restricted stock incentive plan is 1,925,924 shares, the number of underlying shares involved in the company's 2021 restricted stock incentive plan is 2,006,388 shares, the number of underlying shares involved in the company's 2022 restricted stock incentive plan is 3,979,950 shares, and the number of underlying shares involved in the company's 2023 restricted stock incentive plan is 2,405,000 shares. The number of underlying shares involved in the company's second phase of the restricted stock incentive plan in 2023 is 433,202 shares, which is the subject matter of the company's restricted stock incentive plan in 2024

The number of shares is 3,079,401 shares, the number of underlying shares involved in the company's second phase of the restricted stock incentive plan in 2024 is 2,975,401 shares, and the number of underlying shares involved in this incentive plan is 2,000,000,000 shares, so the number of underlying shares involved in the company's total incentive plan during the validity period is 18,805,266 shares, accounting for about 18.39% of the company's total share capital of 10,2272,396 shares on the date of the announcement of the draft incentive plan. As of the date of the announcement of the draft incentive plan, the total number of underlying shares involved in all the company's equity incentive plans within the validity period has not exceeded 20.00% of the company's total share capital. The cumulative number of shares of the company granted to any incentive recipient in this incentive plan through all the equity incentive plans within the validity period does not exceed 1.00% of the total share capital of the company.

3. The validity period, grant date, vesting arrangement and lock-up period of this incentive plan

(1) The validity period of this incentive plan

The incentive plan is valid for a maximum of 72 months from the date of grant of restricted shares to the date when all restricted shares granted to the incentive recipients are vested or invalidated.

(2) The date on which the incentive plan is granted

After the incentive plan is deliberated and approved by the general meeting of shareholders of the company, the company will convene a board of directors to grant rights and interests to the incentive recipients for the first time in accordance with relevant regulations within 60 days (if there are conditions for granting benefits, from the date of achievement of the conditions), and complete the announcement and other relevant procedures. If the company fails to complete the above work within 60 days, it shall promptly disclose the reasons for the failure and announce the termination of the implementation of this incentive plan. According to the "Administrative Measures" and the "Self-Regulatory Guidelines", the period during which the company is not allowed to grant rights and interests shall not be counted within 60 days.

The date of grant of the reserved portion of restricted shares shall be confirmed by the board of directors of the company within 12 months after the approval of the general meeting of shareholders.

The grant date shall be determined by the board of directors of the company after the approval of the general meeting of shareholders of the company, and the grant date must be a trading day.

(3) Attribution arrangements for this incentive plan

The restricted shares granted under this incentive plan shall vest in batches according to the agreed proportion after 12 months from the date of grant, and after the incentive object meets the corresponding vesting conditions, the vesting date must be the trading day within the validity period of this incentive plan, and the directors and senior management of the listed company shall be traded in accordance with relevant laws, administrative regulations and departmental rules

The company's shares are not attributable for a restricted period.

If the company's directors, senior management and their spouses, parents and children as incentive recipients reduce their holdings of restricted shares before the vesting of restricted shares, the vesting of their restricted shares will be postponed for 6 months from the date of the last reduction in accordance with the provisions of the Securities Law on short-term trading.

During the validity period of this incentive plan, if there is any change in the relevant laws, administrative regulations, normative documents and the relevant provisions of the Articles of Association for the above-mentioned period in the Company Law, the Securities Law, etc., the incentive object shall comply with the provisions of the amended Company Law, the Securities Law and other relevant laws, regulations, normative documents and the Articles of Association of the Company when vesting restricted shares.

