CITIC Securities Co., Ltd

About MGI Technology Co., Ltd

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

Shanghai Stock Exchange:

CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities" or the "Organizational Brokerage") was entrusted to act as CPE

Investment (Hong Kong) 2018 Limited, CHD Biotech Co-invest Limited, Tianjin Kunpeng Management Consulting

Consulting Partnership (Limited Partnership), Earning Vast Limited, Ascent Cheer Limited (hereinafter collectively referred to as the "Transferor") to reduce their holdings of the issued shares of Shenzhen MGI Technology Co., Ltd. (hereinafter referred to as the "Company" or "MGI") before the initial public offering by way of inquiry transfer to specific institutional investors (hereinafter referred to as the "Inquiry Transfer").

After verification, CITIC Securities has made the following report on whether the shareholders and transferees of this inquiry transfer comply with 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, transfer process and results of this inquiry transfer are fair and just, and whether they comply 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 April 3, 2025, the number of pre-IPO shares of the company held by the transferor and the proportion of the company's total share capital

As follows:

Serial No. Name of Shareholder Shareholding Ratio as of April 3, 2025

Number of Orders Held (Shares)

1 CPE Investment (Hong Kong) 2018 Limited 26,378,788 6.33%

2 CHD Biotech Co-invest Limited 600,631 0.14%

3 Tianjin Kunpeng Management Consulting Partnership (Limited Partnership) 10,623,146 2.55%

4 Earning Vast Limited 9,922,720 2.38%

5 Ascent Cheer Limited 1,751,069 0.42%

The maximum number of shares to be transferred in this inquiry is 7,710,256 shares, and after the transferee is allocated, the transfer of this inquiry is as follows:

Name of the transferred shareholder Number of shares transferred (shares) Proportion of total share capital Proportion of shares held Source of transferred shares

CPE Investment (Hong 6,072,000 1.46% 23.02% pre-IPO shares

Kong) 2018 Limited

CHD Biotech Co-invest 138,256 0.03% 23.02% pre-IPO shares

Limited

Tianjin Kunpeng Management Consulting Partnership 714,700 0.17% 6.73% pre-IPO shares

Business (Limited Partnership)

Earning Vast Limited 667,500 0.16% 6.73% Pre-IPO shares

Ascent Cheer Limited 117,800 0.03% 6.73% Pre-IPO shares

(3) Method of transfer

As a former shareholder of MGI, 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 shareholders and the organization brokerage comprehensively consider the shareholders' own capital needs and other factors, and negotiate to determine the lower limit of the price of this inquiry transfer. The lower limit of the transfer price of this inquiry shall not be lower than the date (i.e., 2025) on the date when CITIC Securities sends the "Invitation to Subscribe for Shares Inquiry and Transfer of Shenzhen MGI Technology Co., Ltd." (hereinafter referred to as the "Subscription Invitation") to investors

April 6, inclusive) 70% of the average trading price of MGI's shares in the previous 20 trading days, in line with the "Inquiry Transfer and

Placing Guidelines" on the lower limit of the transfer price of the inquiry.

(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 follow the bidding procedures for bookkeeping, and the placing adopts the principle of "priority for subscription price, priority for subscription quantity and priority for receiving the "subscription quotation form" to determine the inquiry transfer price and subscription object. If the number of valid subscription shares transferred in this inquiry exceeds the upper limit of the number of shares to be transferred in this inquiry (7,710,256 shares), the principle of determining the transfer price, subscription object and the number of allotted shares in this inquiry is as follows (priority is given according to the 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, it will be sorted and accumulated according to the subscription quantity from high to low;

(3) Priority to receive the "Subscription Quotation Form": If the declared price and the number of subscribed shares are the same, it will be in accordance with the "Subscription".

The delivery time of the "Purchase Quotation Form" (subject to the effective "Subscription Quotation" received by the organization brokerage for the first time within the specified time) will be sorted and accumulated from first to first, and the effective subscription with an early time will be preferentially allocated.

If the total number of valid subscribed shares of the subject of the inquiry is equal to or greater than 7,710,256 shares, when the total number of shares validly subscribed is equal to or exceeds 7,710,256 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 placed, and the effective subscription amount equal to the transfer price of this inquiry will be sorted and placed in turn according to the principle of the subscription quantity from large to small and the subscription time from early to late, until the cumulative number of placed shares reaches 7,710,256 shares.

