Wuxi Dk Electronic Materials Co.Ltd(300842) : Everbright Securities Company Limited(601788) the verification opinions on the compliance of this major asset restructuring with the relevant provisions of the opinions on strengthening the risk prevention and control of securities companies hiring a third party and other honest practitioners in investment banking business

Everbright Securities Company Limited(601788)

Verification opinions on the compliance of this major asset restructuring with the relevant provisions of the opinions on strengthening the risk prevention and control of honest practitioners such as securities companies hiring a third party in investment banking business

More than 100% of the shares of Jiangsu electronic Co., Ltd. (hereinafter referred to as “the company to be listed”) do not meet the conditions for the issuance of supporting materials.

The independent financial consultant of this transaction is Everbright Securities Company Limited(601788) (hereinafter referred to as Everbright Securities Company Limited(601788) “or” independent financial consultant “), the legal consultant is Shanghai Tongli law firm (hereinafter referred to as” Tongli law firm “), the audit institution is zhongtianyun Certified Public Accountants (special general partnership) (hereinafter referred to as” zhongtianyun “), and the evaluation institution is Zhongshui Zhiyuan asset evaluation Co., Ltd. (hereinafter referred to as” Zhongshui Zhiyuan “).

According to the requirements of China Securities Regulatory Commission and relevant regulations, the independent financial consultant checked the behavior of directly or indirectly hiring a third party institution or individual (hereinafter referred to as “the third party”) for compensation in this transaction as follows:

1、 Independent financial advisers do not engage any kind of paid third party directly or indirectly

Upon verification, in this transaction, Everbright Securities Company Limited(601788) there is no direct or indirect paid employment of a third party.

2、 Employment of other third parties by listed companies

The listed company hired Everbright Securities Company Limited(601788) , KONE law firm, zhongtianyun and Zhongshui Zhiyuan as independent financial advisers, legal advisers, audit institutions and evaluation institutions for this transaction.

In addition to the above securities service institutions required to be employed according to law, the listed company hired Shanghai Yisheng patent and Trademark Office to issue intellectual property due diligence report on the trademarks and patents involved in this transaction, and the listed company hired KONE law firm limited liability partnership and American Daye law firm to issue legal opinions on the legal matters of Hong Kong and the United States involved in this transaction, The company also hired a translation agency with translation qualification to act as the translation agency for the application documents of this transaction, and the relevant employment behavior is legal and compliant.

Except for the above-mentioned third-party institutions, the listed company does not engage other third-party institutions directly or indirectly.

3、 Verification opinions of independent financial advisor

After verification, the independent financial adviser believes that:

In this transaction, the listed company did not directly or indirectly hire other third parties for compensation except for independent financial consultants, legal consultants, accounting firms, asset appraisal institutions, Shanghai Yisheng patent and trademark firm, KONE law firm limited liability partnership, American Dayi law firm and translation institutions. In addition, in this transaction, the independent financial consultant did not directly or indirectly hire a third party for compensation, which is in line with the relevant provisions of the opinions of the CSRC on strengthening the risk prevention and control of honest practitioners such as securities companies hiring a third party in investment banking business (CSRC announcement [2018] No. 22).

(there is no text on this page, which is the signature and seal page of Everbright Securities Company Limited(601788) the verification opinions on the compliance of this major asset restructuring with the relevant provisions of the opinions on strengthening the risk prevention and control of honest practitioners such as securities companies hiring a third party in investment banking business)

Financial advisor sponsor:

Chen Shuting, Lin Jianyun

Everbright Securities Company Limited(601788) mm / DD / yyyy

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