Anxin Securities Co., Ltd
About New Hua Du Supercenter Co.Ltd(002264)
Verification opinions on the formulation and implementation of the insider registration system
New Hua Du Supercenter Co.Ltd(002264) (hereinafter referred to as the “listed company” and ” New Hua Du Supercenter Co.Ltd(002264) “) intends to transfer Quanzhou New Hua Du Supercenter Co.Ltd(002264) shopping mall Co., Ltd., Zhangzhou New Hua Du Supercenter Co.Ltd(002264) Department Store Co., Ltd., Jiangxi New Hua Du Supercenter Co.Ltd(002264) shopping mall Co., Ltd., Xiamen New Hua Du Supercenter Co.Ltd(002264) shopping mall Co., Ltd., Fujian New Hua Du Supercenter Co.Ltd(002264) Comprehensive Department Store Co., Ltd 100% equity of 11 wholly-owned subsidiaries of Ningde New Hua Du Supercenter Co.Ltd(002264) Shopping Plaza Co., Ltd., Sanming New Hua Du Supercenter Co.Ltd(002264) Shopping Plaza Co., Ltd., Longyan New Hua Du Supercenter Co.Ltd(002264) Shopping Plaza Co., Ltd., Nanping New Hua Du Supercenter Co.Ltd(002264) Shopping Plaza Co., Ltd., Sanming New Hua Du Supercenter Co.Ltd(002264) Logistics Distribution Co., Ltd. and Ganzhou New Hua Du Supercenter Co.Ltd(002264) shopping plaza Co., Ltd. (hereinafter referred to as “this transaction”).
As the independent financial advisor of the listed company for this transaction, Anxin Securities Co., Ltd. (hereinafter referred to as “Anxin securities”) has verified the formulation and implementation of the New Hua Du Supercenter Co.Ltd(002264) insider registration system, and issued this special verification opinion, as follows:
1、 Formulation of insider registration system of listed companies
On March 21, 2013, New Hua Du Supercenter Co.Ltd(002264) held the 33rd meeting of the second board of directors, deliberated and adopted the proposal on Amending the company’s insider registration system, and announced the insider registration system on March 22, 2013.
2、 Implementation of the insider registration system of listed companies
During the planning of this transaction, the listed company and the relevant parties of this transaction have taken necessary and sufficient confidentiality measures to limit the scope of relevant sensitive information. In order to safeguard the interests of investors, the listed company has disclosed the suggestive announcement on planning the sale of major assets and public solicitation of intended transferee on November 25, 2021.
The listed company signed a confidentiality agreement with the relevant parties of this transaction and took strict confidentiality measures. The listed company registered the insiders involved in this transaction and timely reported the list of insiders to Shenzhen Stock Exchange.
In addition, the listed company also made a memorandum on the process of major asset restructuring, recording the specific links and progress of the transaction, including the time, place, participating institutions and personnel of scheme discussion, work content communication and other matters, and registered with Shenzhen stock exchange for the record.
3、 Verification opinions of independent financial advisor
In conclusion, as the independent financial advisor of this transaction, Anxin Securities believes that:
1. The listed company has formulated the New Hua Du Supercenter Co.Ltd(002264) insider registration system in accordance with the securities law of the people’s Republic of China, the measures for the administration of information disclosure of listed companies, the provisions on the registration and management system of insiders of listed companies and the articles of association, which is in line with the provisions of relevant laws and regulations.
2. In this transaction, the listed company strictly controlled the insider information within the specified scope in accordance with the provisions of the registration system for insiders of New Hua Du Supercenter Co.Ltd(002264) insider information, and implemented the registration and reporting of insiders of insider information, which is in line with the provisions of relevant laws and regulations and the system of listed companies.
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(there is no text on this page, which is the signature page of the verification opinions of Anxin Securities Co., Ltd. on the formulation and implementation of the New Hua Du Supercenter Co.Ltd(002264) insider information insider registration system) financial advisor sponsor:
Huang Xuan, Wu Haibo
Anxin Securities Co., Ltd