Sunwoda Electronic Co., Ltd. (欣旺達電子股份有限公司) IPO Prospectus

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the contents of this Application Proof, make no representation as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Application Proof.

Sunwoda Electronic Co., Ltd.* 欣旺達電子股份有限公司 ("the Company")

(A joint stock company incorporated in the People's Republic of China)

APPLICATION PROOF

WARNING

This Application Proof is issued pursuant to the requirements of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and the Securities and Futures Commission (the "SFC"), for the purpose of providing information to the public in Hong Kong only.

This Application Proof is in draft form. The information contained in it is incomplete and is subject to change. By viewing this document, you acknowledge, accept and agree with the Company, its Sponsors, Overall Coordinators, advisors or members of the underwriting syndicate that:

(a) this document is solely for the purpose of providing information about the Company to the public in Hong Kong and for no other purpose. Investors must not make any investment decisions based on the information contained in this document;

(b) the publication of this document or any supplement, amendment or replacement page thereof on the website of the Stock Exchange does not give rise to any obligation on the part of the Company, its Joint Sponsors, Overall Coordinators, advisors or members of the underwriting syndicate to proceed with any offering in Hong Kong or any other jurisdiction. Whether or not an offering will be proceeded with by the Company remains uncertain;

(c) the contents of this document or any supplement, amendment or replacement page thereof may or may not be reproduced in whole or in part in the actual final listing document;

(d) this document is not the final listing document and may be updated or amended from time to time by the Company in accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited;

(e) this document does not constitute a prospectus, offering circular, notice, circular, brochure or advertisement offering for sale or inviting offers to buy any securities to the public in any jurisdiction, nor is it an invitation to the public to make offers to subscribe for or purchase any securities, and is not intended to be an invitation to the public to make offers to subscribe for or purchase any securities;

(f) this document shall not be regarded as an inducement to subscribe for or purchase any securities, nor is it intended to constitute such inducement;

(g) neither the Company nor any of its affiliates, Joint Sponsors, Overall Coordinators, advisors or members of the underwriting syndicate has offered or solicited offers to buy any securities in any jurisdiction by publishing this document;

(h) the securities referred to in this document are not available for subscription by any person, and any application made will not be accepted;

(i) the Company has not and will not register the securities referred to in this document under the United States Securities Act of 1933, as amended, or the securities laws of any state of the United States;

(j) the distribution of this document or the publication of any information contained herein may be restricted by law, and you agree to be aware of and comply with any such restrictions applicable to you; and

(k) the listing application to which this document relates has not yet been approved, and the Stock Exchange and the SFC may accept, return or reject the relevant public offering and/or listing application.

No offer or invitation shall be made by the Company to the public in Hong Kong until the Company's prospectus has been registered with the Registrar of Companies in Hong Kong under Section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, Chapter 32 of the Laws of Hong Kong. If an offer or invitation is made to the public in Hong Kong at the appropriate time, prospective investors are reminded to make their investment decisions solely on the basis of the Company's prospectus registered with the Registrar of Companies in Hong Kong; the text of the prospectus will be published to the public during the offer period.

* For identification purposes only

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

IMPORTANT NOTICE

IMPORTANT: If you are in any doubt about the contents of this document, you should obtain independent professional advice.

Sunwoda Electronic Co., Ltd.* 欣旺達電子股份有限公司 (A joint stock company incorporated in the People's Republic of China)

[REDACTED]

Number of [REDACTED] under [REDACTED]: [REDACTED] H Shares (subject to exercise of [REDACTED]) Number of [REDACTED]: [REDACTED] H Shares (subject to reallocation) Number of [REDACTED]: [REDACTED] H Shares (subject to reallocation and exercise of [REDACTED]) Maximum [REDACTED]: HK$[REDACTED] per H Share, plus 1.0% brokerage commission, 0.0027% SFC transaction levy, 0.00565% Hong Kong Stock Exchange trading fee and 0.00015% AFRC transaction levy (payable in full in Hong Kong dollars upon [REDACTED]; any overpayment will be refunded) Nominal Value: RMB1.00 per H Share [REDACTED]: [REDACTED]

Joint Sponsors, Overall Coordinators, [REDACTED] and [REDACTED]

(In alphabetical order)

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness, and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.

This document, together with the documents referred to in "Appendix V — Documents Delivered to the Registrar of Companies in Hong Kong and Documents Available for Inspection" of this document, [has] been delivered to the Registrar of Companies in Hong Kong for registration pursuant to Section 342C of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, Chapter 32 of the Laws of Hong Kong. The Securities and Futures Commission of Hong Kong and the Registrar of Companies in Hong Kong take no responsibility for the contents of this document or any of the other documents referred to above.

The [REDACTED] is expected to be agreed between the Overall Coordinators (on behalf of [REDACTED]) and the Company on [REDACTED]. The [REDACTED] is expected to be on or before [REDACTED] (Hong Kong time) and in any event no later than 12:00 noon (Hong Kong time) on [REDACTED]. Unless otherwise announced, the [REDACTED] will not be higher than HK$[REDACTED] per [REDACTED] and is currently expected to be no lower than HK$[REDACTED] per [REDACTED]. If the Overall Coordinators (on behalf of [REDACTED]) and the Company are unable to agree on the [REDACTED] for any reason by 12:00 noon (Hong Kong time) on [REDACTED], the [REDACTED] will not proceed and will lapse.

Prior to the morning of the deadline for submission of [REDACTED], the Overall Coordinators (on behalf of [REDACTED]) may, with the consent of the Company, at any time reduce the number of [REDACTED] and/or the indicative [REDACTED] below that stated in this document (i.e., HK$[REDACTED] to HK$[REDACTED] per [REDACTED]), if they consider it appropriate to do so. In such event, a notice of the reduction in the number of [REDACTED] and/or indicative [REDACTED] will be published on the Company's website at www.sunwoda.com and the Stock Exchange's website at www.hkexnews.hk as soon as practicable after the decision to make such reduction is made and in any event no later than the morning of the deadline for submission of [REDACTED], and the [REDACTED] will be cancelled and re-conducted pursuant to the revised number of [REDACTED] and/or revised [REDACTED] and the requirements under Rule 11.13 of the Listing Rules (including issuing a supplemental document or new document (if applicable)) as soon as practicable after the decision to make such reduction is made and in any event no later than the morning of the deadline for submission of [REDACTED]. We will publish details of such arrangements as soon as practicable. For further details, please refer to "Structure of the [REDACTED]" and "How to Apply for [REDACTED]" in this document.

The Overall Coordinators (on behalf of [REDACTED]) may terminate their obligations under the [REDACTED] if certain circumstances arise prior to 8:00 a.m. on [REDACTED]. For further details, please refer to "Underwriting" in this document.

The [REDACTED] have not been and will not be registered under the U.S. Securities Act or any state securities laws in the United States, and may not be offered, sold, pledged or transferred within the United States, except pursuant to transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act and in compliance with any applicable state securities laws of the United States. The [REDACTED] may only be (a) offered and sold within the United States solely to qualified institutional buyers in reliance on Rule 144A or other applicable exemptions from the registration requirements of the U.S. Securities Act; and (b) offered and sold outside the United States in offshore transactions in reliance on Regulation S. There will be no [REDACTED] in the United States.

[REDACTED]

* For identification purposes only

[REDACTED]

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

IMPORTANT NOTICE

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

IMPORTANT NOTICE

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

EXPECTED TIMETABLE(1)

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

EXPECTED TIMETABLE(1)

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

EXPECTED TIMETABLE(1)

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

EXPECTED TIMETABLE(1)

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

TABLE OF CONTENTS

IMPORTANT NOTICE TO PROSPECTIVE [REDACTED]

We are issuing this document solely in connection with the [REDACTED] and [REDACTED], and this document does not constitute an [REDACTED] or solicitation to purchase any securities other than the [REDACTED] offered pursuant to [REDACTED] under the [REDACTED]. This document may not be used for the purposes of, and does not constitute, an [REDACTED] or solicitation in any other jurisdiction or under any other circumstances. The Company has not taken any action to permit a [REDACTED] in any jurisdiction outside Hong Kong, nor has it taken any action to permit the distribution of this document in any jurisdiction outside Hong Kong. The distribution of this document and the [REDACTED] and [REDACTED] in other jurisdictions are subject to restrictions and, unless permitted under the applicable securities laws of such jurisdictions pursuant to registration with or authorisation by the relevant securities regulatory authorities or otherwise exempted therefrom, such actions may not be taken.

You should rely only on the information contained in this document in making your [REDACTED] decision. The [REDACTED] is conducted solely on the basis of the information contained and representations made in this document. We have not authorised anyone to provide you with information different from that contained in this document. You should not rely on any information or representation not contained in or made in this document as having been authorised by us, the Joint Sponsors, the Overall Coordinators, [REDACTED], [REDACTED], [REDACTED], [REDACTED], any [REDACTED], any of our or their respective directors, officers, employees, agents or representatives, or any other parties involved in the [REDACTED].

| | Page | |---|---| | Expected Timetable | iv | | Table of Contents | viii | | Summary | 1 | | Definitions | 24 | | Glossary of Technical Terms | 34 | | Forward-Looking Statements | 42 | | Risk Factors | 43 | | Waivers and Exemptions | 84 |

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT IT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

TABLE OF CONTENTS

| | Page | |---|---| | Information about this Document and the [REDACTED] | 110 | | Directors and Parties Involved in the [REDACTED] | 114 | | Corporate Information | 118 | | Industry Overview | 121 | | Regulatory Overview | 141 | | History, Development and Corporate Structure | 178 | | Business | 188 | | Directors and Senior Management | 295 | | Share Capital | 311 |

Major Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

315

Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

318

Future Plans and [REDACTED] Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

386

[REDACTED] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

391

Structure of the [REDACTED] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

403

How to Apply for the [REDACTED] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

417

Appendix I

Accountants' Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

I-1

Appendix IIA

[Redacted] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

IIA-1

Appendix III

Summary of the Articles of Association . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

III-1

Appendix V

Documents Delivered to the Registrar of Companies in Hong Kong and Available for Inspection . . . . . . . . . . . . . . . . . . . . . . . .

V-1

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

This summary aims to provide you with an overview of the information contained in this document and should be read in conjunction with the full text of this document. As this is a summary, it does not contain all information that may be important to you. You should read the entire document before deciding to [Redacted]. Any [Redacted] involves risks. We set out certain specific risks in relation to [Redacted] in the section headed "Risk Factors" in this document. You should read that section carefully before deciding to [Redacted].

