Clean energy service provider with value creativity
Jiangxi Jovo Energy Co.Ltd(605090) board of directors
Explanation on the independence of the appraisal institution of this transaction, the rationality of the appraisal assumptions, the correlation between the appraisal method and the appraisal purpose, and the fairness of the appraisal pricing
Jiangxi Jovo Energy Co.Ltd(605090) (hereinafter referred to as "listed company", "company" or " Jiangxi Jovo Energy Co.Ltd(605090) ") intends to issue shares, convertible corporate bonds and pay cash to purchase 100% shares of Sentai energy held by 53 shareholders of Sichuan Yuanfeng Sentai Energy Group Co., Ltd. (hereinafter referred to as "Sentai energy") such as new sources and Li Wanling. Meanwhile, the listed company plans to issue convertible corporate bonds to no more than 35 specific investors to raise supporting funds (hereinafter referred to as "this transaction"). On the premise of fully understanding the transaction, the board of directors of the company explained the independence of the evaluation institution, the rationality of the evaluation assumptions, the correlation between the evaluation method and the evaluation purpose, and the fairness of the evaluation pricing as follows:
(I) independence of the appraisal institution
The appraisal institution and its appraisers engaged in this transaction have no relationship with the company, the counterparty and the underlying assets, and there are no realistic and expected interests or conflicts. The appraisal institution is independent.
(II) evaluate the rationality of assumptions
The appraisal assumptions and premises of the appraisal report related to this transaction comply with relevant national laws and regulations, follow the common market practices and asset appraisal standards, comply with the actual situation of the appraisal object, and the appraisal assumptions and premises are reasonable.
(III) correlation between evaluation method and evaluation purpose
The purpose of this appraisal is to provide reasonable pricing basis for the company's transaction. The scope of assets actually appraised by the appraisal institution is consistent with the scope of assets entrusted for appraisal; The appraisal institution has implemented corresponding appraisal procedures in the appraisal process, followed the principles of independence, objectivity, scientificity and impartiality, applied the appraisal method that is compliant and in line with the actual situation of the subject asset, and selected reliable reference data and materials; The appraisal value of assets is fair and accurate. The selection of evaluation methods is appropriate, the evaluation conclusion is reasonable, and the correlation between the evaluation methods and the evaluation purpose is consistent.
(IV) evaluate the fairness of pricing
The appraisal has implemented necessary procedures and followed the principles of independence, objectivity, scientificity and impartiality,
The appraisal result of the clean energy service provider with value creativity objectively and fairly reflects the actual situation of the appraisal object on the benchmark date. The appraisal method is appropriate, and the appraisal result is fair and reasonable. The pricing of this transaction is based on the evaluation results issued by the evaluation institution and determined as the final transaction price after negotiation by all parties to the transaction. The pricing of the underlying assets is fair.
In conclusion, the appraisal institution employed by the company in this exchange is independent, the premise of appraisal assumptions is reasonable, the appraisal method is relevant to the appraisal purpose, and the appraisal price is fair, which will not damage the interests of the company and its shareholders, especially the minority shareholders. It is hereby explained.
Clean energy service provider with value creativity (there is no text on this page, which is the signature page of the Jiangxi Jovo Energy Co.Ltd(605090) board of directors' statement on the independence of the evaluation institution of this transaction, the rationality of the evaluation assumptions, the correlation between the evaluation method and the evaluation purpose, and the fairness of the evaluation pricing)
Jiangxi Jovo Energy Co.Ltd(605090) board of directors may 23, 2022