The vesting arrangements for the restricted shares granted for the first time are set out in the table below:

Vesting period Vesting arrangement Vesting ratio

The first 12 months after the date of the first grant of restricted stock

The first vesting period from the trading day to the date of the first grant of restricted shares 24 25%

The last trading day of the month ends on that day

The first 24 months after the date of the first grant of partially restricted stock

The second vesting period from the trading day to the date of the first grant of restricted shares 36 25%

The last trading day of the month ends on that day

The first 36 months after the date of the first grant of partially restricted stock

The third vesting period from the trading day to the date of the first grant of restricted shares 48 25%

The last trading day of the month ends on that day

The first 48 months after the date of the first grant of partially restricted stock

Fourth vesting period From the trading day to the date of the first grant of restricted shares 60 25%

The last trading day of the month ends on that day

If the reserved portion of restricted stock is granted prior to the disclosure of the third quarter 2025 report, the vesting arrangements for the reserved portion of restricted stock are as follows:

Vesting period Vesting arrangement Vesting ratio

The first 12 months after the grant date of the reserved portion of the restricted stock

The first vesting period from the trading day to the date of grant of the reserved part of the restricted stock 24 25%

The last trading day of the month ends on that day

The first 24 months after the date of grant of the reserved portion of the restricted stock

The second vesting period from the trading day to the date of grant of the reserved part of the restricted stock 36 25%

The last trading day of the month ends on that day

The first 36 months after the date of grant of the reserved portion of the restricted stock

The third vesting period from the trading day to the date of grant of the reserved part of the restricted stock 48 25%

The last trading day of the month ends on that day

Fourth vesting period First 25% after 48 months from the date of grant of partially reserved restricted stock

60 from the trading day to the date of grant of reserved partial restricted shares

The last trading day of the month ends on that day

If the reserved portion of the restricted stock is granted after the disclosure of the third quarter 2025 report, the vesting arrangements for the reserved portion of the restricted stock are shown in the table below:

Vesting period Vesting arrangement Vesting ratio

The first 12 months after the grant date of the reserved portion of the restricted stock

The first vesting period from the trading day to the date of grant of the reserved part of the restricted stock 24 30%

The last trading day of the month ends on that day

The first 24 months after the date of grant of the reserved portion of the restricted stock

The second vesting period from the trading day to the date of grant of the reserved part of the restricted stock 36 30%

The last trading day of the month ends on that day

The first 36 months after the date of grant of the reserved portion of the restricted stock

The third vesting period from the trading day to the date of grant of the reserved part of the restricted shares 48 40%

The last trading day of the month ends on that day

Restricted shares whose vesting conditions have not been fulfilled during the above-mentioned agreed period shall not be vested or deferred to the next vesting, and shall be invalidated by the Company in accordance with the provisions of this incentive plan.

After the vesting conditions of the restricted shares are met, the company will handle the vesting of the restricted shares that meet the vesting conditions.

(4) The lock-up period of this incentive plan

The lock-up provisions on the sale of the company's shares granted to the incentive object through this incentive plan shall be implemented in accordance with the Company Law, the Securities Law and other relevant laws, administrative regulations, normative documents and the Articles of Association, as follows:

1. If the incentive object is the company's directors and senior managers, the annual transfer of shares shall not exceed 25% of the total number of shares of the company held by them during the term of office determined at the time of their appointment and within six months after the expiration of the term of office, and the shares of the company held by them shall not be transferred within half a year after resignation.

2. If the incentive object is the company's directors, senior managers and their spouses, parents and children, the company's shares held by them are sold within 6 months after the purchase, or bought again within 6 months after the sale, and the proceeds therefrom belong to the company, and the board of directors of the company will recover the proceeds.

3. During the validity period of this incentive plan, if there is a change in the relevant provisions of the Company Law, the Securities Law and other relevant laws, administrative regulations, normative documents and the Articles of Association on the transfer of shares held by the company's directors and senior managers, the transfer of the company's shares held by these incentive recipients shall comply with the revised Company Law, Securities Law and other relevant laws, regulations, normative documents and the Company Chapter

Cheng".

4. The grant price of restricted shares and the method of determining them

(1) The grant price of the restricted stock granted for the first time

The grant price of restricted shares granted for the first time in this incentive plan is 31.94 yuan per share, that is, after the grant conditions and vesting conditions are met, the incentive object can purchase the company's shares at a price of 31.94 yuan per share.