OVERVIEW

We are a leading innovator in lithium battery technology, committed to providing sustainable and efficient integrated new energy solutions. We are principally engaged in the research and development, design, manufacturing and sale of lithium batteries, covering a diversified product matrix including consumer batteries, power batteries and energy storage systems, providing customers with comprehensive solutions from cells, modules to systems, as well as battery testing and recycling services.

Having been deeply engaged in the lithium battery industry for nearly 30 years, we have become the world's largest lithium-ion battery manufacturer by total shipment volume of mobile phone, laptop and tablet computer-related batteries in 2024. According to data from CIC (灼識諮詢), by shipment volume in 2024, we rank first in the global mobile phone battery market with a market share of 34.3%. According to the same source, we are also the world's second largest laptop computer and tablet computer battery manufacturer with a market share of 21.6%. In addition, we have been actively expanding our power battery and energy storage system businesses, achieving rapid growth and quickly rising to the forefront of the industry.

OUR MARKET-LEADING POSITION

Our customer base includes6

Consecutive Five Years Global No. 1 Mobile Phone Battery Manufacturer1

34.3% Global Mobile Phone Battery Market Share2

Global No. 2 Laptop Computer and Tablet Computer Battery Manufacturer2

21.6% Global Laptop Computer and Tablet Computer Battery Market Share2

Global No. 10 Power Battery Manufacturer3 Energy Storage Battery Manufacturer4

Fastest Growing Among Scaled Global Power Battery and Energy Storage Battery Manufacturers5

Notes: 1.

Based on data from CIC, based on shipment volumes from 2020 to 2024.

2.

Based on data from CIC, based on shipment volumes in 2024.

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Top 10 Global Mobile Phone Brands7 Top 5 Global Laptop Computer and Tablet Computer Manufacturers8 8 out of Top 10 Global New Energy Vehicle OEMs9 Top 5 Global AC-side Energy Storage System Brands10

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

3.

Based on data from CIC, with a market share of 2.1% by shipment volume in 2024.

4.

Based on data from CIC, with a market share of 1.4% by shipment volume in 2024.

5.

Based on data from CIC, shipment volume growth rate from 2023 to 2024 reached 1,664%, making us the fastest-growing company among the top 10 global power battery manufacturers and top 10 global energy storage battery manufacturers respectively.

6.

Based on data from CIC, customer rankings are based on shipment volumes in 2024. For the years 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 62.5%, 61.1%, 62.5% and 56.4% of our revenue, respectively.

7.

For the years 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 54.6%, 51.3%, 46.2% and 43.3% of our revenue, respectively.

8.

For the years 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 33.0%, 29.1%, 25.9% and 20.1% of our revenue, respectively.

9.

For the years 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 6.9%, 8.9%, 13.9% and 10.2% of our revenue, respectively.

10.

For the years 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed nil, 0.1%, 2.9% and 2.4% of our revenue, respectively.

OUR BUSINESS

We started with our consumer battery business and progressively expanded into power batteries, energy storage systems and other related fields, forming a comprehensive integrated business layout covering the entire chain from battery research and development, design, manufacturing and sale to testing and recycling.

Consumer Batteries

Mobile Phones

Wide-ranging Product Applications

Smart Home

Integrated Service Capabilities

Power Batteries

Laptops Tablets

Smart Wearables

Smart Mobility Service Robots

Demand-driven Product R&D and Design

Energy Storage Systems

Battery Electric Vehicles

Hybrid Electric Vehicles

Power Grid

Industrial & Commercial

Commercial Vehicles

Construction Machinery

Residential

Data Centres

Intelligent, Localised Production

Globally Covering Sales Network

Rapid-response After-sales Service

Full Industry Chain Layout Materials

Cells

Modules

Systems

Testing

Recycling

Consumer Batteries

We started by providing lithium-ion batteries for consumer electronics such as mobile phones, laptops and tablet computers, and progressively expanded into emerging categories such as smart home, smart wearables, smart mobility and service robots.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

We have established long-term and stable cooperative relationships with the world's leading technology companies. We are a key supplier to the world's largest smartphone company, as well as to major industry participants such as Xiaomi (小米), Lenovo (聯想), OPPO, vivo, Honor (榮耀) and Transsion (傳音), and are actively further penetrating the supply chains of other top-tier domestic and international participants. According to data from CIC, to date, the top 10 global mobile phone manufacturers and the top 5 global laptop computer and tablet computer manufacturers by shipment volume in 2024 are all our customers. We are also continuously expanding our presence in emerging consumer electronics, supplying companies such as Roborock (石頭科技) and Ninebot (九號公司).

Power Batteries

Our power battery products are not only widely applied in the new energy passenger vehicle market, fully meeting various performance and compatibility requirements of BEV, EREV, PHEV and HEV, but also extend to scenarios such as new energy commercial vehicles and construction machinery.

We have become a key power battery supplier to leading automotive OEMs, including Li Auto (理想), XPeng (小鵬), Leapmotor (零跑), GAC (廣汽), SAIC (上汽), Renault (雷諾) and Nissan (日產). According to data from CIC, to date, we supply power batteries to eight of the top 10 global new energy vehicle manufacturers by sales volume in 2024.

Energy Storage Systems

We provide integrated energy storage system solutions, broadly covering application scenarios including grid-scale energy storage, industrial and commercial energy storage, residential energy storage and data centre energy storage.

We have continuously expanded our customer base across multiple countries and regions. We have experience in successfully delivering large-scale solutions in major global markets. According to data from CIC, to date, we supply energy storage system products to the top 5 global AC-side energy storage system brands by shipment volume in 2024.

Others

In order to better meet the diverse needs of customers throughout the entire product lifecycle, we provide other solutions and products including precision structural components, smart hardware, and other complementary services and products (such as battery testing and recycling services).

We develop and manufacture precision structural components, including precision moulds and various structural components for a wide range of products such as smartphones, tablet computers, smart home devices and smart wearable devices. During the track record period, our precision structural component products mainly included smart device structural components and smart home structural components. Unit prices vary significantly depending on factors such as material selection and technical specifications.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

Leveraging our technological capabilities in precision manufacturing of structural components and battery miniaturisation and integration, we have expanded to provide OEM and ODM services for smart hardware end products. During the track record period, our smart hardware products included cleaning robots, personal care products and smart pens. The unit prices of these products vary depending on the complexity of the products and the degree of functional integration.

The following table sets out a breakdown of our revenue by product type for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 (Unaudited) | 2025 | | | (RMB'000, except percentages) | | Consumer Batteries | 32,015,431 | 61.4% | 28,543,283 | 59.6% | 30,405,096 | 54.3% | 21,064,583 | 55.0% | 22,514,819 | 51.7% | | Power Batteries | 12,686,520 | 24.3% | 10,794,809 | 22.6% | 15,138,528 | 27.0% | 10,139,795 | 26.5% | 12,366,970 | 28.4% | | Energy Storage Systems | 454,947 | 0.9% | 1,110,059 | 2.3% | 1,889,216 | 3.4% | 1,030,191 | 2.7% | 1,463,468 | 3.4% | | Others | 7,005,371 | 13.4% | 7,414,076 | 15.5% | 8,587,794 | 15.3% | 6,044,112 | 15.8% | 7,188,491 | 16.5% | | — Precision Structural Components | 2,331,111 | 4.5% | 2,787,292 | 5.8% | 3,404,443 | 6.1% | 2,509,839 | 6.6% | 2,384,450 | 5.5% | | — Smart Hardware | 3,505,106 | 6.7% | 2,551,140 | 5.4% | 2,403,537 | 4.3% | 1,989,754 | 5.2% | 2,412,116 | 5.5% | | — Other Products and Services | 1,169,154 | 2.2% | 2,075,644 | 4.3% | 2,779,814 | 4.9% | 1,544,519 | 4.0% | 2,391,925 | 5.5% | | Total | 52,162,269 | 100.0% | 47,862,227 | 100.0% | 56,020,634 | 100.0% | 38,278,681 | 100.0% | 43,533,748 | 100.0% |

OUR RESEARCH AND DEVELOPMENT CAPABILITIES

Through years of accumulation, we have established a solid research and development system, built a balanced lithium battery technology matrix, and developed into a leading technology innovator in the global lithium battery field. Our R&D is always guided by customer needs, and we have built a full-chain customer-driven technology innovation mechanism from technology platform pre-research to product commercialisation and then to scaled delivery, forming a virtuous closed loop of "customer needs — technological advancement — product validation", with a shorter time cycle from laboratory to mass production, higher R&D efficiency and cost-effectiveness, more effectively meeting the constantly evolving and diverse needs of customers and end markets.

OUR LAYOUT

Guided by customer needs, we scientifically plan our production capacity layout, adhering to the principle of proximity matching to improve efficiency and resource allocation. As of 30 September 2025, we have 25 major production bases in operation or under construction, of which 19 are located in China, distributed across Guangdong, Zhejiang, Jiangxi, Jiangsu, Shandong and other provinces, and six are located overseas, distributed across India, Vietnam, Thailand and Hungary. Our layout enables us to promptly respond to and meet the product needs of customers both domestically and internationally.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

We have established mature standardised, flexible and intelligent manufacturing capabilities. In addition, we have established 11 major overseas marketing and service centres in key global markets, enabling us to better serve and expand our international customer base. We have built localised teams in these regions to provide customers with more efficient and timely support.

The following table sets out a breakdown of our revenue by geographic market, expressed in absolute amounts and as a percentage of total revenue, based on the destination of delivery or the destination of shipment as stated on customs declarations, for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 (Unaudited) | 2025 | | | (RMB'000, except percentages) | | Mainland China (excluding special customs supervision zones) | 29,576,325 | 56.7% | 27,406,020 | 57.3% | 32,589,324 | 58.2% | 22,028,461 | 57.5% | 26,308,529 | 60.4% | | China Special Customs Supervision Zones | 17,697,221 | 33.9% | 14,078,068 | 29.4% | 15,222,790 | 27.2% | 10,224,326 | 26.7% | 9,770,115 | 22.5% | | United States | 254,635 | 0.5% | 417,346 | 0.9% | 1,348,432 | 2.4% | 1,140,502 | 3.0% | 464,899 | 1.1% | | European Union | 637,469 | 1.2% | 1,102,896 | 2.3% | 1,833,417 | 3.3% | 1,130,093 | 3.0% | 1,540,018 | 3.5% | | Other countries or regions(1) | 3,996,619 | 7.7% | 4,857,897 | 10.1% | 5,026,671 | 8.9% | 3,755,299 | 9.8% | 5,450,187 | 12.5% | | Total | 52,162,269 | 100.0% | 47,862,227 | 100.0% | 56,020,634 | 100.0% | 38,278,681 | 100.0% | 43,533,748 | 100.0% |

Note: (1)

Other countries or regions mainly include the markets of India, Vietnam and Hong Kong.

