Baichu Electronics: CITIC Securities Co., Ltd. on the on-site inspection report of Shanghai Baichu Electronic Technology Co., Ltd. on the continuous supervision work in 2024
DATE:  Apr 11 2025

CITIC Securities Co., Ltd

About Shanghai Bochu Electronic Technology Co., Ltd

2024 Annual Continuous Supervision Work Site Inspection Report

In accordance with the provisions of relevant laws and regulations such as the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 11 - Continuous Supervision, CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities" or the "Sponsor"), as the sponsor of the ongoing supervision of Shanghai Bochu Electronic Technology Co., Ltd. (hereinafter referred to as "Bochu Electronics", "the Company" or the "Listed Company"), has conducted a continuous supervision of Bochu Electronics for the 2024 year (hereinafter referred to as the "Continuous Supervision Period") The on-site inspection of the standard operation of the on-site inspection is now reported as follows:

1. The basic situation of this on-site inspection

(1) Sponsors

CITIC Securities Co., Ltd

(2) Sponsor representatives

Guo Dan, Yu Haiyue

(3) On-site inspection personnel

Yu Haiyue, Sheng Yulin

(4) On-site inspection time

March 6, 2025 and April 3, 2025

(5) The content of the on-site inspection

The on-site inspectors conducted on-site inspections on the issuer's corporate governance and internal control, information disclosure, independence of the company, capital transactions with controlling shareholders, actual controllers and other related parties, use of raised funds, related party transactions, external guarantees, major foreign investments, and operating conditions during the continuous supervision period. (6) On-site inspection methods

The means of this on-site inspection mainly include data review, interviews, on-site inspections, etc., and the specific inspection methods are detailed in "2. Main matters and opinions of this on-site inspection".

2. The main issues and opinions of this on-site inspection

(1) Corporate governance and internal control

The on-site inspectors reviewed the latest articles of association of the listed company, the rules of procedure and meeting materials of the three sessions, financial management, accounting, internal audit, management of raised funds, related party transactions, external guarantees, foreign investment, derivatives transactions, control of subsidiaries and other related systems, consulted the company's 2024 internal control self-evaluation report, 2024 internal control audit report and other documents, and interviewed senior managers.

Having reviewed the aforesaid documents, the sponsor considered that:

During the period of continuous supervision, the listed company established the rules of procedure for the general meeting of shareholders, the board of directors and the board of supervisors in accordance with the provisions of relevant laws and regulations, clarified the requirements and responsibilities of directors, supervisors and senior management in the governance system, established a financial management system, an accounting system and an internal audit system, and clarified the procedures and rules for major business decisions such as the use of raised funds, related party transactions, external guarantees, foreign investment, derivatives trading, and control of subsidiaries in the internal system, and implemented them.

(2) Information disclosure

The on-site inspectors consulted the information disclosure system and the insider information management system of listed companies, randomly checked the transmission and disclosure process documents of material information, checked the registration and management of insiders of inside information, the internal control audit report issued by accountants, etc., and conducted interviews with senior managers.

After reviewing the aforesaid documents, the sponsor believes that during the period of continuous supervision, the listed company has established and implemented an information disclosure system in accordance with the provisions of relevant laws and regulations.

(3) The independence of the company and the capital transactions with the controlling shareholder, actual controller and other related parties

The on-site inspectors reviewed the company's articles of association and related system documents, checked the details of the company's capital transactions with the controlling shareholder, the actual controller and its related parties, related materials and information disclosure documents, and consulted the special statement issued by the accountant on the occupation of non-operating funds and other related capital transactions in 2024, and interviewed the chief financial officer.

After inspection, during the period of continuous supervision, except for the related party transactions disclosed in the 2024 annual report, the sponsor has not

In the above-mentioned documents, it is clear that the controlling shareholder, actual controller and other related parties have illegally appropriated the funds of the listed company.