(2) The method of determining the grant price of restricted shares for the first time

The grant price of restricted shares granted for the first time under this incentive plan shall not be less than the par amount of the shares, and shall not be lower than the higher of the following prices:

1. 50% of the average trading price of the company's shares on the first trading day before the announcement of the draft incentive plan, which is per share

26.04 RMB;

2. 50% of the average trading price of the company's shares in the 20 trading days before the announcement of the draft incentive plan, which is per share

$30.26;

3. 50% of the average trading price of the company's shares in the 60 trading days prior to the announcement of the draft incentive plan, which is per share

$31.94;

4. 50% of the average trading price of the company's shares in the 120 trading days prior to the announcement of the draft incentive plan

$29.07 shares.

(3) The method of determining the grant price of the reserved part of the restricted shares

The grant price of the reserved restricted shares of this incentive plan is the same as that of the restricted shares granted for the first time.

5. Conditions for the grant and vesting of restricted shares

(1) Conditions for the grant of restricted shares

Only when the following conditions are met at the same time, the company can grant restricted shares to the incentive recipients; Conversely, if any of the following grant conditions are not met, restricted shares cannot be granted to the incentive recipients.

1. The company has not experienced any of the following situations:

(1) The audit report of the financial accounting report of the most recent fiscal year has been issued by a certified public accountant with a negative opinion or cannot express an opinion;

(2) The audit report on the internal control of financial reporting in the most recent fiscal year was issued by a certified public accountant with a negative opinion or unable to express an opinion;

(3) Failure to distribute profits in accordance with laws and regulations, the Articles of Association, and public commitments within the last 36 months after listing;

(4) Where laws and regulations stipulate that equity incentives shall not be implemented;

(5) Other circumstances determined by the China Securities Regulatory Commission.

2. The incentive object does not have any of the following circumstances:

(1) Those who have been identified as unsuitable by the stock exchange within the last 12 months;

(2) Identified as an unsuitable person by the China Securities Regulatory Commission and its dispatched agencies within the last 12 months;

(3) In the past 12 months, the China Securities Regulatory Commission and its dispatched agencies have been administratively punished or banned from entering the market due to major violations of laws and regulations;

(4) Those who are prohibited from serving as directors or senior managers of the company as stipulated in the Company Law;

(5) Laws and regulations stipulate that it is not allowed to participate in the equity incentive of a listed company;

(6) Other circumstances determined by the China Securities Regulatory Commission.

(2) Conditions for the vesting of restricted stocks

During the vesting period, the restricted shares granted to the incentive recipient can only vest if the following conditions are met at the same time:

1. The company has not experienced any of the following situations:

(1) The audit report of the financial accounting report of the most recent fiscal year has been issued by a certified public accountant with a negative opinion or cannot express an opinion;

(2) The audit report on the internal control of financial reporting in the most recent fiscal year was issued by a certified public accountant with a negative opinion or unable to express an opinion;

(3) In the last 36 months after listing, there has been a failure to comply with laws and regulations, the Articles of Association, and public commitments

the distribution of profits;

(4) Where laws and regulations stipulate that equity incentives shall not be implemented;

(5) Other circumstances determined by the China Securities Regulatory Commission.

In the event of any of the circumstances specified in Article 1 above, the restricted shares that have been granted but not yet vested by the incentive recipient in accordance with this incentive plan shall not be vested and shall be invalidated.

2. The incentive object does not have any of the following circumstances:

(1) has been identified as an unsuitable person by the stock exchange within the last 12 months;

(2) Identified as an unsuitable person by the China Securities Regulatory Commission and its dispatched agencies within the last 12 months;

(3) In the past 12 months, the China Securities Regulatory Commission and its dispatched agencies have been administratively punished or banned from entering the market due to major violations of laws and regulations;

(4) Having the circumstances stipulated in the Company Law that prohibit him from serving as a director or senior manager of the company;

(5) Laws and regulations stipulate that it is not allowed to participate in the equity incentive of a listed company;

(6) Other circumstances determined by the China Securities Regulatory Commission.

If an incentive recipient falls under any of the circumstances specified in Article 2 above, the Company will terminate its right to participate in this incentive plan, and the restricted shares that have been granted but not vested under this incentive plan shall not be vested and will be invalid.

3. Requirements for the term of office of the vested rights and interests of the incentive object:

The incentive recipient must meet the tenure period of more than 12 months before vesting in each batch of restricted shares granted.