OUR MARKET OPPORTUNITIES

Leveraging our extensive experience and accumulated capabilities in the lithium battery industry, we will continue to expand our customers and application scenarios in the consumer battery, power battery and energy storage system sectors, and steadily increase the proportion of self-supplied consumer cells, thereby achieving sustainable business development and improvement in profitability.

Consumer Batteries: The wave of artificial intelligence applications is driving further growth in the consumer electronics industry, with strong demand for AI-enabled products that require batteries with higher energy density and superior performance. We will seize this market opportunity and, by virtue of our high-quality products and services, further consolidate and expand our global leadership position in the consumer battery sector. With the continuous emergence of next-generation consumer electronics, we will also actively expand the application of our products in diversified fields such as smart home, smart wearables, smart mobility and service robots. At the same time, we are steadily increasing our self-supply ratio of cells to provide customers with integrated solutions.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

**Power Batteries:** The global trend toward automotive electrification is firmly established, with Chinese enterprises leading the wave of new energy transformation in the automotive industry. We will continue to expand our partnerships with major global new energy vehicle OEMs. Electrification is rapidly extending from passenger vehicles to commercial vehicles, construction machinery, new energy vessels, and other applications. We are committed to tailoring a diversified product portfolio for a wide range of application scenarios to meet ever-evolving demands.

**Energy Storage Systems:** Driven by the development of renewable energy generation and data centers, the global energy storage market will experience high-speed growth. We will leverage our superior product quality, solid technological capabilities, and strong service capacity to continuously expand our energy storage business.

**Our Financial Performance**

Our business achieved steady growth during the track record period, with a significant improvement in profitability. Our revenue grew from RMB 52.2 billion (人民幣522億元) in 2022 to RMB 56.0 billion (人民幣560億元) in 2024, representing a compound annual growth rate (CAGR) of 3.6%. Gross profit grew from RMB 6.3 billion (人民幣63億元) in 2022 to RMB 8.2 billion (人民幣82億元) in 2024, representing a CAGR of 14.2%. Net profit attributable to owners of the Company grew from RMB 1.1 billion (人民幣11億元) in 2022 to RMB 1.5 billion (人民幣15億元) in 2024, representing a CAGR of 17.5%. Taking into account non-controlling interests, our profit for the year decreased from RMB 763.4 million (人民幣763.4百萬元) in 2022 to RMB 330.7 million (人民幣330.7百萬元) in 2023, then increased to RMB 534.3 million (人民幣534.3百萬元) in 2024, while our adjusted net profit (non-IFRS measure) decreased from RMB 1,030.5 million (人民幣1,030.5百萬元) in 2022 to RMB 535.1 million (人民幣535.1百萬元) in 2023, before increasing to RMB 729.5 million (人民幣729.5百萬元) in 2024. For the nine months ended September 30, 2024 and 2025 respectively, our revenue was RMB 38.3 billion (人民幣383億元) and RMB 43.5 billion (人民幣435億元), representing a year-on-year increase of 13.7%. Gross profit grew from RMB 5.9 billion (人民幣59億元) to RMB 7.1 billion (人民幣71億元), representing a year-on-year increase of 20.8%, and net profit attributable to owners of the Company grew from RMB 1.2 billion (人民幣12億元) to RMB 1.4 billion (人民幣14億元), representing a year-on-year increase of 16.6%. Taking into account non-controlling interests, our profit for the period increased from RMB 553.5 million (人民幣553.5百萬元) to RMB 779.1 million (人民幣779.1百萬元), representing a year-on-year increase of 40.8%, while our adjusted net profit (non-IFRS measure) increased from RMB 726.1 million (人民幣726.1百萬元) to RMB 938.6 million (人民幣938.6百萬元), representing a year-on-year increase of 29.3%.

During the track record period, the fluctuations in our adjusted net profit (non-IFRS measure) and profit attributable to owners of the Company primarily reflected changes in our net profit during the relevant periods. The adjusted net profit (non-IFRS measure) for 2023 was further primarily affected by the following factors: a decrease in fair value changes of convertible bonds in 2023, an increase in share-based payments (partially offset by the absence of fair value changes following the full conversion of convertible bonds in 2024), and an increase in [REDACTED] (partially offset by a decrease in share-based payments for the nine months ended September 30, 2025). Profit attributable to owners of the Company was also affected by net losses allocated to non-controlling interests, which fluctuated during the track record period due to the performance of certain subsidiaries. Please refer to "Financial Information" for further details.

–6–

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**OVERVIEW**

**Our Sustainability Initiatives**

We are committed to contributing to the global future low-carbon transition. We have formulated a comprehensive sustainability strategy entitled "Moving Towards a Sustainable Future" and have clearly defined four core objectives: Life Cycle, Eco-Friendly, Responsible Business, and Win-Win Partnership. This strategy is consistent with our long-term objective of creating value and actively responds to evolving regulatory requirements, industry trends, and stakeholder expectations.

We actively support China's "Carbon Peaking and Carbon Neutrality Goals" and adopt a structured carbon management approach based on an ESG governance framework. Our target is to achieve a peak in operational carbon emissions by 2029 and to achieve full operational carbon neutrality by 2050. To achieve these goals, we are advancing the use of renewable energy, promoting energy-saving technologies, and integrating clean energy into our operations. In 2024, we completed more than 200 energy efficiency improvement measures, achieving electricity savings of approximately 66.70 million kWh (6,670萬千瓦時), equivalent to a reduction of more than 35,000 tonnes of CO₂ emissions.

**Our Competitive Strengths**

We believe the following core competitive strengths will enable us to fully capture industry development opportunities and continuously enhance our competitiveness globally:

- The world's largest manufacturer of batteries for mobile phones, laptops, and tablets, with a rapidly rising presence in the power battery and energy storage system sectors;

- Innovation and R&D as the foundation for building a technological moat;

- A high-quality customer base covering the top tier of the industry, continuously strengthening customer relationships;

- Integrated global service capabilities enabling timely response to customer needs; and

- A visionary management team leading sustainable development.

Please refer to "Business — Our Competitive Strengths" for further details.

–7–

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**OVERVIEW**

**Our Strategies**

We intend to further consolidate our competitive advantages and implement the following strategies:

- Continue to consolidate our leading position in the consumer battery business and actively expand the power battery and energy storage system businesses;

- Strengthen R&D and innovation capabilities;

- Expand international business and influence;

- Further enhance intelligent manufacturing capabilities to improve production efficiency and optimize costs; and

- Deepen ESG practices and implement sustainability initiatives.

Please refer to "Business — Our Strategies" for further details.

**Production**

We have established mature standardized, flexible, and intelligent manufacturing capabilities to support high-quality, large-scale product delivery. The key features of our manufacturing system include:

- Standardized manufacturing system;

- Flexible production line capabilities; and

- A high degree of intelligence and automation.

We are also actively promoting the application of innovative processes and upgrades to intelligent manufacturing. For example, our independently developed laser scribing process has resulted in the shipment of over 100 units of equipment per year, supporting the mass production of 120W fast-charging battery products; the domestically first fully automated production line for steel-shell batteries, which we led in construction, adopts a magnetic levitation logistics system, increasing production capacity per unit of factory floor area by 50% compared to conventional solutions. Leveraging our advantages in cross-product compatibility, changeover efficiency, automation integration, digitalization, and intelligence, we were recognized as a "Digital Lighthouse Enterprise" by the Ministry of Industry and Information Technology (MIIT) in 2023, as an "Excellence-Level Intelligent Factory" by the MIIT in 2025, and have received numerous other industry recognitions.

–8–

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**OVERVIEW**

The following table sets out details of our production volume, production capacity, and capacity utilization rate during the periods indicated:

| | Year ended December 31 | | | Nine months ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | **Production Volume** | | | | | | | Consumer batteries (million units) | 541.4 | 492.8 | 625.3 | 445.3 | 505.5 | | Power batteries (GWh) | 14.3 | 11.7 | 27.6 | 17.3 | 29.9 | | Energy storage systems (GWh) | 4.1 | 4.9 | 9.3 | 6.4 | 18.4 | | **Production Capacity (1)** | | | | | | | Consumer batteries (million units) | 574.6 | 579.7 | 687.3 | 501.7 | 558.9 | | Power batteries (GWh) | 17.1 | 27.4 | 39.5 | 27.2 | 46.5 | | Energy storage systems (GWh) | 5.8 | 6.6 | 12.0 | 8.1 | 21.3 | | **Capacity Utilization Rate (%)** | | | | | | | Consumer batteries | 94.2% | 85.0% | 91.0% | 88.8% | 90.5% | | Power batteries | 83.5% | 42.8% | 69.9% | 63.6% | 64.3% | | Energy storage systems | 70.7% | 74.2% | 77.5% | 79.1% | 86.3% |

Note: (1) Effective annual capacity takes into account the impact of ramp-up periods and production line upgrades.

The capacity utilization rate of our power batteries decreased from 83.5% in 2022 to 42.8% in 2023, primarily due to: (i) driven by improved performance, cost advantages, and enhanced safety, demand across the entire industry shifted toward lithium iron phosphate (LFP) batteries, and we were in the process of transitioning our product line from primarily ternary batteries to primarily lithium iron phosphate batteries accordingly; and (ii) secondly, as our production capacity expanded from 17.1 GWh in 2022 to 27.4 GWh in 2023, certain newly established bases were still in the ramp-up phase.

Please refer to "Business — Production" for further details.

–9–

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**OVERVIEW**

**Our Customers and Suppliers**

**Our Major Customers**

Our customers primarily include consumer electronics companies, electric vehicle manufacturers, and energy storage system integrators. For the years 2022, 2023, and 2024, and for the nine months ended September 30, 2025, revenue from our five largest customers in each respective period amounted to RMB 30,285.9 million (人民幣30,285.9百萬元), RMB 22,817.5 million (人民幣22,817.5百萬元), RMB 24,835.5 million (人民幣24,835.5百萬元), and RMB 16,283.8 million (人民幣16,283.8百萬元), representing 58.1%, 47.7%, 44.3%, and 37.4% of total revenue for the respective periods. For the years 2022, 2023, 2024, and for the nine months ended September 30, 2025, sales to our single largest customer in each respective period amounted to RMB 14,925.8 million (人民幣14,925.8百萬元), RMB 11,537.3 million (人民幣11,537.3百萬元), RMB 11,610.9 million (人民幣11,610.9百萬元), and RMB 6,705.9 million (人民幣6,705.9百萬元), representing 28.6%, 24.1%, 20.7%, and 15.4% of total revenue for the respective periods.

The Directors confirm that, during the track record period, none of the Directors, their close associates, or any shareholders holding more than 5% of our share capital held any interest in any of the five largest customers in each of the respective years/periods.