(4) The use of raised funds

The on-site inspectors checked the company's management and use system of raised funds, consulted the bank statements of the special account for raised funds and the detailed account of the use of raised funds, and conducted spot checks on the vouchers for the payment of large amounts of raised funds, consulted the information disclosure documents and decision-making procedure documents for the use of raised funds, inspected the site of the raised funds investment project on the spot, understood the progress of the project construction and the use of funds, and obtained the report on the use of raised funds issued by the listed company and the verification report on the use of raised funds issued by the annual audit accountant. Interviews with senior management of the company.

After inspection, the sponsor believes that: during the period of continuous supervision, the company has established and implemented a management system for raised funds, and the necessary decision-making procedures and information disclosure procedures have been fulfilled for the use of raised funds, and no major circumstances of illegal use of raised funds have been found based on the aforesaid inspection.

On January 16, 2025, Baichu Electronics held the ninth meeting of the third board of directors and the third board of supervisors

At the ninth meeting, the "Proposal on the Postponement and Re-demonstration of the Investment Project of Raised Funds" was deliberated and passed, and the company's "Intelligent Cutting Head Expansion Project", "Intelligent Welding Robot and Control System Industrialization Project", and "Ultra-high Precision Drive and Control Integrated R&D Project" were considered and approved.

Re-evaluate and adjust the project to December 31, 2025. This time, it was postponed

The content, investment purpose, total investment amount and implementation entity of the investment project of the raised funds have not been changed during the period, and an announcement was made on January 17, 2025.

(5) Related party transactions, external guarantees, and major foreign investments

The on-site inspectors reviewed the articles of association and the internal systems on related party transactions, external guarantees and major foreign investments, obtained the details of related party transactions and major foreign investments, reviewed the decision-making procedures and information disclosure materials, analyzed the fairness of the pricing of related party transactions, and interviewed the company's chief financial officer.

The Company disclosed related party transactions in its 2024 annual report, and based on the aforesaid inspections, during the period of continuous supervision, the sponsor did not find any clear material violations in the aforesaid documents in terms of related party transactions, external guarantees and major foreign investments.

(6) Business conditions

The on-site inspectors inspected the business premises, consulted the listed companies and market information in the same industry, consulted the company's regular reports and other information disclosure documents, and interviewed the company's senior management personnel to understand the company's operating conditions.

After inspection, the sponsor believes that the listed company is operating normally during the continuous supervision period.

3. Matters and suggestions for the company's attention

It is recommended that the company continue to strictly follow the requirements of laws and regulations such as the Company Law, the Securities Law, and the Stock Listing Rules of the Shanghai Stock Exchange, continuously improve the corporate governance structure, fulfill the obligation of information disclosure in a timely manner, use the raised funds in a compliant and reasonable manner, and promote the construction and implementation of the fundraising and investment projects in an orderly manner, so as to ensure the completion of the fundraising and investment projects and realize the expected returns.

4. Whether there are any matters that should be reported to the China Securities Regulatory Commission and the Shanghai Stock Exchange

Based on the aforesaid inspection, the sponsor did not find any other matters that should be reported to the CSRC and the Shanghai Stock Exchange in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, the Self-Regulatory Guidelines for Listed Companies on the Shanghai Stock Exchange No. 11 - Continuous Supervision, and other relevant provisions during this on-site inspection.

5. The cooperation of the company and other intermediaries

During this on-site inspection, the company cooperated with the provision of the above-mentioned inspection materials, and cooperated with the completion of other inspection items such as interviews and on-site inspections described in this report. The accountant cooperated in providing relevant information on the on-site inspection matters. 6. The conclusion of this on-site inspection

For the conclusions of this on-site inspection on relevant matters, please refer to "2. Main matters and opinions of this on-site inspection", "3. Matters and suggestions for the company's attention", and "4. Whether there are any matters that should be reported to the China Securities Regulatory Commission and the Shanghai Stock Exchange".

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(There is no text on this page, it is the signature page of the "CITIC Securities Co., Ltd. on Shanghai Bochu Electronic Technology Co., Ltd. 2024 Annual On-site Inspection Report on Continuous Supervision Work")

Sponsor Representative: _________________ _________________

Guo Dan Yu Haiyue

CITIC Securities Co., Ltd

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