Citic Securities Company Limited(600030)
Independent financial consultant's verification opinions on the formulation and implementation of Jiangxi Jovo Energy Co.Ltd(605090) insider registration system
Jiangxi Jovo Energy Co.Ltd(605090) (hereinafter referred to as " Jiangxi Jovo Energy Co.Ltd(605090) " or "listed company") intends to issue shares, convertible corporate bonds and pay cash to purchase 100% shares of the target company held by 53 shareholders of Sichuan Yuanfeng Sentai Energy Group Co., Ltd. (hereinafter referred to as "target company") such as newsources and Li Wanling. Meanwhile, the listed company plans to issue convertible corporate bonds to no more than 35 specific investors to raise supporting funds, and the amount of supporting funds raised shall not exceed 100% of the transaction amount of the listed company's purchase of assets by issuing shares and convertible corporate bonds in this transaction, In addition, the initial number of convertible bonds issued by raising matching funds shall not exceed 30% of the total share capital of the listed company after the completion of this asset purchase (hereinafter referred to as "this transaction") Citic Securities Company Limited(600030) (hereinafter referred to as "independent financial advisor") as the independent financial advisor of the listed company for this transaction, checked the formulation and implementation of Jiangxi Jovo Energy Co.Ltd(605090) insider registration system, as follows:
1、 Formulation and implementation of the insider registration system of listed companies
On May 28, 2018, Jiangxi Jovo Energy Co.Ltd(605090) held the fifth meeting of the first board of directors, deliberated and adopted the proposal on formulating the registration system for insiders of Jiangxi Jovo Energy Co.Ltd(605090) insider information and formulated the registration system for insiders of Jiangxi Jovo Energy Co.Ltd(605090) insider information.
On April 30, 2020, Jiangxi Jovo Energy Co.Ltd(605090) held the 14th meeting of the first board of directors, deliberated and adopted the proposal on Amending the registration system of insiders of Jiangxi Jovo Energy Co.Ltd(605090) insider information, and revised the relevant provisions of the registration system of insiders of Jiangxi Jovo Energy Co.Ltd(605090) insider information.
On April 11, 2022, Jiangxi Jovo Energy Co.Ltd(605090) held the 17th meeting of the second board of directors, deliberated and approved the sub proposal of the proposal on formulating and revising relevant systems, the proposal on Amending the registration system of insiders of inside information, revised the relevant provisions of the registration system of insiders of Jiangxi Jovo Energy Co.Ltd(605090) inside information and announced the full text.
Jiangxi Jovo Energy Co.Ltd(605090) and the related parties of this transaction have taken strict confidentiality measures to limit the scope of knowledge of relevant sensitive information and ensure that the information is within the controllable range Jiangxi Jovo Energy Co.Ltd(605090) and registered the insiders involved in this transaction, and timely reported the list of insiders to Shanghai Stock Exchange.
In addition, Jiangxi Jovo Energy Co.Ltd(605090) also made a memorandum on the progress of this transaction, recording the specific links and progress of this transaction, the time, place, participating institutions and personnel, and reported it to Shanghai Stock Exchange.
The insider verification scope of this transaction includes: the listed company and its directors, supervisors, senior managers and other insider information insiders, both parties to the transaction and their directors, supervisors, senior managers and other insider information insiders, intermediaries related to this transaction and other personnel who know the insider information of this transaction, as well as other personnel who know this transaction, And the immediate family members (spouse, parents and adult children over the age of 18) of the above-mentioned relevant personnel.
2、 Verification opinions of independent financial advisor
After verification, the independent financial adviser believes that:
1. Jiangxi Jovo Energy Co.Ltd(605090) in accordance with the securities law of the people's Republic of China, the measures for the administration of information disclosure of listed companies and other relevant provisions of the CSRC, as well as the articles of association, the measures for the administration of information disclosure and the internal reporting system of major events, the insider registration system has been formulated, which is in line with the provisions of relevant laws and regulations.
2. Jiangxi Jovo Energy Co.Ltd(605090) in this transaction, the insider was registered and reported in accordance with the insider registration system, which complies with the provisions of relevant laws and regulations and the company's system.
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(there is no text on this page, which is the signature and seal page of Citic Securities Company Limited(600030) independent financial advisor's verification opinions on the formulation and implementation of Jiangxi Jovo Energy Co.Ltd(605090) insider information insider registration system) sponsor of Independent Financial Advisor:
Hong Tao, Yang Bin
Zhao Wei, Zhang Tianliang
Citic Securities Company Limited(600030) mm / DD / yyyy