**Our Major Suppliers**

Our suppliers primarily include suppliers of certain raw materials and components used in our manufacturing processes. For the years 2022, 2023, and 2024, and for the nine months ended September 30, 2025, purchases from our five largest suppliers in each respective period amounted to RMB 20,931.1 million (人民幣20,931.1百萬元), RMB 13,831.1 million (人民幣13,831.1百萬元), RMB 14,421.4 million (人民幣14,421.4百萬元), and RMB 11,073.7 million (人民幣11,073.7百萬元), representing 44.8%, 40.6%, 32.2%, and 30.9% of total purchases for the respective periods. For the years 2022, 2023, 2024, and for the nine months ended September 30, 2025, purchases from our single largest supplier in each respective period amounted to RMB 8,412.2 million (人民幣8,412.2百萬元), RMB 6,167.3 million (人民幣6,167.3百萬元), RMB 7,053.6 million (人民幣7,053.6百萬元), and RMB 4,545.4 million (人民幣4,545.4百萬元), representing 18.0%, 18.1%, 15.7%, and 12.7% of total purchases for the respective periods.

The Directors confirm that, during the track record period, none of the Directors, their close associates, or any shareholders holding more than 5% of our share capital held any interest in any of the five largest suppliers in each of the respective years/periods.

RISK FACTORS

Our business and [REDACTED] involve certain risks, including (i) risks relating to our business and industry; (ii) risks relating to our financial performance; (iii) risks relating to laws and regulations; and (iv) [REDACTED]. Some of the principal risks we face include, but are not limited to, the following:

•

Demand for our products may fluctuate due to macroeconomic factors (including global and regional economic conditions, industry cyclicality, and evolving market dynamics) as well as our own operational capabilities.

•

The lithium-ion battery industry is highly competitive. If we fail to compete successfully, it could have a material adverse effect on our market share and market position.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

•

Our research and development activities are subject to risks and uncertainties, and we may not be able to achieve the expected benefits from our research and development efforts, which could negatively affect our competitiveness and profitability.

•

We may not be able to keep pace with rapid technological changes and evolving industry standards, which could adversely affect our market position and render our products in production or under development, as well as our production facilities, less competitive or obsolete.

•

Our success depends on our customers' ability to successfully market and sell their end products and their decisions to place orders with us.

•

We experienced customer concentration during the track record period and may continue to face risks associated with such concentration in the future.

COMPETITIVE LANDSCAPE

The lithium-ion battery industry in which we operate encompasses the consumer battery, power battery, and energy storage system sectors. We primarily compete with other large battery manufacturers in each of these sectors. According to CIC (灼識諮詢), shipment volumes in the consumer battery, power battery, and energy storage battery industries all grew significantly from 2020 to 2024 and are expected to continue growing rapidly, driven by increasing downstream demand, technological advancements, global efforts toward carbon neutrality, and other factors. According to CIC, the global consumer battery, power battery, and energy storage battery markets are all highly concentrated. By 2024 shipment volume, the top five companies in the global mobile phone, laptop, and tablet battery market accounted for over 90% of market share, while the top ten companies in the power battery and energy storage battery markets accounted for over 80% and over 90% of their respective markets. By 2024 shipment volume, as one of the top ten companies in each global battery market, we believe we are well-positioned to capture the opportunities presented by growth in these markets. For further details on our competitive landscape, industry growth drivers, and development trends, please refer to "Industry Overview."

OUR SINGLE LARGEST SHAREHOLDER

Pursuant to a concert party agreement dated August 6, 2008 entered into between Mr. Wang Mingwang (王明旺) and Mr. Wang Wei (王威), Mr. Wang Mingwang and Mr. Wang Wei agreed to act in concert at board meetings and general meetings of the Company. Unless terminated by either party, the agreement remains in effect.

As of the latest practicable date, Mr. Wang Mingwang and Mr. Wang Wei (being our single largest shareholder) together held approximately 26.75% of our total share capital. Immediately upon completion of the [REDACTED] (assuming the [REDACTED] is not exercised), Mr. Wang Mingwang and Mr. Wang Wei will continue to collectively hold approximately [REDACTED]% of our total share capital and will remain our single largest shareholder.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

SUMMARY OF HISTORICAL FINANCIAL DATA

Selected Data from Key Components of the Consolidated Statement of Profit or Loss

The following table sets out a summary of the consolidated statement of profit or loss for the periods indicated:

| | For the Year Ended December 31 | | | For the Nine Months Ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Revenue | 52,162,269 | 47,862,227 | 56,020,634 | 38,278,681 | 43,533,748 | | Cost | (45,877,669) | (41,744,183) | (47,817,803) | (32,424,744) | (36,460,658) | | Gross profit | 6,284,600 | 6,118,044 | 8,202,831 | 5,853,937 | 7,073,090 | | General and administrative expenses | (2,327,600) | (2,897,553) | (3,332,799) | (2,372,210) | (2,738,935) | | Selling and marketing expenses | (285,759) | (389,057) | (522,651) | (388,200) | (420,531) | | Research and development expenses | (2,741,803) | (2,710,630) | (3,330,198) | (2,267,622) | (3,201,977) | | Net impairment losses on financial and contract assets | (146,402) | (12,936) | (93,604) | (35,517) | (49,204) | | Other income | 331,824 | 471,453 | 538,839 | 327,768 | 344,171 | | Other gains/(losses), net | (173,513) | 4,270 | (331,481) | (144,043) | 288,138 | | Operating profit | 941,347 | 583,591 | 1,130,937 | 974,113 | 1,294,752 | | Finance income | 193,979 | 377,161 | 374,787 | 270,092 | 207,508 | | Finance costs | (687,545) | (726,935) | (716,441) | (525,153) | (578,868) | | Net finance costs | (493,566) | (349,774) | (341,654) | (255,061) | (371,360) | | Share of profit/(loss) of investments in associates and joint ventures | (8,271) | (65,548) | 17,152 | 998 | 64,102 | | Impairment provision of investments in associates and joint ventures | – | – | (17,693) | (17,693) | – | | Profit before income tax | 439,510 | 168,269 | 788,742 | 702,357 | 987,494 | | Income tax credit/(expense) | 323,851 | 162,477 | (254,459) | (148,866) | (208,410) | | Profit for the year/period | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Profit for the year/period attributable to: | | | | | | | — Owners of the Company | 1,068,014 | 1,076,198 | 1,474,324 | 1,212,215 | 1,413,519 | | — Non-controlling interests | (304,653) | (745,452) | (940,041) | (658,724) | (634,435) |

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

NON-IFRS MEASURES

To supplement our consolidated financial statements presented in accordance with IFRS, we use adjusted net profit (a non-IFRS measure), which is not required by or presented in accordance with IFRS, as an additional financial measure. We believe this non-IFRS measure provides useful information to [REDACTED], helping them understand and evaluate our consolidated operating results in the same manner as our management. However, the presentation of this non-IFRS measure may not be comparable to similarly titled measures presented by other companies. This non-IFRS measure has limitations as an analytical tool, and [REDACTED] should not consider it in isolation from, or as a substitute for analysis of, our operating results or financial condition as reported under IFRS. For further details, please refer to "Financial Data — Key Components of the Consolidated Statement of Profit or Loss — Non-IFRS Measures."

We define adjusted net profit (non-IFRS measure) as profit for the year/period adjusted for share-based payments, changes in fair value of convertible bonds, and [REDACTED]. The following table provides a reconciliation of adjusted net profit (non-IFRS measure) calculated under IFRS to profit for the year/period for the periods indicated:

| | For the Year Ended December 31 | | | For the Nine Months Ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Profit for the year/period | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Adjustments: | | | | | | | Share-based payments (1) | 163,121 | 158,328 | 195,238 | 172,643 | 153,889 | | Changes in fair value of convertible bonds (2) | 104,000 | 46,000 | – | – | – | | [REDACTED] (3) | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | Adjusted net profit (non-IFRS measure) | 1,030,482 | 535,074 | 729,521 | 726,124 | 938,618 |

Notes: (1) Share-based payments are adjusted as they are non-cash in nature. (2) Changes in fair value of convertible bonds, which were fully converted into equity in June 2023. (3) [REDACTED].

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

SUMMARY OF CONSOLIDATED STATEMENT OF FINANCIAL POSITION

The following table sets out the financial position as at the dates indicated:

| | As at December 31 | | | As at September 30 | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Total current assets | 45,149,260 | 41,770,982 | 45,312,436 | 52,963,168 | | Total current liabilities | 39,007,199 | 32,765,131 | 40,544,330 | 49,553,329 | | Net current assets | 6,142,061 | 9,005,851 | 4,768,106 | 3,409,839 | | Total non-current assets | 29,349,920 | 37,490,277 | 42,185,907 | 47,478,839 | | Total non-current liabilities | 9,176,594 | 14,051,506 | 15,027,162 | 18,471,702 | | Net assets | 26,315,387 | 32,444,622 | 31,926,851 | 32,416,976 | | Non-controlling interests | 6,251,613 | 9,329,173 | 8,198,793 | 7,574,145 |

As at September 30, 2025, our net current assets were RMB3,409.8 million, a decrease of RMB1,358.3 million from net current assets of RMB4,768.1 million as at December 31, 2024. This decrease was primarily attributable to (i) an increase in borrowings of RMB4,586.7 million; and (ii) an increase in trade payables and notes payable of RMB3,467.8 million, primarily due to increased procurement from suppliers as we continued to expand our business operations. This decrease was partially offset by: (i) an increase in inventories of RMB2,449.7 million, due to our increased inventory levels to meet growing business demands; (ii) an increase in restricted cash and time deposits of RMB1,953.2 million; and (iii) an increase in cash and cash equivalents of RMB1,680.1 million.

As at December 31, 2024, our net current assets were RMB4,768.1 million, a decrease of RMB4,237.8 million from net current assets of RMB9,005.9 million as at December 31, 2023. This decrease was primarily attributable to (i) an increase in trade payables and notes payable of RMB5,864.8 million, generally consistent with our business expansion; (ii) a decrease in cash and cash equivalents of RMB4,202.9 million, primarily due to increased capital expenditure on property, plant and equipment as we strategically expanded our production and research and development facilities; and (iii) an increase in borrowings of RMB1,661.0 million, broadly consistent with our continuously expanding business scale. This decrease was partially offset by: (i) an increase in trade receivables and notes receivable of RMB3,728.9 million and (ii) an increase in restricted cash of RMB3,636.3 million used for business procurement, both of which reflect our expanded business scale.

