Guotai Junan Securities Co., Ltd., Haitong Securities Co., Ltd.

About Shandong Tianyue Advanced Technology Co., Ltd.

Verification Opinions on Applying for Credit and Providing Guarantees in 2023

Guotai Junan Securities Co., Ltd., Haitong Securities Co., Ltd. (hereinafter referred to as the "sponsor") as Shandong Tianyue Advanced Technology Co., Ltd. (hereinafter referred to as "Tianyue Advanced" or "the company") for the initial public offering of shares and listing on the Science and Technology Innovation Board Continuous supervision and recommendation institutions, in accordance with the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Listed Companies Self-Regulation Guidelines No. 11-Continuous Supervision" and "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulation Guidelines No. 1-Standardized Operation" and other relevant regulations have verified the company's application for credit and guarantee in 2023. The details are as follows:

1. Application for Credit and Guarantee in 2023

In order to meet the needs of production, operation and development, the company and its subsidiaries within the scope of the consolidated statement (hereinafter referred to as "subsidiaries") intend to apply to banks and other financial institutions for a credit line not exceeding RMB 2000 million. The types of credit include but are not limited to working capital loans, project loans, medium and long-term loans, financial leases, bank acceptance bills, commercial acceptance bills, letters of guarantee, letters of credit, etc, the specific credit business type, amount and term shall be subject to the final approval of the financial institution, and the above credit line shall be valid within one year from the date of deliberation and approval by the board of directors of the company. The above credit line is not equal to the actual credit amount of the Company, and the actual credit amount is within the total credit line, subject to the actual financing amount of the Company and its subsidiaries and financial institutions. The company will provide mortgage or pledge guarantee for the company's own credit with its own assets according to the requirements of financial institutions, and each subsidiary will provide mortgage or pledge guarantee for each subsidiary's own credit with its own assets according to the requirements of financial institutions.

At the same time, in order to meet the needs of production, operation and development, and improve the company's decision-making efficiency, the company intends to provide wholly-owned subsidiaries Shanghai Yuefu Technology and Trade Co., Ltd. (hereinafter referred to as "Shanghai Yuefu") and Shanghai Tianyue Semiconductor Materials Co., Ltd. (hereinafter referred to as "Shanghai Tianyue") Provide an estimated total guarantee amount of no more than 700 million yuan. The guarantee methods include guarantee, mortgage, pledge, etc, the specific guarantee period shall be subject to the guarantee contract signed at that time, and the above guarantee amount shall be valid for one year from the date of deliberation and approval by the board of directors of the company. The guarantee amount can be adjusted between Shanghai Vietnam Service and Shanghai Tianyue.

The company requests the board of directors to authorize the company's operating management to handle specific matters related to the company's obtaining credit lines and providing guarantees from financial institutions within the above-mentioned credit lines and guarantee lines according to the needs of the company's actual operating conditions.

Basic information 2. the guaranteed person

(I) Shanghai Vietnam Service Basic Situation

1. Name: Shanghai Yuefu Science and Trade Co., Ltd.

2. Type of enterprise: limited liability company (sole proprietorship of a legal person that is not invested or controlled by a natural person)

3. Registered Address: Room J4526, Building 1, No. 2222 Huancheng Road, Juyuan New District, Jiading District, Shanghai

4. Legal Representative: Zhong Wenqing

5. Registered Capital: 10 million Yuan

6. Date of Establishment: December 6, 2019

7. Business scope: General items: instrumentation, mechanical and electrical equipment, Wujinjiaodian, communication equipment, daily necessities, office supplies, handicrafts (except ivory and its products), computers, software and auxiliary equipment, chemical products (except hazardous chemicals, Monitoring chemicals, fireworks, civil explosives, precursor chemicals), sales of refractory materials, thermal insulation materials, electronic components, semiconductors, electronic products, sales of household appliances. (Except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license) Licensed items: import and export of goods; import and export of technology. (For projects subject to approval according to law, business activities can only be carried out after approval by relevant departments. The specific business projects shall be subject to the approval documents or licensing documents of relevant departments)

8, equity structure: Shanghai Yuefu is a wholly-owned subsidiary of the company, the company holds 100% of its equity.

9. Main financial data:

Unit: RMB 10,000; Currency: RMB

Item 1231, 2021 (audited) 9:30, 2022 (unaudited)

Total assets 4,865.78 4,746.00

Total liabilities 3,224.67 2,813.62

Net assets 1,641.10 1,932.37

Item 2021 (audited) January-September 2022 (unaudited)

Operating income 35,104.64 23,628.08

Net profit 513.67 291.27

(II) Shanghai Tianyue Basic Situation

1. Name: Shanghai Tianyue Semiconductor Material Co., Ltd.

2. Type of enterprise: limited liability company (sole proprietorship of a legal person that is not invested or controlled by a natural person)