4. Performance appraisal requirements at the company level:

This incentive plan evaluates the company's performance indicators on an annual basis in the fiscal years 2025-2028

In order to achieve the performance appraisal target as one of the vesting conditions of the incentive object in the current year. The company-level performance appraisal targets for the restricted shares granted under this incentive plan are shown in the table below:

Vesting period Performance appraisal objectives

Restrictions on the first grant First vesting period One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2025

Q3 2025 Revenue growth rate of not less than 5.00%;

2. The company's net profit for 2025 is positive before the report is disclosed.

One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2026

The second vesting period has a revenue growth rate of not less than 10.25%;

2. Based on the company's net profit in 2025, the company's net profit in 2026

The growth rate is not less than 10.00%.

One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2027

The third vesting period has a revenue growth rate of not less than 15.76%;

2. Based on the company's net profit in 2025, the company's net profit in 2027

The growth rate is not less than 21.00%.

One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2028

The fourth vesting period has a revenue growth rate of not less than 21.55%;

2. Based on the company's net profit in 2025, the company's net profit in 2028

The growth rate is not less than 33.10%.

One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2026

The revenue growth rate of the first vesting period is not less than 10.25%;

2. Based on the company's net profit in 2025, the company's net profit in 2026

The growth rate is not less than 10.00%.

In the third quarter of 2025, one of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2027

The reserved portion is limited to the second vesting period with a revenue growth rate of not less than 15.76%;

2. Based on the company's net profit in 2025, the company's net profit in 2027

The growth rate is not less than 21.00%.

One of the following assessment objectives can be achieved:

1. Based on the company's operating income in 2024, the company will operate in 2028

The third vesting period has a revenue growth rate of not less than 21.55%;

2. Based on the company's net profit in 2025, the company's net profit in 2028

The growth rate is not less than 33.10%.

Note: (1) The premise of "based on 2025 net profit" is that the company's net profit in 2025 is positive; If the company 2025

If the annual net profit is not positive, the performance indicator of "net profit" in the performance appraisal target of the incentive plan company for the three assessment years of 2026, 2027 and 2028 shall be deemed to have not been achieved, and the performance indicator of "operating income" for the current period needs to be achieved in order to be regarded as achieving the performance appraisal target of the current period.

(2) The above-mentioned "operating income" refers to the audited operating income of the listed company. The above-mentioned "net profit" refers to the audited net profit attributable to shareholders of the listed company, but excluding the impact of share-based payment expenses of this and other employee incentive plans.

During the vesting period, the company handles the vesting matters for the incentive objects that meet the vesting conditions. If during each vesting period,

If the company's current performance level does not meet the performance appraisal target conditions, all the restricted shares that are planned to vest in the corresponding assessment year of all incentive objects shall not be vested and shall be invalid.

5. Performance appraisal requirements at the individual level of the incentive object:

The individual-level assessment of the incentive object is implemented according to the relevant system of the company's internal performance appraisal. The results of the individual assessment and evaluation of the incentive objects are divided into two levels: "qualified" and "unqualified".

On the premise that the company's performance targets are achieved, if the individual assessment and evaluation results of the incentive object in the assessment year are "qualified", the incentive object shall vest all the restricted shares in the plan of the assessment year in accordance with the proportion specified in this incentive plan; If the individual assessment result of the incentive object is "unqualified", the restricted shares of the incentive object shall not be vested in the corresponding assessment year, and shall be invalid.

The specific assessment content of this incentive plan shall be implemented in accordance with the "Company Assessment Management Measures".

(3) A scientific and reasonable explanation of the company's performance appraisal indicators

Since its establishment, the company has been focusing on the field of network information security, and its main business is the research and development, production and sales of network information security products, and providing customers with professional network information security services. The company's products and services involve application security, cloud security, big data security, Internet of Things security, smart city security and industrial Internet security. With strong R&D strength and continuous product innovation, the company has formed a product system covering the whole life cycle of network information security around several dimensions before, during and after the event, including network information security basic products, network information security platform and network information security services, and each product line has formed a strong competitiveness in the industry.

