This report is prepared in accordance with China’s asset appraisal standards
Wondershare Technology Group Co.Ltd(300624) the goodwill impairment test is proposed for the purpose of financial reporting
Recoverable amount of relevant asset groups of Shenzhen Yitu Software Co., Ltd
Asset appraisal report
Tongzhi Xinde pingbao Zi (2022) No. 100007
TONGZHIXINDE（BEIJING）ASSETS APPRAISALCO., LTD.
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd
April 22, 2002
Volume I contents of appraisal report
Declare that two
Summary of asset appraisal report five
Text of the assets appraisal report eight
1、 Overview of the client, the appraised entity and other users of the appraisal report agreed in the asset appraisal entrustment contract nine
2、 Evaluation purpose thirteen
3、 Evaluation object and scope fourteen
4、 Value type seventeen
5、 Appraisal base date seventeen
6、 Evaluation basis seventeen
7、 Evaluation method twenty
8、 Evaluation procedure implementation process and situation twenty-two
9、 Assessment assumptions twenty-four
10、 Assessment conclusion twenty-five
11、 Special notes twenty-five
12、 Description of restrictions on the use of evaluation report twenty-six
13、 Asset appraisal report date twenty-seven
14、 Signature of asset appraisal professionals and seal of asset appraisal institution twenty-seven
Annex to the assets appraisal report twenty-nine
Annex I. sealed copy of the accounting statement of the appraised unit thirty
Annex II: photocopy of the legal person business license of the client and the appraised unit thirty-one
Annex III. copies of main ownership certificates involved in the appraisal object thirty-two
Annex IV. letter of commitment of the client and other relevant parties 33 Annex V: the qualification filing announcement of asset appraisal institution and the copy of asset appraisal qualification certificate for securities and futures related businesses thirty-four
Annex VI. copy of the duplicate of the legal person business license of the asset appraisal institution thirty-five
Annex VII: copy of the qualification certificate of the asset appraiser undertaking the appraisal business thirty-six
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 1 –
Statement
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 2 –
Statement
1、 The assets appraisal report is prepared in accordance with the basic standards for assets appraisal issued by the Ministry of Finance and the asset appraisal practice standards and professional ethics standards issued by China Assets Appraisal Association.
2、 The client or other users of the asset appraisal report shall use the asset appraisal report in accordance with the provisions of laws, administrative regulations and the scope of use specified in the asset appraisal report; If the client or other users of the asset appraisal report use the asset appraisal report in violation of the above provisions, the asset appraisal institution and the asset appraiser shall not be liable.
This asset appraisal report is only for the use of the client, other users of asset appraisal reports agreed in the asset appraisal entrustment contract and users of asset appraisal reports stipulated by laws and administrative regulations; In addition, no other institution or individual can become the user of the asset appraisal report.
The assets appraisal institution and appraisers remind the users of the assets appraisal report that they should correctly understand and use the appraisal conclusion. The appraisal conclusion is not equal to the realizable price of the appraisal object, and the appraisal conclusion should not be considered as a guarantee for the realizable price of the appraisal object.
3、 The asset appraisal institution and appraisers abide by laws, administrative regulations and asset appraisal standards, adhere to the principles of independence, objectivity and impartiality, and bear responsibility for the asset appraisal report issued according to law.
4、 The scope of the asset group related to the formation of goodwill has been declared by the appraised unit and confirmed by stamping or other means. The future cash flow forecast of the asset group in the forecast period has been approved by the management of the appraised unit. The appraised entity promises that the recognition of the asset group related to goodwill and the prediction of cash flow in the prediction period comply with the provisions of the accounting standards for business enterprises.
5、 The client and the appraised unit shall be responsible for the authenticity, integrity and legitimacy of the ownership certificate, financial and accounting information and other materials provided by them according to law.
6、 The assets appraisal institution and appraiser have no existing or expected interest relationship with the appraisal object in the assets appraisal report; There is no existing or expected interest relationship with the relevant parties, and there is no prejudice against the relevant parties. 7、 The asset appraiser conducted on-site investigation on the appraisal object and the assets involved in the asset appraisal report; We have paid necessary attention to the legal ownership of the appraisal object and the assets involved, and checked and verified the legal ownership data of the appraisal object and the assets involved. However, we only express our opinions on the value of the entrusted assets, and we have no right to guarantee their legal ownership in any form. This report shall not be used as any form of property right certificate.
8、 The analysis, judgment and results in the asset appraisal report issued by the asset appraisal institution are limited by the assumptions and restrictions in the asset appraisal report. The user of the asset appraisal report shall fully consider the false information stated in the asset appraisal report
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Setting, restrictions, special matters and their impact on the appraisal conclusion.
9、 The composition of the appraisal base date, main markets and asset groups related to goodwill involved in the asset appraisal report is determined by the management, and the management promises to be consistent with the business connotation of the asset group during the initial formation of the goodwill and subsequent annual impairment assessment.
10、 In accordance with the requirements of accounting standards for business enterprises, the estimation of the asset group value recognized by the evaluation institution and related to the formation of goodwill is one of the many works of analyzing whether there is goodwill impairment in the process of preparing the financial report, not the identification and guarantee of whether goodwill is impaired and the amount of loss. The client and its audit institution shall, in accordance with the steps specified in the accounting standards for business enterprises, fully perform the goodwill impairment test procedures, correctly analyze and understand the evaluation report, properly use the evaluation conclusion, and reasonably accrue the goodwill impairment loss when preparing the financial report.
