Anhui Wanwei Updated High-Tech Material Industry Co.Ltd(600063) board of directors
Explanations on the independence of the asset appraisal institution, the rationality of assumptions, the relevance of appraisal methods and purposes, and the fairness of appraisal pricing
Anhui Xianwei Investment Group Co., Ltd. (hereinafter referred to as “Anhui Xianwei Group Co., Ltd.”, Wang Yanfeng Group Co., Ltd., “Anhui Yanhui Group Co., Ltd.”, Yao renjuan Co., Ltd. (hereinafter referred to as “Anhui Yanhui Group Co., Ltd.”), or “Anhui Yanhui Group Co., Ltd.”, or “Anhui Yanhui Investment Group Co., Ltd.”, or “Anhui Yanhui Group Co., Ltd.”, and Yixinhua and other 14 shareholders of Anhui wanwei Rongsheng new materials Co., Ltd. (hereinafter referred to as “wanwei Rongsheng”) purchased 100% equity of wanwei Rongsheng held by them and raised supporting funds from wanwei group (hereinafter referred to as “this transaction”). The board of directors of the company hereby makes the following explanations on the independence of the asset appraisal institution, the rationality of assumptions, the relevance of the appraisal method and purpose, and the fairness of the appraisal Pricing:
1. Anhui Zhonglian Guoxin Assets Appraisal Co., Ltd. employed by the company in this transaction has securities business qualification and relevant professional appraisal experience. The selection and employment procedures of the appraisal institution are in compliance. The appraisal institution and its handling appraisers have no relationship with the company, the counterparty and wanwei Shengsheng, and there are no realistic or predictable interest relations or conflicts other than intermediary services, The evaluation organization has full independence.
2. The assumptions and restrictions set by the appraisal institution and appraisers are carried out in accordance with national regulations, follow the common practices and standards of the market, and comply with the actual situation of wanwei and Wansheng. The assumptions are reasonable.
3. In this transaction evaluation, the income method and asset-based method are used to evaluate the value of the underlying assets respectively, and the evaluation result of the income method is finally selected as the evaluation result of the assets winning the bid in this transaction. In accordance with the requirements of relevant national laws and regulations and industry norms, following the principles of independence, objectivity, impartiality and science, and in accordance with the recognized asset appraisal methods, the necessary asset appraisal procedures have been implemented to evaluate the fair value of the subject asset on the benchmark date. The values of relevant appraisal parameters are reasonable and the selected appraisal methods are reasonable, Consistent with the purpose of the evaluation.
4. The appraisal value analysis principle, the adopted model, the selected discount rate and other important appraisal parameters are in line with the actual situation of wanwei Wansheng, and the appraisal basis and conclusion of expected annual income and cash flow are reasonable.
5. The transaction price is determined based on the evaluation results of the underlying assets. The evaluation price of the underlying assets is fair and will not damage the interests of the company and shareholders, especially minority shareholders.
To sum up, the appraisal institution selected and employed by the company in this transaction is independent, the premise of appraisal assumptions is reasonable, the correlation between the appraisal method and the appraisal purpose is consistent, the appraisal conclusion of the asset appraisal report is reasonable and the appraisal price is fair.
(there is no text on this page, which is the seal page of the Anhui Wanwei Updated High-Tech Material Industry Co.Ltd(600063) board of directors’ statement on the independence of asset appraisal institutions, the rationality of assumptions, the relevance of appraisal methods and purposes, and the fairness of appraisal pricing)
Anhui Wanwei Updated High-Tech Material Industry Co.Ltd(600063) board of directors February 9, 2022