At present, with the widespread popularity of information technology and Internet technology among enterprise-level users, emerging technologies such as cloud computing, big data, and mobile Internet will be widely used. The construction of a large number of new and complex business systems will bring new security vulnerabilities, and enterprise-level users are faced with security challenges such as data loss and business system continuity.

In order to achieve the company's strategy, business objectives and maintain comprehensive competitiveness, the incentive plan decides to select the audited operating income of the listed company and the audited net profit attributable to shareholders of the listed company, but excludes the value of the impact of the share-based payment expenses of this and other employee incentive plans as the calculation basis as the company-level performance appraisal index, which can reflect the operating conditions and profitability of the company's main business.

According to the setting of the performance indicators of this incentive plan, the company needs to meet the following two conditions from 2025 to 2028

1: (1) Based on the company's operating income in 2024, the company's operating income growth rate from 2025 to 2028

not less than 5.00%, 10.25%, 15.76%, 21.55% respectively; (2) The company's net profit in 2025 is positive;

Based on the company's net profit in 2025, the company's net profit growth rate from 2026 to 2028 will not be less than that

10.00%、21.00%、33.10%。 The performance index is set in combination with the company's current situation, future strategic planning and the development of the industry and other factors are formulated, the set of assessment indicators for the future development is challenging, on the one hand, the index helps to enhance the company's competitiveness and mobilize the enthusiasm of employees, on the other hand, can focus on the company's future development strategic direction, stable business objectives to achieve.

In addition to the company-level performance appraisal, the company has also set up a strict performance appraisal system for individuals, which can make a more accurate and comprehensive comprehensive evaluation of the work performance of the incentive recipients. The company will determine whether the incentive recipient meets the conditions for attribution according to the annual performance appraisal results corresponding to the attribution of the incentive object.

To sum up, the assessment system of this incentive plan is comprehensive, comprehensive and operable, the assessment index setting is good scientific and reasonable, and at the same time has a certain binding effect on the incentive object, which can achieve the assessment purpose of this incentive plan.

6. Other contents of this incentive plan

For other contents of this incentive plan, please refer to the "Hangzhou Anheng Information Technology Co., Ltd. 2025 Restricted Stock Incentive Plan (Draft)".

Chapter 5 The Independent Financial Adviser's Opinion

1. Verification opinions on whether the incentive plan complies with the provisions of policies and regulations

(1) The company meets the conditions for the implementation of equity incentive as stipulated in the Administrative Measures, and there are no following circumstances that prohibit the implementation of equity incentive plan:

1. The audit report of the financial accounting report of the most recent fiscal year has been issued by a certified public accountant with a negative opinion or cannot express an opinion;

2. The audit report of the internal control of the financial report of the most recent fiscal year was issued by the certified public accountant with a negative opinion or unable to express an opinion;

3. In the last 36 months after listing, there has been no profit distribution in accordance with laws and regulations, the Articles of Association and public commitments;

4. Where laws and regulations stipulate that equity incentives shall not be implemented;

5. Other circumstances recognized by the China Securities Regulatory Commission.

(2) The elements involved in the 2025 Restricted Stock Incentive Plan (Draft) of Hangzhou Anheng Information Technology Co., Ltd.: the basis and scope of the determination of the incentive object; the number of incentives, the types of underlying stocks involved, the source of the shares and the proportion of the number of incentives to the total share capital of the listed company; the number of rights and interests granted to each incentive recipient and its proportion to the total number of planned grants; Grant conditions, grant arrangement, vesting conditions, grant price; Expiration date, grant date, vesting period, lock-up period; changes or adjustments to incentive plans; Disclosure of Information; The approval procedures, grant and vesting procedures of the incentive plan are in accordance with the relevant provisions of the Administrative Measures, the Listing Rules and the Self-Regulatory Guidelines.

In summary, the independent financial adviser believes that the incentive plan complies with the provisions of relevant policies and regulations such as the Administrative Measures, the Listing Rules and the Self-Regulatory Guidelines.