As at December 31, 2023, our net current assets were RMB9,005.9 million, an increase of RMB2,863.8 million from net current assets of RMB6,142.1 million as at December 31, 2022. This increase was primarily attributable to (i) a decrease in trade payables and notes payable of RMB4,053.5 million, consistent with the overall decrease in revenue from the consumer battery business and power battery business; (ii) an increase in cash and cash equivalents of RMB2,571.0 million

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

SUMMARY

yuan, reflecting an increase in net proceeds from financing activities and an increase in operating cash inflows; and (iii) a decrease in convertible bonds of RMB1,144.0 million following conversion into equity. This increase was partially offset by: (i) a decrease in restricted cash and time deposits of RMB3,488.9 million, primarily due to a reduction in security deposits for bank acceptance bills; and (ii) a decrease in inventories of RMB2,829.9 million due to declining raw material prices, consistent with the scale of business operations.

Our net assets/total equity increased by 23.3% from RMB26,315.4 million as of 31 December 2022 to RMB32,444.6 million as of 31 December 2023, primarily attributable to (i) capital contributions from non-controlling interests of RMB2,358.7 million, mainly due to additional contributions by minority shareholders to Xinwangda Power Technology (欣旺達動力科技); (ii) transactions with non-controlling interests of RMB1,495.8 million, mainly due to the introduction of new minority shareholders in Xinwangda Power Technology (欣旺達動力科技); (iii) conversion of convertible bonds and other debt of RMB1,911.9 million, mainly due to the conversion of convertible bonds into shares of Xinwangda Power Technology (欣旺達動力科技) in June 2023; and (iv) profit for the year of RMB330.8 million, partially offset by dividends declared of RMB180.6 million.

Our net assets/total equity decreased by 1.6% from RMB32,444.6 million as of 31 December 2023 to RMB31,926.9 million as of 31 December 2024, primarily due to (i) transactions with non-controlling interests of RMB534.6 million, mainly arising from our incremental acquisition of a minority interest in one of our subsidiaries; (ii) repurchase of ordinary shares of RMB448.6 million; (iii) dividends declared of RMB265.8 million; and (iv) redemption liabilities arising from put options held by non-controlling interests of RMB76.4 million, partially offset by (i) profit for the year of RMB534.3 million; (ii) share-based payments of RMB224.1 million, comprising (a) share-based compensation expenses of RMB205.1 million and (b) exercise of restricted shares of RMB19.0 million; and (iii) capital contributions from non-controlling interests of RMB64.3 million.

Our net assets/total equity increased by 1.5% from RMB31,926.9 million as of 31 December 2024 to RMB32,417.0 million as of 30 September 2025, primarily due to (i) profit for the period of RMB779.1 million; (ii) share-based payments of RMB246.3 million, comprising (a) share-based compensation expenses of RMB167.6 million and (b) exercise of restricted shares of RMB78.7 million; and (iii) capital contributions from non-controlling interests of RMB51.0 million, offset by (i) dividends declared of RMB400.5 million; (ii) redemption liabilities arising from put options held by non-controlling interests of RMB137.1 million; and (iii) transactions with non-controlling interests of RMB40.0 million.

For details, please refer to "Financial Information – Discussion of Certain Key Items of the Consolidated Statements of Financial Position."

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

Summary of Consolidated Cash Flow Statements

The following table sets out selected cash flow statement information for the periods indicated:

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Net cash generated from operating activities | 439,281 | 2,729,717 | 2,992,429 | 2,483,268 | 2,099,321 | | Net cash used in investing activities | (9,640,928) | (5,968,608) | (5,764,272) | (4,612,121) | (6,007,415) | | Net cash generated from/(used in) financing activities | 14,880,791 | 5,770,948 | (1,439,055) | (1,284,879) | 5,589,464 | | Net increase/(decrease) in cash and cash equivalents | 5,679,144 | 2,532,057 | (4,210,898) | (3,413,732) | 1,681,370 | | Cash and cash equivalents at the beginning of the year/period | 5,441,712 | 11,097,753 | 13,668,744 | 13,668,744 | 9,465,822 | | Cash and cash equivalents at the end of the year/period | 11,097,753 | 13,668,744 | 9,465,822 | 10,265,706 | 11,145,952 |

For details, please refer to "Financial Information – Liquidity and Capital Resources – Cash Flows."

Key Financial Ratios

The following table sets out certain key financial ratios as of the dates/for the periods indicated:

| | For the Year Ended 31 December / As of 31 December | | | For the Nine Months Ended 30 September / As of 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | Gross profit margin (%)(1) | 12.0 | 12.8 | 14.6 | 16.2 | | Current ratio(2) | 1.2 | 1.3 | 1.1 | 1.1 | | Inventory turnover rate(3) | 5.2 | 4.9 | 6.6 | 5.6 | | Debt-to-equity ratio(4) | 65.2% | 62.7% | 69.3% | 91.6% |

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

Notes:

(1) Gross profit margin is calculated by dividing the gross profit for the year/period by the revenue for the year/period and multiplying by 100%.

(2) Current ratio is calculated by dividing the total current assets at the end of the year/period by the total current liabilities.

(3) Inventory turnover rate is calculated by dividing the annualised cost of sales for the period by the average of the opening and closing inventory balances for the year/period indicated.

(4) Debt-to-equity ratio is calculated by dividing total debt (comprising interest-bearing borrowings and finance lease liabilities) by total equity as of the dates indicated and multiplying by 100%.

For details regarding the calculation methodology of and reasons for fluctuations in the above ratios, please refer to "Financial Information – Key Financial Ratios."

Sales Volume and Average Selling Price

The following table sets out details of the sales volume and average selling price (excluding tax) of our consumer batteries, power batteries and energy storage systems during the Track Record Period.

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | **Sales Volume** | | | | | | | Consumer batteries (million units) | 483.5 | 495.3 | 586.3 | 446.3 | 473.0 | | Power batteries (GWh) | 11.4 | 11.2 | 25.3 | 15.1 | 27.2 | | Energy storage systems (GWh) | 4.0 | 4.6 | 9.6 | 5.4 | 15.2 |

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | **Average Selling Price(1)** | | | | | | | Consumer batteries (RMB/unit) | 66.2 | 57.6 | 51.9 | 47.2 | 47.6 | | Power batteries (RMB/Wh) | 1.1 | 1.0 | 0.6 | 0.7 | 0.5 | | Energy storage systems (RMB/Wh) | 0.1 | 0.2 | 0.2 | 0.1 | 0.1 |

Notes:

(1) During the Track Record Period, changes in the average selling prices of consumer batteries and power batteries primarily reflect changes in the prices of raw materials such as lithium carbonate and lithium cobalt oxide; please refer to "Industry Overview – Cost Analysis of Lithium-Ion Batteries." The average selling price of energy storage systems increased from RMB0.1/Wh in 2022 to RMB0.2/Wh in 2023, primarily due to an increase in the proportion of sales of self-supplied cell products.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

For a breakdown of sales volume and average selling price of consumer batteries, power batteries and energy storage systems by geographic market, please refer to "Financial Information – Key Components of the Consolidated Income Statement – Revenue – By Product Type – Sales Volume and Average Selling Price."

Listing on the ChiNext Board of the Shenzhen Stock Exchange and the SIX Swiss Exchange

The Company has been listed on the ChiNext Board of the Shenzhen Stock Exchange and the SIX Swiss Exchange since April 2011 and November 2022, respectively. As of the Latest Practicable Date, our Directors confirm that we have not been in serious violation in any material respect of the rules of the Shenzhen Stock Exchange or the SIX Swiss Exchange or other applicable PRC securities laws and regulations, and to the best knowledge of the Directors after making all reasonable enquiries, there are no material matters in relation to our compliance record on the Shenzhen Stock Exchange or the SIX Swiss Exchange that should be brought to the attention of [REDACTED].

The Company is seeking [REDACTED] of its H Shares on the Stock Exchange [REDACTED], with the aim of further advancing the Company's internationalisation strategy, enhancing the Company's international brand image, strengthening the Company's core competitiveness, and improving the Company's operational and management standards. For details, please refer to "Business – Our Strategies" and "Future Plans and [REDACTED] Use of Proceeds."

[REDACTED]

No Material Adverse Impact from COVID-19

In January 2020, the World Health Organization (WHO) declared the outbreak of COVID-19 a Public Health Emergency of International Concern, and subsequently declared it a global pandemic in March 2020. In 2022, as COVID-19 continued to spread in the regions where we operate, we implemented a series of preventive measures to ensure the health and safety of our employees, including remote working, social distancing, mandatory mask wearing, and other location-specific requirements. Despite these challenges, our production, supply chain and day-to-day operations remained stable throughout the Track Record Period. Nationwide economic activities began to recover from December 2022 and returned to normal from January 2023. Based on the foregoing, our Directors are of the view that COVID-19 did not have any material adverse impact on our business and operating results during the Track Record Period and up to the Latest Practicable Date, and is not expected to have any material adverse impact on our business and operating results in the foreseeable future.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

[REDACTED]

[REDACTED] Expenses

Our [REDACTED] expenses include professional fees, [REDACTED] and other expenses incurred in connection with the [REDACTED] and [REDACTED]. Assuming a [REDACTED] of HK$[REDACTED] per [REDACTED] (being the mid-point of the indicative [REDACTED]), we estimate that our [REDACTED] expenses will be approximately HK$[REDACTED] million, representing approximately [REDACTED]% of the total [REDACTED], comprising (i) [REDACTED]-related fees of approximately HK$[REDACTED] million; and (ii) non-[REDACTED]-related fees of approximately HK$[REDACTED] million, including (a) sponsor fees of approximately HK$[REDACTED] million; (b) fees and expenses of legal advisers and reporting accountants of approximately HK$[REDACTED] million; and (c) other fees and expenses of approximately HK$[REDACTED] million.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

During the Track Record Period, we incurred [REDACTED] expenses of RMB[REDACTED] million, of which RMB[REDACTED] million was deducted from the consolidated income statement as general and administrative expenses, and RMB[REDACTED] million will be deducted from equity. We expect to further incur [REDACTED] expenses of approximately HK$[REDACTED] million upon completion of the [REDACTED], of which approximately HK$[REDACTED] million is expected to be charged to the consolidated income statement, and approximately HK$[REDACTED] million is expected to be deducted from equity. The above [REDACTED] expenses are the best estimates as of the Latest Practicable Date and are provided for reference only; the actual amounts may differ from such estimates.

Dividends

In 2022, 2023 and 2024 and for the nine months ended 30 September 2025, we declared dividends of RMB119.5 million, RMB149.0 million, RMB221.7 million and RMB385.0 million, respectively.