Summary of assets appraisal report
Wondershare Technology Group Co.Ltd(300624) the goodwill impairment test is proposed for the purpose of financial reporting
Recoverable amount of relevant asset groups of Shenzhen Yitu Software Co., Ltd
Asset appraisal report
Abstract
Important tips
The following contents are extracted from the main body of the appraisal report. For details of the appraisal project
In order to correctly understand and use the evaluation conclusion, you should read the front page of the evaluation report
Wen.
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. (hereinafter referred to as the company) has accepted the entrustment to complete the necessary appraisal procedures for the recoverable amount of the relevant asset group of Shenzhen Yitu Software Co., Ltd. (hereinafter referred to as Shenzhen Yitu) involved in the asset impairment test proposed by Wondershare Technology Group Co.Ltd(300624) (hereinafter referred to as Wondershare Technology Group Co.Ltd(300624) ) and issue the asset appraisal report in accordance with the asset appraisal entrustment contract. The assets appraisal and appraisal results are summarized as follows:
1、 Client and other users of the appraisal report: the client is Shenzhen Yitu Software Co., Ltd. Other users of the appraisal report agreed in the asset appraisal entrustment contract are other users of the appraisal report required by national laws and regulations to achieve the purpose of this appraisal.
2、 Appraised unit: Shenzhen Yitu Software Co., Ltd.
3、 Evaluation purpose: Wondershare Technology Group Co.Ltd(300624) due to the preparation of the 2021 financial report, it is necessary to estimate the recoverable amount of the relevant asset group of the goodwill formed by the merger of Shenzhen Yitu recognized by Wondershare Technology Group Co.Ltd(300624) to determine whether the goodwill included in the consolidated statements is impaired. The purpose of this appraisal is to provide value reference for Wondershare Technology Group Co.Ltd(300624) proposed goodwill impairment test by estimating the recoverable amount of Shenzhen Yitu’s asset group including goodwill on the benchmark date.
4、 Appraisal object and scope: the appraisal object is the relevant asset group including goodwill formed by the consolidated financial statements of Shenzhen Yitu determined by Wondershare Technology Group Co.Ltd(300624) and confirmed by the audit institution.
The appraisal scope includes fixed assets, intangible assets, working capital (current assets and related liabilities) and goodwill directly belonging to the asset group.
5、 Value type: recoverable amount.
6、 Appraisal method: income method
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 6 –
7、 Assessment conclusion:
The income method is adopted for evaluation. As of the benchmark date of evaluation, Wondershare Technology Group Co.Ltd(300624) the book value of Shenzhen Yitu related asset group including goodwill involved in the goodwill impairment test is 2213204 million yuan, the evaluation value is 3837871 million yuan (in words: RMB three hundred eighty-three million seven hundred eighty-seven thousand one hundred only), the appreciation is 1624667 million yuan, and the appreciation rate is 73.41%. 8、 Appraisal base date and validity period of appraisal conclusion: the appraisal base date is December 31, 2021. The validity period of the appraisal conclusion is one year, i.e. from December 31, 2021 to December 30, 2022.
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 7 –
Text of assets appraisal report
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 8 –
Wondershare Technology Group Co.Ltd(300624) the goodwill impairment test is proposed for the purpose of financial reporting
Recoverable amount of relevant asset groups of Shenzhen Yitu Software Co., Ltd
Asset appraisal report
Shenzhen Yitu Software Co., Ltd.:
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. (hereinafter referred to as “the company”) accepts the entrustment of your company, adheres to the principles of independence, objectivity and impartiality, adopts the income method and follows the necessary appraisal procedures in accordance with the provisions of laws, administrative regulations and assets appraisal standards, The recoverable amount of relevant asset groups of Shenzhen Yitu Software Co., Ltd. including goodwill involved in Wondershare Technology Group Co.Ltd(300624) proposed goodwill impairment test was evaluated. The assets appraisal is reported as follows:
1、 Overview of the client, the appraised entity and other users of the appraisal report agreed in the asset appraisal entrustment contract (I) overview of the client and the appraised entity
1. Basic information
Enterprise name: Shenzhen Yitu Software Co., Ltd. (hereinafter referred to as “Shenzhen Yitu”)
Legal address: 306, building 5, Shenzhen software industry base, No. 11, 13 and 15, Haitian 1st Road, Binhai community, Yuehai street, Nanshan District, Shenzhen
Legal representative: Sun Chun
Registered capital: 5 million yuan
Company type: limited liability company
Business scope: general business items are: technical development and sales of computer software and hardware, technical services and technical consultation; Operate import and export business.
2. Historical evolution
① The company was established in February 2014
Established on February 21, 2014, Huang Yong and Liu Cailian invested in the formation of Shenzhen Yitu Software Co., Ltd. in monetary form. On February 21, 2014, they obtained the business license for enterprise legal person with the registration number of “440301108845952” issued by Shenzhen market supervision administration. At the time of establishment, the registered capital was 300000 yuan. Huang Yong held 50.00% of the equity of the company and Liu Cailian held 50.00% of the equity of the company. The equity structure of the company is as follows:
Tongzhi Xinde (Beijing) Assets Appraisal Co., Ltd. page – 9 –
Name of investor contribution method subscribed capital contribution (10000 yuan) paid in capital contribution (10000 yuan) shareholding ratio
Huang Yong contributed 15.00 – 50% in currency
Liu Cailian contributed 15.00 – 50% in currency
Total – 30.00 – 100%
② Equity change in October 2016
According to the change decision of Shenzhen Yitu Software Co., Ltd. made by the company on October 14, 2016 and the provisions of the articles of association, the company is registered