2. Verification opinions on the feasibility of implementing this incentive plan for ANHENG Information

(1) This incentive plan complies with the provisions of relevant policies and regulations

The legal opinion issued by Shanghai Junlan Law Firm hired by ANHENG Information held that:

To sum up, as of the date of the issuance of this legal opinion, our lawyers believe that the company meets the conditions for the implementation of equity incentives stipulated in the Administrative Measures; The procedures for the formulation, review and publicity of the incentive plan are in accordance with the provisions of the "Administrative Measures" and the "Regulatory Guidelines"; The contents of the Stock Incentive Plan (Draft) comply with the Administrative Measures and the Listing Rules; The determination of the incentive objects of this incentive plan is in accordance with the provisions of the Administrative Measures and the Listing Rules; The company has fulfilled the information disclosure obligations that should be fulfilled at this stage of the incentive plan in accordance with laws, regulations, rules and the requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange; The company does not have any arrangement to provide financial assistance to the incentive recipients; There is no obvious damage to the interests of the company and all shareholders in this incentive plan, nor does it violate relevant laws and administrative regulations; The voting of the board of directors is in accordance with the provisions of Article 34 of the Administrative Measures.

The implementation of the incentive plan still needs to be reviewed and approved by the general meeting of shareholders of the company, and the company also needs to fulfill the corresponding procedures and information disclosure obligations in accordance with the provisions of the Company Law, the Securities Law, the Administrative Measures, the Listing Rules, the Regulatory Guide and other relevant laws, regulations, rules, normative documents and the Articles of Association. ”

(2) The incentive plan is feasible in terms of operating procedures

The Incentive Plan provides for clear procedures for approval, grant, attribution, etc., and these procedures comply with the relevant provisions of the Administrative Measures, the Listing Rules, the Self-Regulatory Guidelines and other existing laws and regulations, and are operationally feasible.

In summary, the independent financial adviser believes that the incentive plan complies with the relevant provisions of relevant laws, regulations and normative documents, and is operationally feasible.

3. Verification opinions on the scope and qualifications of incentive recipients

According to the provisions of this incentive plan:

(1) The list of incentive objects shall be drawn up by the remuneration committee under the board of directors of ANHENG Information, and shall be verified and determined by the board of supervisors of the company.

(2) The incentive recipient shall sign a labor contract or employment contract with the company or its subsidiaries during the assessment period of this incentive plan.

(3) The above incentive objects do not include independent directors, supervisors and foreign employees of ANHENG Information.

(4) The following persons must not be the targets of incentives:

1. Identified as an unsuitable person by the stock exchange within the last 12 months;

2. Identified as an unsuitable person by the China Securities Regulatory Commission and its dispatched agencies in the past 12 months;

3. In the past 12 months, the China Securities Regulatory Commission and its dispatched agencies have been administratively punished or banned from entering the market due to major violations of laws and regulations;

4. Those who are prohibited from serving as directors or senior managers of the company as stipulated in the Company Law;

5. Laws and regulations stipulate that it is not allowed to participate in the equity incentive of listed companies;

6. Other circumstances identified by the China Securities Regulatory Commission.

In summary, the independent financial adviser believes that the scope and qualifications of the incentive objects involved in this incentive plan are in compliance with the relevant laws and regulations such as the Administrative Measures, the Listing Rules and the Self-Regulatory Guidelines.

4. Verification opinions on the amount of rights and interests granted in this incentive plan

(1) The total amount of rights and interests granted in this incentive plan

The company's 2020 restricted stock incentive plan deliberated and approved by the company's second extraordinary general meeting of shareholders in 2020, the company's 2021 restricted stock incentive plan deliberated and approved by the company's third extraordinary general meeting of shareholders in 2021, the company's 2022 restricted stock incentive plan deliberated and approved by the company's first extraordinary general meeting of shareholders in 2022, the company's 2023 restricted stock incentive plan deliberated and approved by the company's second extraordinary general meeting of shareholders in 2023, and the company's 2022 The Company's 2023 Phase II Restricted Stock Incentive Plan approved by the Annual General Meeting of Shareholders, the Company's 2024 Restricted Stock Incentive Plan deliberated and approved by the Company's first extraordinary general meeting of shareholders in 2024, and the Company's 2024 Phase II Restricted Stock Incentive Plan approved by the Company's 2023 Annual General Meeting of Shareholders are still being implemented. As of the date of the announcement of the draft incentive plan, the total number of underlying shares involved in all the company's equity incentive plans within the validity period has not exceeded 20.00% of the company's total share capital, which is in line with the relevant provisions of the Listing Rules.