The decision to declare or pay dividends in the future and the amount thereof shall be at the discretion of the Board of Directors, and will depend on a number of factors, including our operating results, cash flows, financial condition, dividends paid to us by our subsidiaries, business prospects, statutory and regulatory restrictions on the declaration and payment of dividends by us, and other factors that the Board of Directors may consider relevant. The declaration and payment of any dividends and the amount thereof are subject to our articles of association and relevant PRC laws and regulations, and shall be approved by the Board of Directors and then submitted to the general meeting of shareholders for approval.

In accordance with applicable PRC laws and our articles of association, we will only distribute dividends from our after-tax profits after making the following appropriations: making up any accumulated historical losses and appropriating statutory reserves at 10% of our after-tax profits. Where there are no significant investment plans or significant cash expenditures, the profits distributed in cash shall be no less than 10% of the distributable profits realised in that year. At the same time, the cumulative cash dividends distributed by us in the most recent three years shall be no less than 30% of the average annual distributable profits realised in the most recent three years.

[REDACTED] Use of Proceeds

We estimate that, after deducting the [REDACTED], fees and estimated expenses payable by us in connection with the [REDACTED], and assuming the [REDACTED] is not exercised and a [REDACTED] of HK$[REDACTED] per [REDACTED] (being the mid-point of the indicative [REDACTED] described in this document), the net proceeds we will receive from the [REDACTED] will be approximately HK$[REDACTED] million.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

In accordance with our strategy, we intend to apply the net proceeds for the following purposes, which may be subject to change based on our evolving business needs and changing market conditions:

| Future Plans | Approximate HK$ million | Percentage of [REDACTED] Net Proceeds | |---|---|---| | To implement our international growth strategy, including expanding overseas new production facilities as well as our global sales and service network, to better reach our growing international customer base | [REDACTED] | [REDACTED]% | | For research and development, to maintain our leading position in the lithium-ion battery industry and to further enhance our technological capabilities | [REDACTED] | [REDACTED]% | | To support the digitalisation and intelligent upgrading of our operations | [REDACTED] | [REDACTED]% | | For potential investments in or acquisitions of upstream and downstream businesses, to support our strategic development and expand the breadth and depth of our value chain | [REDACTED] | [REDACTED]% | | For working capital and other general corporate purposes | [REDACTED] | [REDACTED]% |

For further information on our future plans and [REDACTED] use of proceeds, please refer to "Future Plans and [REDACTED] Use of Proceeds."

Recent Developments and No Material Adverse Change

Recent Developments

After the Track Record Period, our business has continued to maintain its growth momentum. Compared to the same period in 2024, our revenue recorded growth for the eleven months ended 30 November 2025. In addition, the sales volume of our consumer batteries, power batteries and energy storage systems increased from 531.0 million units, 21.2 GWh and 7.7 GWh for the eleven months ended 30 November 2024 to 586.9 million units, 36.4 GWh and 20.0 GWh for the eleven months ended 30 November 2025, respectively.

According to data from CIC (灼識諮詢), prices of key raw materials remained relatively stable overall in the first half of 2025, with limited impact on lithium-ion battery manufacturers. For example, the average price of lithium carbonate in the third quarter of 2025 increased by approximately 10% compared to the second quarter of 2025, while the average price of cobalt carbonate remained broadly stable over the same period.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUMMARY

Tariffs Imposed on Our Products

The global trade landscape is currently in a state of rapid change. Various countries have announced plans to implement and/or have already implemented new or revised tariff measures. In particular, the United States has announced the broad imposition of tariffs on imports from all countries (including a 10% baseline tariff and varying reciprocal tariffs on certain trading partners), which includes a 125% tariff on the majority of goods from China. In response, countries including China have announced or plan to announce countermeasures. On April 9, 2025, the United States suspended various other reciprocal tariffs for 90 days (with the 10% baseline tariff remaining in effect), except with respect to goods from China. On May 12, 2025, the United States and China jointly announced a 90-day suspension of certain trade restrictions, during which the United States would impose a 30% tariff on most Chinese imports, while China would impose a 10% tariff on U.S. imports. Both sides agreed to continue negotiations during this period. On August 12, 2025, China and the United States jointly announced a further 90-day suspension of certain tariff measures, pursuant to which the United States would suspend the additional 24% tariff on Chinese goods while maintaining the 10% baseline tariff, and China would also suspend the additional 24% retaliatory tariff on U.S. goods. On October 10, 2025, President Trump publicly stated that a 100% tariff might be imposed on products imported by the United States from China. This proposal was subsequently withdrawn. Given the ongoing discussions between the United States and its trading partners, including China, there remains significant uncertainty as to whether the United States will further alter the scope, level, and interpretation of its tariff measures. Please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — Changes in tariffs may adversely affect our international sales."

After consulting our legal counsel on international trade compliance matters and considering their advice, the Directors are of the view that, even in the worst-case scenario in which U.S. tariffs imposed on our products increase to the historic highs seen at the beginning of this year, such U.S. tariffs — including corresponding tariff policies introduced by other countries or regions (such as the European Union) — will not have a material adverse impact on our business and operating results, because: (i) during the Track Record Period, revenue generated from our sales to the United States and the European Union accounted for only a very small proportion; (ii) our direct exports to the U.S. and EU markets are very limited; (iii) during the Track Record Period, in transactions with our U.S. and EU customers, customers are generally responsible for customs clearance and payment of import tariffs; and (iv) during the period of U.S. tariff increases in 2025, our revenue continued to grow steadily. We are also actively taking measures to mitigate risks arising from tariffs and changes in the international trade landscape, including expanding our overseas production capacity and diversifying our customer base.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

OVERVIEW

Export Controls

On September 30, 2025, the United States implemented a new export control rule that expanded the scope of Entity List controls to cover entities in which entities on the Entity List hold 50% or more ownership interests. Although we believe that this new rule will not have a material adverse impact on our business — as we have established compliance procedures to screen our business counterparties against sanctions lists (including the Entity List) and are further strengthening such procedures in response to the new rule — we must remain vigilant with respect to this new rule. We also cannot guarantee the speed and effectiveness with which our customers themselves implement improved procedures to ensure compliance with the new rule. Please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — We face risks relating to sanctions, export control laws and regulations, and international trade policies."

U.S. Outbound Investment Rules

On January 2, 2025, the U.S. Treasury Department's outbound investment rules came into effect, imposing restrictions on U.S. investments in Chinese entities engaged in certain activities. Based on the Company's assessment and the advice of its international trade compliance counsel, the Company currently does not engage in any activities governed by such rules, nor does it have relationships of the type described in such rules with entities that engage in such activities. However, we cannot guarantee that future changes to applicable regulations or their interpretation will not affect the Company's future financing activities. Please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — We may in the future be subject to U.S. outbound investment rules, which may adversely affect our ability to raise funds from U.S. persons," "Regulatory Overview — U.S. Outbound Investment Rules," and "Business — Legal Proceedings and Compliance — U.S. Outbound Investment Rules."

No Material Adverse Change

Our Directors confirm that, as of the Latest Practicable Date, there has been no material adverse change in our financial or trading position, indebtedness, mortgages, contingent liabilities, guarantees, or prospects since September 30, 2025 (being the end of the reporting period of the accountants' report set out in Appendix I to this document).

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

In this document, unless the context otherwise requires, the following terms and expressions shall have the meanings set out below. Definitions of certain other terms are set out in the "Technical Glossary" section of this document.

"2022 Equity Incentive Plan" | means | the 2022 Restricted Stock and Stock Option Incentive Plan approved and adopted by the Company on February 11, 2022 (as amended or otherwise modified from time to time), a summary of the principal terms of which is set out in Appendix IV under "Statutory and General Information — Equity Incentive Plans"

"2024 Equity Incentive Plan" | means | the 2024 Restricted Stock Incentive Plan approved and adopted by the Company on May 21, 2024 (as amended or otherwise modified from time to time), a summary of the principal terms of which is set out in Appendix IV under "Statutory and General Information — Equity Incentive Plans"

"A Share(s)" | means | ordinary shares in the share capital of the Company with a par value of RMB1.00 per share, traded in RMB and listed on the Shenzhen Stock Exchange

"A Shareholder(s)" | means | holder(s) of A Shares

"Accountants' Report" | means | the accountants' report prepared by Tianjian International Certified Public Accountants Co., Limited, details of which are set out in Appendix I to this document

"Affiliate" | means | in respect of any specified person, any other person that directly or indirectly controls, is controlled by, or is under direct or indirect common control with such specified person

"AFRC" or "Accounting and Financial Reporting Council" | means | the Accounting and Financial Reporting Council of Hong Kong

"Articles of Association" or "Articles" | means | the articles of association of the Company (as amended), effective on [REDACTED], a summary of which is set out in Appendix III to this document

"Associate" | means | has the meaning ascribed to it under the Listing Rules

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Audit Committee" | means | the audit committee of the Board

"Board" | means | the board of Directors of the Company

"Business Day" | means | a day on which banks in Hong Kong are generally open to the public for the transaction of normal banking business, excluding Saturdays, Sundays and public holidays in Hong Kong

[REDACTED]

"China" or "Mainland China" | means | the People's Republic of China, which, for the purposes of this document only and unless the context otherwise requires, excludes Hong Kong, Macau and Taiwan

"CIC" | means | China Insights Consultancy (上海灼识企业管理咨询有限公司), an independent market research and consulting company

"CIC Report" | means | the independent market research report prepared by CIC, commissioned by the Company for the purpose of this document

"Close Associate" | means | has the meaning ascribed to it under the Listing Rules

"Companies Ordinance" | means | the Companies Ordinance (Chapter 622 of the Laws of Hong Kong), as amended, supplemented or otherwise modified from time to time

"Companies (Winding Up and Miscellaneous Provisions) Ordinance" | means | the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Chapter 32 of the Laws of Hong Kong), as amended, supplemented or otherwise modified from time to time

"Company" | means | Sunwoda Electronic Co., Ltd. (欣旺达电子股份有限公司) (formerly known as Shenzhen Sunwoda Electronic Co., Ltd. (深圳市欣旺达电子有限公司)), a limited liability company incorporated in China on December 9, 1997, which was converted into a joint stock limited company on October 15, 2008, whose A Shares are listed on the Shenzhen Stock Exchange (stock code: 300207) and whose GDRs are listed on the SIX Swiss Exchange (securities code: SWD)

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Compliance Adviser" | means | Somerley Capital Limited (新百利融资有限公司)

"Connected Person" | means | has the meaning ascribed to it under the Listing Rules

"Connected Transaction" | means | has the meaning ascribed to it under the Listing Rules

"Core Connected Person" | means | has the meaning ascribed to it under the Listing Rules

"Corporate Governance Code" | means | the Corporate Governance Code set out in Appendix C1 to the Listing Rules

"CSDC" | means | China Securities Depository and Clearing Corporation Limited (中国证券登记结算有限责任公司)

