China International Capital Corporation Limited

About Hangzhou EZVIZ Network Co., Ltd

Verification opinion on the use of idle raised funds for cash management

China International Capital Corporation Limited (hereinafter referred to as "CICC" or the "Sponsor"), as the sponsor of the initial public offering of shares of Hangzhou EZVIZ Network Co., Ltd. (hereinafter referred to as "EZVIZ Network" or the "Company") and its listing on the Science and Technology Innovation Board, in accordance with the Administrative Measures for the Sponsorship Business of Securities Issuance and Listing, the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange. The requirements of relevant laws, regulations and normative documents such as the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and other relevant laws, regulations and normative documents, the company and its wholly-owned subsidiaries Hangzhou EZVIZ Software Co., Ltd. and Chongqing EZVIZ Electronics Co., Ltd. (hereinafter referred to as "EZVIZ Software" and "EZVIZ Chongqing") have verified the use of temporarily idle raised funds for cash management, and the verification situation and verification opinions are as follows:

First, the basic situation of the funds raised

According to the 46th review meeting of the Listing Committee of the Science and Technology Innovation Board of the Shanghai Stock Exchange in 2022

With the approval of the China Securities Regulatory Commission on the approval of the registration of the initial public offering of shares of Hangzhou EZVIZ Network Co., Ltd. (Zheng Jian Xu Xu [2022] No. 2840), the company issued 112.5 million shares to the public for the first time at an issue price of 28.77 yuan per share, and the total amount of funds raised was 3,236,625,000.00 yuan, and the net amount of funds raised by the company was 3,121,365,252.83 after deducting the issuance expenses RMB112,500,000.00 in share capital and RMB3,008,865,252.83 in capital reserve. The receipt of the above funds has been verified by the Deshi Bao (Verification) Zi (22) No. 00614 "Capital Verification Report" issued by Deloitte Touche Tohmatsu Certified Public Accountants (Special General Partnership).

The company has deposited the above-mentioned raised funds in a special account for the management of raised funds, and signed a fund supervision agreement with the sponsor institution and the commercial bank depositing the raised funds.

Second, the basic situation of the use of temporarily idle raised funds for cash management

(1) Investment purpose

Under the premise of changing the use of raised funds without affecting the normal operation of the company, ensuring the safety of funds and effectively controlling risks, in order to improve the efficiency of capital use, the company's idle raised funds are used for cash management, so as to better realize the benefits of the company's raised funds and safeguard the interests of all shareholders of the company.

(2) The amount and duration of the investment

On the premise of ensuring that the normal progress of the company's investment plan of raised funds will not be affected, the company and its wholly-owned subsidiaries EZVIZ Software and EZVIZ Chongqing intend to use the temporarily idle raised funds with a maximum amount of no more than RMB 100,711.07 million (inclusive) for cash management, and the use period will be valid for 12 months from the date of deliberation and approval by the board of directors of the company. Within the scope of the above-mentioned quota and period, the company and its wholly-owned subsidiaries EZVIZ Software and EZVIZ Chongqing can be used on a rolling basis.

(3) Varieties of investment products

The Company and its wholly-owned subsidiaries will strictly control risks in accordance with relevant regulations, and intend to use idle raised funds to purchase investment products with high security and good liquidity that meet the requirements of capital protection (including but not limited to structured deposits, time deposits, call deposits, large-amount certificates of deposit, etc.), and such cash management products shall not be used for pledge and shall not be used for investment activities for the purpose of securities investment.

(4) The validity period of the resolution

Valid for 12 months from the date of approval by the Board of Directors of the Company.

(5) Methods of implementation

The board of directors of the company authorizes the management of the company to exercise the right to make investment decisions and sign relevant legal documents within the scope of the quota and time limit, including but not limited to selecting qualified issuers of wealth management products, clarifying the amount of wealth management, selecting the varieties of wealth management products, signing contracts, etc., and authorizing the person in charge of finance of the company to implement relevant matters.

(6) Information disclosure

The Company will fulfill its information disclosure obligations in a timely manner in accordance with the relevant provisions of relevant regulations and normative documents such as the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Rules for the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation.