(2) The distribution of the equity grant quota of this incentive plan

In this incentive plan, the cumulative number of shares of the company granted to any incentive recipient through all the equity incentive plans within the validity period does not exceed 1.00% of the total share capital of the company, which is in line with the provisions of the "Administrative Measures".

In summary, the independent financial adviser believes that the total amount of rights granted under the incentive plan and the amount of authorized benefits of each incentive recipient are in accordance with the provisions of the Administrative Measures, the Listing Rules and other relevant laws, regulations and normative documents.

5. Financial opinions on the implementation of the incentive plan by the company

According to the Ministry of Finance's Accounting Standard for Business Enterprises No. 11 - Share-based Payment and Accounting Standard for Business Enterprises No. 22

No. - Recognition and Measurement of Financial Instruments", the company will revise the estimated number of attributable restricted shares on each balance sheet date before the vesting date, based on the latest subsequent information such as changes in the number of attributable persons and the completion of performance indicators, and include the services obtained in the current period into the relevant costs or expenses and capital reserve according to the fair value of the restricted stock grant date.

In summary, the independent financial adviser believes that the accounting treatment of this incentive plan complies with the relevant provisions of Accounting Standard for Business Enterprises No. 11 - Share-based Payment and Accounting Standard for Business Enterprises No. 22 - Recognition and Measurement of Financial Instruments. The impact of the incentive cost arising from the implementation of this incentive plan on the company's operating performance will be subject to the annual audit report issued by the accounting firm.

6. Verification opinions on the impact of this incentive plan on ANHENG Information's ability to continue operating and shareholders' rights and interests

The incentive objects of this incentive plan are the directors, senior managers, core technical personnel and core backbone personnel of the company (including subsidiaries), and these incentive objects play a vital role in the company's future performance growth. The implementation of this incentive plan is conducive to fully mobilizing the enthusiasm of incentive objects, attracting and retaining outstanding talents, and combining the interests of shareholders, the company and the core team.

In summary, the independent financial adviser believes that the implementation of this incentive plan will have a positive impact on the ability of the listed company to continue operating and shareholders' equity.

7. Verification opinions on whether ANHENG Information provides any form of financial assistance for the incentive object

This incentive plan clearly stipulates that "the source of funds for the incentive object shall be the self-raised funds of the incentive object. ”

ANHENG Information issued a commitment: "The company promises not to provide loans and other forms of financial assistance for incentive recipients to obtain relevant restricted stocks in accordance with this incentive plan, including providing guarantees for their loans. ”

In summary, the independent financial adviser believes that, as of the date of issuance of the independent financial adviser's report, the listed company does not provide financial assistance to the incentive recipients in this incentive plan, which is in line with the Administrative Measures

Article 21.

8. Verification opinions on whether the incentive plan damages the interests of the listed company and all shareholders

The formulation and implementation procedures of this incentive plan comply with the relevant provisions of the Company Law, the Securities Law, the Administrative Measures, the Articles of Association, the Listing Rules and the Self-Regulatory Guidelines.

Only when the performance improvement of ANHENG Information causes the company's stock price to rise, the incentive object can obtain more excess benefits. Therefore, the internal mechanism of this incentive plan promotes the same interest orientation of the incentive recipients and shareholders.

In summary, the independent financial adviser believes that there is no obvious damage to the interests of the listed company and all shareholders in this incentive plan.