"CSRC" | means | the China Securities Regulatory Commission (中国证券监督管理委员会)

"Director(s)" | means | the director(s) of the Company

"ESG" | means | environmental, social and governance

"Extreme Conditions" | means | extreme conditions announced by the Hong Kong government in which a super typhoon or other large-scale natural disaster seriously affects the ability of working people to return to work or creates prolonged safety hazards

[REDACTED]

"GAC" | means | Guangzhou Automobile Group Co., Ltd. (广州汽车集团股份有限公司)

"GDR(s)" | means | global depositary receipts representing A Shares

[REDACTED]

"Group" or "we" | means | the Company and our subsidiaries

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Guidelines" or "New Listing Applicant Guidelines" | means | the New Listing Applicant Guidelines issued by the Stock Exchange

"H Share(s)" | means | shares in the share capital of the Company with a par value of RMB1.00 per share, to be subscribed for in Hong Kong dollars and [REDACTED], and to be [REDACTED] on the Stock Exchange

[REDACTED]

"H Shareholder(s)" | means | holder(s) of H Shares

"HK$" or "Hong Kong dollar(s)" | means | Hong Kong dollars, the lawful currency of Hong Kong

[REDACTED]

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Hong Kong" | means | the Hong Kong Special Administrative Region of China

[REDACTED]

"Hong Kong Stock Exchange" or "Stock Exchange" | means | The Stock Exchange of Hong Kong Limited, a subsidiary of Hong Kong Exchanges and Clearing Limited

[REDACTED]

"IFRS" | means | International Financial Reporting Standards, including standards, amendments and interpretations issued by the International Accounting Standards Board, and interpretations issued by the International Accounting Standards Committee

"Independent Third Party" | means | any entity or person who is not a connected person of the Company (as defined under the Hong Kong Listing Rules)

[REDACTED]

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

[REDACTED]

"Joint Sponsors" | means | the joint sponsors listed under "Directors and Parties Involved in the [REDACTED]"

"Latest Practicable Date" | means | January 21, 2026, being the latest practicable date prior to the printing of this document for the purpose of ascertaining certain information contained herein

[REDACTED]

"Listing Committee" | means | the Listing Committee of the Stock Exchange

[REDACTED]

"Listing Rules" or "Hong Kong Listing Rules" | means | the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended, supplemented or otherwise modified from time to time

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Main Board" | means | the securities market (excluding the options market) operated by the Stock Exchange, which is independent of and operated in parallel with the GEM of the Stock Exchange

"MIIT" | means | the Ministry of Industry and Information Technology of the People's Republic of China (中华人民共和国工业和信息化部)

"Nomination Committee" | means | the nomination committee of the Board

[REDACTED]

"Overall Coordinator(s)" | means | the overall coordinator(s) listed under "Directors and Parties Involved in the [REDACTED]"

[REDACTED]

"Overseas Listing Trial Measures" | means | the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies (境内企业境外发行证券和上市管理试行办法)

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"PRC Company Law" | means | the Company Law of the People's Republic of China (中华人民共和国公司法)

"PRC Legal Counsel" | means | Guangdong Xinda Law Firm (广东信达律师事务所), our legal counsel as to PRC law

[REDACTED]

"QIB" | means | a qualified institutional buyer as defined under Rule 144A

"Regulation S" | means | Regulation S under the U.S. Securities Act

"Remuneration and Appraisal Committee" | means | the remuneration and appraisal committee of the Board

"RMB" or "Renminbi" | means | Renminbi, the lawful currency of China

"Rule 144A" | means | Rule 144A under the U.S. Securities Act

"SAIC" | means | SAIC Motor Corporation Limited (上海汽车集团股份有限公司)

"Securities and Futures Ordinance" | means | the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended, supplemented or otherwise modified from time to time

"SFC" | means | the Securities and Futures Commission of Hong Kong

"Share(s)" | means | ordinary shares in the share capital of the Company with a par value of RMB1.00 per share, including A Shares and H Shares

"Share Incentive Plans" | means | the 2022 Equity Incentive Plan and the 2024 Equity Incentive Plan

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"Shareholder(s)" | means | holder(s) of Shares

"Shenzhen-Hong Kong Stock Connect" | means | the securities trading and clearing interconnection mechanism developed by the Stock Exchange, the Shenzhen Stock Exchange, [REDACTED] and CSDC to establish mutual market access between Hong Kong and Shenzhen

"Single Largest Shareholder" | means | Mr. Wang Mingwang and Mr. Wang Wei

"SIX Swiss Exchange" | means | the SIX Swiss Exchange

[REDACTED]

"State Council" | means | the State Council of the People's Republic of China

"Strategy and Sustainable Development Committee" | means | the strategy and sustainable development committee of the Board

"Subsidiary" | means | has the meaning ascribed to it under the Listing Rules

"Substantial Shareholder" | means | has the meaning ascribed to it under the Listing Rules

"Sunwoda Power Technology" | means | Sunwoda Power Technology Co., Ltd. (欣旺达动力科技股份有限公司), a limited liability company incorporated in China on October 29, 2014, converted into a joint stock limited company on June 7, 2023, and a subsidiary of the Company

"Takeovers Code" | means | the Code on Takeovers and Mergers and Share Buy-backs issued by the SFC, as amended, supplemented or otherwise modified from time to time

"Track Record Period" | means | the financial years ended December 31, 2022, 2023 and 2024, and the nine months ended September 30, 2025

"Treasury Share(s)" | means | has the meaning ascribed to it under the Listing Rules

"U.S." or "United States" | means | the United States of America, its territories, possessions and all areas subject to its jurisdiction

"US$" or "U.S. dollar(s)" | means | United States dollars, the lawful currency of the United States

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

DEFINITIONS

"U.S. Securities Act" | means | the United States Securities Act of 1933, as amended or supplemented or otherwise modified from time to time, and the rules and regulations promulgated thereunder

[REDACTED]

"%" | means | per cent

The names of PRC laws and regulations, government departments, institutions, natural persons or other entities (including our subsidiaries) appearing in this document in both Chinese and English are included for reference purposes only, and in the event of any inconsistency, the Chinese names shall prevail.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

TECHNICAL GLOSSARY

This glossary contains explanations of certain technical terms used in this document in connection with us and our business. Accordingly, some of these terms and their meanings may not correspond to standard industry meanings or usage, nor may they be comparable to similar terms used by other companies.

"AC" | means | alternating current, a type of electrical current that periodically changes direction

"Ah" | means | ampere-hour, a unit of battery capacity

"AI" | means | artificial intelligence

"AIoT" or "Artificial Intelligence of Things" | means | the integration of artificial intelligence (AI) and the Internet of Things (IoT). AI enhances the intelligence of IoT devices, enabling interconnection of all things, autonomous learning and optimized decision-making, with applications in smart homes, smart cities and other fields

"Anode material" | means | material used for the negative electrode of a battery, used to store metallic lithium and participate in charging reactions. Common types include graphite, composite graphite and others

"BEV" | means | Battery Electric Vehicle, a vehicle powered solely by an on-board battery that uses an electric motor without an internal combustion engine

"BGA" | means | Ball Grid Array, a type of surface-mount packaging for integrated circuits that uses an array of solder balls on the bottom to connect the chip to a circuit board, thereby increasing connection density as well as thermal and electrical performance

"BMS" | means | Battery Management System

"BMU" | means |

Battery Management Unit, a component in a battery system that manages parameters such as voltage, current, temperature, and state of charge

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"Volume Delivery" | refers to | The stage at which lithium-ion batteries have passed the trial production and customer certification process, and lithium-ion batteries are manufactured in large quantities (i.e., mass production) for customers pursuant to the relevant contracts

"Steel-cased Battery" | refers to | A consumer battery enclosed in a metal casing

"C" or "C-rate" | refers to | The charge or discharge rate, indicating the rate at which a battery is charged or discharged relative to its total capacity, an industry term. Charging currents of 2C, 3C, 4C, 5C, 6C, 8C, 10C and 12C mean that the battery can be fully charged in 1/2 hour, 1/3 hour, 1/4 hour, 1/5 hour, 1/6 hour, 1/8 hour, 1/10 hour and 1/12 hour, respectively

"Cabinet" | refers to | An enclosed frame used to house and protect electronic equipment, commonly used in scenarios such as servers and energy storage systems

"Cathode Material" | refers to | The material in the positive electrode of a battery used to store lithium ions and participate in the discharge reaction; common types include lithium cobalt oxide, ternary materials, lithium iron phosphate, etc.

"Button Battery" | refers to | A small battery typically used in compact electronic devices such as watches, cameras and calculators due to its small size and light weight

"Consumer Battery" | refers to | Lithium-ion battery packs used in consumer electronics and devices (such as mobile phones, laptops, tablets, wearable devices, service robots, smart home devices, etc.)

"Containerized Energy Storage Station" | refers to | An energy storage system composed of standardized containers, featuring modular design, rapid deployment and efficient maintenance

"CTB" | refers to | Cell-to-Body, a technology that directly integrates cells into battery modules, improving overall performance through structural optimization

"CTC" | refers to | Cell-to-Chassis (also known as Cell-to-Body), a technology that seamlessly integrates cells into the overall vehicle structure

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"CTP" | refers to | Cell-to-Pack, a technology used to directly integrate cells into battery packs without intermediate module steps

"CV" | refers to | Commercial vehicle

"Cycle Count" | refers to | Or lifecycle, refers to the number of times a battery can undergo complete charge and discharge cycles until the end of its service life (or number of cycles); the end of a battery's service life generally refers to the point at which the battery's available capacity has degraded to 80% of its design capacity

"Cylindrical Battery" | refers to | A battery with a cylindrical casing, such as models 18650 and 21700, suitable for a variety of electronic devices

"Digital Twin Simulation" | refers to | A virtual mirror of a physical battery system that optimizes battery design, production and performance through real-time data monitoring, analysis, advanced simulation and other technologies

"DPPM" | refers to | Defective parts per million, a quality measurement standard in the manufacturing process

"Dual Carbon Goals" | refers to | The dual carbon goals of "carbon peak and carbon neutrality," referring to China's goals of achieving carbon peak before 2030 and carbon neutrality before 2060

"Dual Redundancy Protection" | refers to | Improving system reliability by setting up two independent protection mechanisms (such as circuits and sensors)

"Electrode" | refers to | A structural component of a lithium-ion battery product, composed of active materials, binders, conductive agents and current collectors

"Electrolyte" | refers to | The liquid medium in a battery that provides ionic conductivity, enabling the migration of lithium ions between the positive and negative electrodes

"EMS" | refers to | Energy Management System

"Energy Density" | refers to | The amount of energy that can be stored per unit volume or unit mass within a specific system or substance