If the total number of valid subscribed shares of the subject of the inquiry is less than 7,710,256 shares, the lowest offer in all valid subscriptions will be determined 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 7,710,256 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 effective subscription price, and if it participates in the additional subscription, the corresponding additional transfer quantity; If the subscription is still insufficient after the above inquiry, the organization brokerage will ask other specific institutional investors whether to subscribe according to the determined transfer price, and if they participate in the additional subscription, the corresponding additional transfer quantity. If the additional subscription process is initiated, the brokerage firm will ask the inquiry object and specific institutional investors by e-mail in accordance with the above rules, and if the inquiry object or specific institutional investors confirm their participation in the additional subscription, they must reply to the email to confirm the acceptance of the transfer price and the additional subscription quantity.

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 organization of the brokerage will be in accordance with the above subscription confirmation procedures and rules to form the final placement results, if there are any unfinished matters in the above procedures and rules, the organization of the brokerage will negotiate and resolve.

Second, the process of the transfer of this inquiry

(1) Sending of invitation documents

A total of 398 institutional investors have been served with the "Invitation to Subscribe" and "Invitation to Additional Subscribe" for this inquiry transfer, including: 77 fund companies, 53 securities companies, 16 insurance institutions, 46 qualified foreign institutional investors, 202 private equity funds, 2 trust companies and 2 futures companies.

The above-mentioned "Invitation to Subscribe" and "Invitation to Additional Subscribe" contain 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. The subscription quotation materials include: (1) the subscription price and the number of shares subscribed by the investor; (2) The investor undertakes that its subscription qualifications, the subscription behavior and the source of funds for the subscription comply with the relevant laws and regulations, the relevant regulations of the China Securities Regulatory Commission and other regulatory authorities, and other relevant statutory, contractual or unilateral commitments applicable to themselves; Confirm and undertake that it is an accredited investor as defined in the Inquiry Transfer and Placing Guidelines; Acknowledging and undertaking that it and the ultimate subscriber do not include (1) the transferor, CITIC Securities, or institutions that have a direct or indirect control relationship with the transferor or CITIC Securities, or are controlled by the same entity; (2) Institutions in which the directors, supervisors, and senior managers of the institutions listed in the preceding paragraph are able to exercise control, joint control, or exert significant influence; (3) Institutions that are close to the persons listed in Item 1 or the controlling shareholders, actual controllers, directors, supervisors, or senior managers of the listed institutions are able to exercise control, joint control, or exert significant influence; (4) Other institutions that act in concert with the transferor in accordance with the Administrative Measures for the Acquisition of Listed Companies, or participate in the inquiry transfer that may lead to improper behavior or benefit transfer. There is also no circumstance that the above-mentioned institutions and personnel directly subscribe or indirectly participate in the transfer and subscription of this inquiry through structured products, except for securities investment funds and other asset management products that are publicly offered in accordance with the law; (3) the investor undertakes that each transferor has not made a commitment to guarantee the minimum return or the disguised guaranteed return, and there is no financial assistance or compensation directly or through interested parties to itself and the ultimate subscriber; (4) The investor undertakes that if it is allotted the transfer shares in this inquiry, it will subscribe for the relevant shares in full.

(2) The subscription quotation

Within the valid declaration time specified in the "Subscription Invitation", that is, from 7:15 to 9:15 on April 7, 2025, the organization brokerage company received a total of 8 copies of the "Subscription Quotation Form", all of which are valid quotations. After consultation between the transferor and the organization broker, it was unanimously decided to start the additional subscription procedure, and the additional subscription will end at 12:00 on April 10, 2025. During the additional subscription period, the organization brokerage received a total of 19 copies of the "Additional Subscription Quotation Form", all of which were valid quotations, and the investors participating in the subscription have sent the relevant subscription documents in a timely manner. Investors participating in the subscription will send 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, inquiry object and 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 65.00 yuan per share, the number of shares transferred is 7,710,256 shares, and the transaction amount is 501,166,640.00 yuan.

The transferees were finally identified as 14 investment institutions. The results of the transfer of this inquiry are as follows:

Preface Name of the transferee Number of shares to be transferred Amount The total lock-up period of the transferred shares