9. Opinions on the reasonableness of the company's performance appraisal system and assessment management methods

(1) Analysis of the performance appraisal system of this incentive plan

ANHENG Information has made detailed provisions in four aspects: the company's compliance operation, the compliance of the individual behavior of the incentive object, the company's performance appraisal requirements, and the individual performance appraisal requirements, and jointly built the assessment system of this incentive plan:

1. The company operates in compliance and shall not have the circumstances stipulated in Article 7 of the "Administrative Measures" that the equity incentive plan shall not be implemented;

2. The individual behavior of the incentive recipient is compliant, and there shall be no circumstances that prohibit the incentive recipient as stipulated in Article 10.4 of the Listing Rules;

3. ANHENG Information adopts the audited operating income of listed companies and the audited net profit attributable to shareholders of listed companies, but excludes the value of the impact of share-based payment expenses of this and other employee incentive plans as the company's performance assessment indicators, which can directly reflect the operation and profitability of the company's main business;

4. Individual performance appraisal must meet and meet the relevant appraisal requirements of the "Company Assessment Management Measures".

The above-mentioned assessment system not only objectively assesses the overall performance of the company, but also comprehensively evaluates the work performance of the incentive object.

(2) Analysis of the performance appraisal management measures of the incentive plan

In order to cooperate with the implementation of this incentive plan, the board of directors of ANHENG Information has formulated the "Company Assessment and Management Measures" in accordance with the "Company Law", "Articles of Association" and other relevant laws and regulations, combined with the actual situation of the company, which can make a more accurate and comprehensive comprehensive evaluation of the individual performance of the incentive object to a certain extent. In addition, the "Measures for the Management of the Company's Assessment" also clearly stipulates the assessment institutions and implementation agencies, assessment procedures, assessment period and times, and assessment result management, etc., which have strong operability in the assessment operation.

To sum up, the independent financial adviser believes that the equity incentive performance appraisal system set up by ANHENG Information and the assessment management measures formulated by ANHENG Information comprehensively evaluate and assess the company's performance and individual performance, and the performance appraisal system and assessment management measures comply with the provisions of the "Management Measures" and other relevant policies and regulations.

10. Other matters that should be explained

(1) The "main content of this incentive plan" provided in Chapter 4 of this independent financial adviser's report is for the purpose of convenient demonstration and analysis, and is summarized from the "Hangzhou Anheng Information Technology Co., Ltd. 2025 Restricted Stock Incentive Plan (Draft)", which may be inconsistent with the original text in terms of format and content.

(2) As an independent financial adviser of this incentive plan, investors are hereby requested to note that the implementation of this incentive plan still needs to be reviewed and approved by the general meeting of shareholders of ANHENG Information.

Chapter VI Documents for reference and locations for reference

1. Catalogue of documents for reference

1. Hangzhou Anheng Information Technology Co., Ltd. 2025 Restricted Stock Incentive Plan (Draft)

2. Resolution of the 11th meeting of the third board of directors of Hangzhou Anheng Information Technology Co., Ltd

3. Resolution of the 10th meeting of the 3rd Board of Supervisors of Hangzhou Anheng Information Technology Co., Ltd

4. Hangzhou Anheng Information Technology Co., Ltd. 2025 restricted stock incentive plan for the first time to grant the list of incentive objects

5. Administrative Measures for the Implementation of the 2025 Restricted Stock Incentive Plan of Hangzhou Anheng Information Technology Co., Ltd.

6. Legal Opinion of Shanghai Junlan Law Firm on the 2025 Restricted Stock Incentive Plan (Draft) of Hangzhou Anheng Information Technology Co., Ltd.

7. Articles of Association of Hangzhou Anheng Information Technology Co., Ltd.

8. The company's commitment to related matters

2. The location of the documents for reference

Hangzhou Anheng Information Technology Co., Ltd

Registered address: No. 188, Lianhui Street, Xixing Street, Binjiang District, Hangzhou City, Zhejiang Province

Office address: No. 188, Lianhui Street, Xixing Street, Binjiang District, Hangzhou City, Zhejiang Province

Tel: 86-571-28898076

Fax: 86-571-28898076

Contact: Li Muhua

(There is no text on this page, it is only the signature page of the "Independent Financial Adviser Report of Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd. on the 2025 Restricted Stock Incentive Plan (Draft) of Hangzhou Anheng Information Technology Co., Ltd.")

Independent Financial Advisor: Shanghai Xingong Yihe Enterprise Management Consulting Co., Ltd

April 3, 2025

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