(7) Distribution of cash management proceeds

The proceeds obtained by the Company and its wholly-owned subsidiaries from the use of temporarily idle raised funds for cash management will be preferentially used to make up for the shortfall in the investment amount of the fund-raising projects, and will be managed and used in strict accordance with the requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange on the regulatory measures for raised funds.

3. Impact on the company

The company's use of idle raised funds for cash management is carried out on the premise of ensuring that the construction of investment projects and the use of raised funds are not affected, and the risks are effectively controlled, and the necessary legal procedures are fulfilled, which will not affect the development of the company's raised funds investment projects and the normal development of the company's main business. At the same time, through the reasonable cash management of temporarily idle raised funds, the efficiency of the use of funds can be improved, the company can obtain a good return on investment, and fully protect the interests of shareholders.

4. Investment risk analysis and risk control measures

(1) Investment risk

The Company and its wholly-owned subsidiaries will strictly control risks in accordance with relevant regulations, and intend to use idle raised funds to purchase investment products with high security, good liquidity and capital protection requirements (including but not limited to structured deposits, time deposits, call deposits, large-amount certificates of deposit, etc.), and such cash management products shall not be used for pledge and investment for the purpose of securities investment.

The financial market is greatly affected by the macroeconomy, and the company will intervene in a timely and appropriate amount according to the economic situation and changes in the financial market, but it is not excluded that the investment income is affected by market fluctuations, and there are certain systemic risks.

(2) Risk control measures

1. The company will handle relevant cash management business in strict accordance with the relevant provisions of the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Listing Rules of the Science and Technology Innovation Board of the Shanghai Stock Exchange, the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Company's Management System for Raised Funds.

2. The company will establish and improve the approval and implementation procedures for cash management in accordance with the principle of separation of decision-making, execution and supervision functions, effectively carry out and standardize the purchase of investment products for cash management, and ensure the safety of funds.

3. The company will strictly abide by the principle of prudent investment to screen investment objects, and mainly select products issued by issuers with good reputation, large scale and ability to ensure the safety of funds.

4. The relevant personnel of the company's finance department will analyze and track the investment direction and project progress of investment products in a timely manner, and if the assessment finds that there are risk factors that may affect the safety of the company's funds, corresponding preservation measures will be taken in time to control the financial risks.

5. The board of supervisors, independent directors and the audit committee of the board of directors of the company have the right to supervise and inspect the use of funds, and may hire professional institutions to conduct audits if necessary. The company's internal audit organization is responsible for conducting a comprehensive inspection of the product.

In accordance with the principle of prudence, reasonably anticipate the possible risks and returns of each investment, and report to the audit committee of the board of directors of the company on a regular basis.

5. Explanation of the review procedures and special opinions performed by the company

On December 20, 2024, the sixth meeting of the second board of directors and the sixth meeting of the second board of supervisors of the company were reviewed

The "Proposal on the Use of Idle Raised Funds for Cash Management" was passed. This proposal does not need to be submitted to the general meeting of shareholders for deliberation.

The board of supervisors of the company believes that the company and its wholly-owned subsidiaries use temporarily idle raised funds for cash management under the premise of ensuring that the investment projects of the raised funds are not affected, the use of the raised funds is not changed, the normal operation of the company is not affected, and the safety of funds is ensured and the risk is effectively controlled.

In summary, the board of supervisors of the company agreed to the company's use of temporarily idle raised funds for cash management.

6. Verification opinions of the sponsor institution

After verification, the sponsor believes that the company's plan to use no more than RMB 100,711.07 million of temporarily idle raised funds for cash management has been deliberated and approved by the board of directors and the board of supervisors of the company, and the necessary approval procedures have been fulfilled, and this matter is in line with the provisions of laws, regulations and normative documents such as the Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation, and the Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies. There is no disguised change in the use of raised funds, which does not affect the normal progress of the investment plan of raised funds, and can improve the efficiency of the use of funds, which is in line with the interests of the company and all shareholders.

In summary, the sponsor agreed to the company's use of idle raised funds for cash management.

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