No. (shares) (yuan) Proportion of share capital

1 Invesco Great Wall Fund Management Co., Ltd. 2,860,000 185,900,000.00 0.69% 6 months

2 China Industrial Securities Global Fund Management Co., Ltd. 1,540,000 100,100,000.00 0.37% 6 months

3 UBS AG 950,000 61,750,000.00 0.23% 6 months

4 NORD Fund Management Limited 716,000 46,540,000.00 0.17% 6 months

5 Nanjing Shengquan Hengyuan Investment Co., Ltd. 466,256 30,306,640.00 0.11% 6 months

6 Taikang Asset Management Co., Ltd. 460,000 29,900,000.00 0.11% 6 months

7 Ningbo Meishan Bonded Port Area Lingding Investment Management Co., Ltd. 230,000 14,950,000.00 0.06% 6 months

8 Qingdao Luxiu Investment Management Co., Ltd. 123,000 7,995,000.00 0.03% 6 months

9 ICBC Credit Suisse Fund Management Co., Ltd. 120,000 7,800,000.00 0.03% 6 months

10 Caitong Fund Management Co., Ltd. 80,000 5,200,000.00 0.02% 6 months

11 GF Securities Co., Ltd. 60,000 3,900,000.00 0.01% 6 Months

12 Zhejiang Ruijiu Equity Investment Co., Ltd. 35,000 2,275,000.00 0.01% 6 months

13 Shanghai Yingshui Investment Management Co., Ltd. 35,000 2,275,000.00 0.01% 6 months

14 Shanghai Yicun Investment Management Co., Ltd. 35,000 2,275,000.00 0.01% 6 months

Total 7,710,256 501,166,640.00 1.85% -

(4) Contributions

After the results of the placement were confirmed, CITIC Securities issued a Payment Notice to the 14 investors who were allotted this time.

In accordance with the requirements of the "Payment Notice", each placing object paid the special payment account designated by the organization brokerage in full and in a timely manner

Subscription Money. CITIC Securities shall transfer to the bank account designated by the transferor in accordance with the regulations, and deduct the relevant financial advisory fees and stamps

Net amount of funds for the transfer of shares after taxes, transfer fees and handling costs.

After verification, the organization brokerage believes that the inquiry transfer process is legal and compliant, and the transfer results are fair, just and compliant

"Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "On the Establishment of the Shanghai Stock Exchange".

Opinions on the Implementation of the Registration-based System for the Creation of the Board and the Pilot Program", "Measures for the Continuous Supervision of Listed Companies on the Science and Technology Innovation Board (Trial)", "Shanghai Securities

Listing Rules for Stocks on the Science and Technology Innovation Board of the Exchange", "Guidelines for Inquiry, Transfer and Placement" and other laws and regulations, departmental rules and norms

Document.

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

On April 7, 2025, MGI and the transferor announced the "Shenzhen MGI Technology Co., Ltd. Shares

East Inquiry Transfer Plan (hereinafter referred to as the "Inquiry Transfer Plan"). Organize securities firms to issue "CITIC Securities

Co., Ltd. in relation to the transfer of shares from shareholders of Shenzhen MGI Technology Co., Ltd. to specific institutional investors

Verification Opinions on Relevant Qualifications" is disclosed as an annex to the Inquiry Transfer Plan.

On April 8, 2025, MGI announced the "Shenzhen MGI Technology Co., Ltd. Shareholder Inquiry Transfer

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 information disclosure regulations, MGI and the transferor will be supervised 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, CITIC Securities has verified the relevant qualifications of the transferor. The transferor has completed the proposed transfer

Let the lock-up of the shares. On March 21, 2025, CITIC Securities completed the verification of the transferor and visited the transferor

Interviews and inquiries and collection of relevant verification documents. In addition, CITIC Securities also reversed through public information channel retrieval and other means

The qualifications of the grantor were verified. On April 3, 2025, CITIC Securities issued the "About Shenzhen MGI Technology Stocks

Verification Opinions on the Qualifications of Shareholders of Limited Companies to Inquire Specific Institutional Investors for the Transfer of Shares".

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 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 Institute. 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 the products under their management) who meet the requirements of the Detailed Rules for the Implementation of the Initial Public Offering of Securities Issuance and Underwriting Business of the Shanghai Stock Exchange on the offline investors of initial public offerings may participate in the inquiry and subscription of the inquiry transfer. In addition to the institutional investors specified in the preceding paragraph, they have already been

Other private fund managers registered 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) can 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 Nanjing Shengquan Hengyuan Investment Co., Ltd., Ningbo Meishan Bonded Port Lingding Investment Management Co., Ltd., Qingdao Luxiu Investment Management Co., Ltd., Zhejiang Ruijiu Equity Investment Co., Ltd., Shanghai Yingshui Investment Management Co., Ltd., and Shanghai Yicun Investment Management Co., Ltd. are 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 of Private Investment Fund Managers and the Filing of Funds (for Trial Implementation). The filing materials for private equity funds have been provided.

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

(1) There is no transferor and CITIC Securities, or an institution that has a direct or indirect control relationship with the transferor and CITIC Securities, 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 behavior or transfer of benefits.

Concluding remarks

After verification, the organization of the brokerage believes that the inquiry transfer process follows the principle of fairness and impartiality, in line with 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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Organizational brokerage: CITIC Securities Co., Ltd

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