3. Registered Address: 10, 1211 Hongyin Road, Lingang New Area, China (Shanghai) Pilot Free Trade Zone

301 room

4. Legal Representative: Zong Yanmin

5. Registered Capital: 60 million Yuan

6. Date of Establishment: June 2, 2020

7. Scope of business: General items: research and development of electronic special materials, manufacturing of electronic special materials and manufacturing of power electronic components; Sales of power electronic components; Sales of special equipment for semiconductor devices; Manufacturing of special equipment for semiconductor devices; Manufacturing of semiconductor discrete devices; Manufacturing of synthetic materials (excluding hazardous chemicals); Import and export of goods; Import and export of technology; Manufacturing of semiconductor lighting devices; Sales of semiconductor lighting devices; Sales of semiconductor discrete devices; Manufacturing of electronic components; integrated circuit chip and product manufacturing; integrated circuit manufacturing; integrated circuit sales; integrated circuit chip and product sales; integrated circuit chip design and service; integrated circuit design; electronic components wholesale; electronic components retail; synthetic materials sales; optoelectronic device manufacturing; optoelectronic device sales, electronic special materials sales. (except for projects subject to approval in accordance with the law, carry out business activities independently in accordance with the law with the business license)

8, equity structure: Shanghai Tianyue is a wholly-owned subsidiary of the company, the company holds 100% of its equity.

9. Main financial data:

Unit: RMB 10,000; Currency: RMB

Item 1231, 2021 (audited) 9:30, 2022 (unaudited)

Total assets 36,717.34 97,636.32

Total liabilities 32,127.83 60,715.75

Net assets 4,589.51 36,920.57

Item 2021 (audited) January-September 2022 (unaudited)

Operating Income -83.71

Net profit -1,055.56 -1,668.95

Shanghai Yuefu and Shanghai Tianyue 2021 financial data have been audited by Lixin Certified Public Accountants (Special General Partnership). Shanghai Yuefu and Shanghai Tianyue have no major contingencies that affect their solvency and do not belong to the person subject to breach of trust.

The main contents of the 3. security agreement.

The company has not yet signed the relevant credit and guarantee agreement, the above-mentioned application for credit and guarantee amount is only the credit line to be applied for by the company and the guarantee line to be provided, the specific credit amount, guarantee amount, guarantee period, etc. still need the bank or relevant financial institutions to review and agree, to the actual signed contract shall prevail.

Reasons and Necessity of 4. Guarantee

The above guarantee matters are to ensure the continuous and stable development of the company's production and operation, and combined with the current company's business situation, which helps to meet the company's daily capital use needs and meets the actual needs of the company's overall production and operation. The guarantee objects are all wholly-owned subsidiaries of the company. The guarantee risk is generally controllable, and there is no situation that harms the interests of the company and all shareholders, especially small and medium shareholders.

Explanation of 5. Special Opinions

Opinions of the (I) Board of Supervisors

The Board of Supervisors believes that the company and its subsidiaries within the scope of the consolidated statement apply for a credit line of no more than RMB 2000 million. At the same time, the company provides wholly-owned subsidiaries Shanghai Yuefu and Shanghai Tianyue with an estimated total guarantee line of no more than 700 million yuan. In order to meet the company's production, operation and business development needs, the company can effectively control related risks, in accordance with the "the People's Republic of China Company Law", "Articles of Association" and other relevant laws and regulations and related systems, there is no situation that harms the interests of the company and shareholders, and will not adversely affect the normal operation and business development of the company. In summary, the Supervisory Board agreed that the Company and its subsidiaries within the scope of the consolidated financial statements should apply to the bank for a comprehensive credit line and the Company's guarantee for Shanghai Yuefu and Shanghai Tianyue.

Opinions of Independent Directors of (II)

1. The company and its subsidiaries within the scope of the consolidated statement apply to banks and other financial institutions for a credit line not exceeding RMB 2000 million and the company is a wholly-owned subsidiary of Shanghai Yuefu Technology and Trade Co., Ltd. and Shanghai Tianyue.

Semiconductor Materials Co., Ltd. provides an estimated guarantee amount of no more than 700 million yuan in total to meet the capital needs of the company and its wholly-owned subsidiaries for operation and development, in line with the company's actual operation and overall development strategy. The guarantee object is a wholly-owned subsidiary of the company. The company can effectively control the relevant risks. The decision-making and approval procedures comply with relevant laws and regulations and the provisions of the Articles of Association, which is conducive to the development of the company's related business, and there is no harm to the company and shareholders, especially The situation of the interests of small and medium shareholders.

2. We unanimously agree to the above-mentioned application for credit and guarantee.

Verification Opinions of 6. Sponsors

After verification, the insuranceThe recommendation institution believes that the application for credit and the provision of guarantee has been considered and approved by the board of directors and the board of supervisors of the company, and the independent directors have expressed their clear consent, the decision-making procedures comply with the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Listed Companies Self-Regulatory Guidelines No. 11-Continuous Supervision", "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Guidelines No. 1-Standardized Operation", "Articles of Association" and the company's external guarantee management system and other relevant regulations; this application for credit and provision of guarantees are based on the company's management needs, there is no harm to the interests of the company and all shareholders. The sponsor has no objection to the company's application for credit and provision of guarantee in 2023.

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