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"EREV" | refers to | Extended Range Electric Vehicle, an electric vehicle powered entirely by a battery, which can be charged externally or by an internal combustion engine acting as a generator to extend driving range

"Energy Storage System" | refers to | A solution designed to store energy for later use

"Energy Storage Battery" | refers to | A battery used in energy storage systems

"EV" | refers to | A vehicle driven entirely or partially by energy provided by a battery, including BEV, EREV, PHEV and HEV

"Power Battery" | refers to | A battery used in electric vehicles

"FMEA" | refers to | Failure Mode and Effects Analysis, a systematic method used to identify, analyze and prioritize potential failure modes and their causes and effects in a process, product or system, in order to reduce risk and improve reliability

"HEV" | refers to | Hybrid Electric Vehicle, an electric vehicle driven jointly by an internal combustion engine and a battery, where the battery can only be charged by the internal combustion engine

"High-Voltage System" | refers to | A power system operating at a relatively high voltage level, commonly used in energy storage, electric vehicles and other fields, requiring special design to ensure safety

"Industrial and Commercial Energy Storage" | refers to | Energy storage systems installed at industrial or commercial end-user premises that achieve power regulation through battery charge and discharge strategies to serve the enterprise's own electricity consumption needs

"Integration Rate" | refers to | The integration rate refers to the efficiency with which a battery can be effectively integrated into a system, taking into account factors such as energy conversion, power management and compatibility with other system components. A high integration rate means that the battery operates optimally within the system, with maximized performance and minimized electrical, thermal and management losses

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"IoT" | refers to | Internet of Things

"KA" | refers to | Kiloampere, a unit of measuring electric current; 1 KA = 1,000 amperes

"kW" or "kilowatt" | refers to | Kilowatt, a unit of measuring power; 1 kW = 1,000 watts

"kWh" or "kilowatt-hour" | refers to | Kilowatt-hour, a unit of electrical energy; 1 kWh = 1,000 watt-hours

"Lithium Iron Phosphate" | refers to | Lithium iron phosphate (LiFePO₄), a cathode material commonly used in electric vehicles and energy storage systems due to its durability and resistance to overheating

"Lithium Iron Phosphate Battery" | refers to | A lithium-ion battery that uses lithium iron phosphate (LiFePO₄) as the cathode material

"Lithium Battery" or "Lithium-ion Battery" | refers to | A battery that operates primarily through the movement of lithium ions between the positive and negative electrodes; during charging, lithium ions migrate from the positive electrode and are embedded into the negative electrode, and the reverse occurs during discharging

"Lithium Carbonate" | refers to | A common lithium compound with the chemical formula Li₂CO₃

"Lithium Cobalt Oxide" | refers to | A cathode material for lithium cobalt oxide batteries with the chemical formula LiCoO₂

"Lithium Manganese Iron Phosphate Battery" | refers to | A lithium-ion battery using lithium manganese iron phosphate (LiMnFePO₄) as the cathode material

"Low-Voltage Battery" | refers to | A battery operating at a relatively low voltage, typically used in applications such as small electric vehicles and home energy storage

"mAh" | refers to | Milliampere-hour, a unit of battery capacity used to measure 1/1,000 of an ampere-hour

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"Mechanical Abuse" | refers to | The use of equipment under abnormal physical conditions (such as overload or impact), which may lead to performance degradation or damage

"Module" | refers to | Battery module

"MWh" or "Megawatt-hour" | refers to | Megawatt-hour, a unit of electrical energy; 1 MWh = 1,000,000 watt-hours

"Nail Penetration Test" | refers to | A safety test that simulates an internal short circuit. This test requires that when a power battery pack is fully penetrated by a steel nail under specified conditions, it must not explode or catch fire due to thermal runaway

"NEV" | refers to | New Energy Vehicle, referring to a vehicle powered by alternative energy sources (such as electricity, hydrogen fuel cells or hybrid power systems) rather than traditional internal combustion engines using fossil fuels

"ODM" | refers to | Original Design Manufacturer

"OEM" | refers to | Original Equipment Manufacturer

"Pack" | refers to | Battery pack

"PCB" | refers to | Printed Circuit Board

"PCBA" | refers to | Printed Circuit Board Assembly, referring to the process of assembling electronic components onto a printed circuit board (PCB) to produce a functional electronic assembly

"PCS" | refers to | Power Conversion System, a key component in battery energy storage systems

"Peak Discharge Rate" | refers to | The maximum rate at which a battery discharges energy, usually expressed as a multiple of the battery's capacity (C-rate). A higher peak discharge rate means the battery can provide more instantaneous power, which is very important for applications requiring sudden bursts of energy (such as acceleration in electric vehicles)

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"PHEV" | refers to | Plug-in Hybrid Electric Vehicle, an electric vehicle driven jointly by a battery and an internal combustion engine, where the battery can only be charged through external charging

"Pouch Battery" | refers to | A battery using a soft pouch structure (such as aluminum-plastic film packaging), with good flexibility and safety, suitable for scenarios with high requirements for volume and weight

"PPAP" | refers to | Production Part Approval Process, a standardized method used in the manufacturing sector to ensure that a supplier's production process can consistently produce parts that meet design and quality requirements

"Prismatic" | refers to | A cell design that is square or box-shaped, typically used in high energy density designs, with good structural stability and fixation

"PV" | refers to | Passenger vehicle

"Home Energy Storage" | refers to | Home energy storage stores electrical energy locally for home users for subsequent use, typically used in conjunction with residential photovoltaic systems to form a home photovoltaic-storage system, enabling the self-balancing of residential power generation, storage and consumption

"R&D" | refers to | Research and development

"Semi-Solid-State Battery" | refers to | A battery using an electrolyte in a semi-solid gel state

"Separator" | refers to | A thin film material that separates the positive and negative electrodes, preventing electronic short circuits while allowing lithium ions to pass freely

"SiP" or "System-in-Package" | refers to | An advanced packaging technology that integrates active components with different functions (such as processors and memory), passive components (such as resistors and capacitors), micro-electromechanical systems (MEMS), optical devices and others into a single package

– 40 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Technical Glossary

"SOC" | refers to | State of Charge, the ratio of a battery's current charge level to its capacity, expressed as a percentage. For example, 80% SOC means the battery has been charged to 80% of its total capacity

"Sodium-Ion Battery" | refers to | A battery that uses sodium ions as conducting ions, moving between the positive and negative electrodes, charging and discharging through the interconversion of chemical energy and electrical energy

"Solid-State Battery" | refers to | A rechargeable lithium-ion battery using a solid-state electrolyte

"Ternary Battery" | refers to | A battery whose positive electrode integrates three metallic elements (typically nickel, cobalt and manganese, or nickel, cobalt and aluminum)

"Volumetric Energy Density" | refers to | The amount of energy that can be contained within a given volume

"W" or "Watt" | refers to | Watt, a unit of measuring power; 1 W = 1,000 milliwatts

"Wh/kg" | refers to | Watt-hours per kilogram

"WLCSP" | refers to | Wafer-Level Chip Scale Package, a compact packaging technology that packages integrated circuits directly at the wafer level

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Forward-looking Statements

We have included forward-looking statements in this document. Forward-looking statements include statements regarding our intentions, beliefs, expectations or predictions for the future, and are not statements of historical fact.

This document contains certain forward-looking statements regarding the Company, our subsidiaries and consolidated affiliated entities. These forward-looking statements are based on our management's beliefs and the assumptions they have made and information currently available. In this document, words and expressions such as "aim," "anticipate," "believe," "can," "expect," "future," "intend," "may," "should," "plan," "estimate," "seek," "ought," "will," "would" and their negatives and other similar expressions, when used in relation to the Group or our management, are intended to identify forward-looking statements. These statements reflect our management's current views with respect to future events, operations, liquidity and capital resources, some of which may not materialize or may change. These statements are subject to certain risks, uncertainties and assumptions, including other risk factors described in this document. You should note that reliance on any forward-looking statement involves known and unknown risks and uncertainties. The Group faces risks, uncertainties and other factors that may affect the accuracy of forward-looking statements, including but not limited to the following:

• Our ability to successfully implement our business plans and strategies;

• Future developments, trends and conditions in the industries and markets in which we operate or plan to expand into;

• The overall political and economic conditions in the jurisdictions in which we operate;

• Our business operations and prospects;

• Our capital expenditure plans;

• Weather, natural disasters and climate change;

• The actions and developments of our competitors;

• Our financial condition and performance;

• Capital market developments;

• Our dividend policy;

• Laws, rules and regulations of central and local governments in China and other relevant jurisdictions, and any changes in rules, regulations and policies of relevant government authorities relating to various aspects of our business and business plans; and

• Various business opportunities we may pursue.

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Risk Factors

[Redacted] H Shares involve a number of risks. Before [Redacted] H Shares, you should carefully consider all the information contained in this document, including the risks and uncertainties described below.

The occurrence of any of the following events could have a material adverse effect on our business, financial condition, results of operations or prospects. If any such events occur, the [Redacted] price of the H Shares may decline, and you may lose all or part of your [Redacted]. You should, based on your own circumstances, seek professional advice from relevant advisors with respect to your intention to [Redacted].

Risks Relating to Our Business and Industry

Demand for our products may fluctuate due to macroeconomic factors such as global and regional economic conditions, industry cyclicality and evolving market dynamics, as well as our own operational capabilities.

Our sales and profitability depend to a large extent on economic conditions, industrial activity and market demand in the industries of our downstream customers (such as consumer electronics manufacturers (in respect of consumer batteries), electric vehicle manufacturers and energy storage system solution providers). Economic weakness and uncertainty can cause customers to reduce their demand for our battery products. Our operating results are directly affected by economic and market conditions in the regions where we operate and/or sell, and the uncertainty of global economic conditions varies by region, which makes forecasting challenging, particularly given our global customer base, and which may also affect our operations if we are unable to adapt to market changes in a timely manner. A tightening of credit may cause our downstream customers and end users of customer products to reduce or delay spending, thereby reducing demand for our products. Such circumstances may cause our customers to cancel or reduce orders. Adverse macroeconomic changes, such as economic recessions or credit disruptions, may have a material impact on our business, financial condition and liquidity.

Furthermore, the future growth of our business depends on a number of factors, including our ability to maintain our market position, maintain relationships with key customers and expand our customer base. We cannot guarantee that the products we offer in the future will continue to meet the evolving needs of our customers. If our competitors successfully develop more advanced battery products or technologies, or if alternative battery technologies emerge, their products may be more competitive, which could in turn lead to reduced demand for our battery products. As a result, we cannot predict with certainty the demand for our products or the future growth rate and scale of the global lithium-ion battery market. If demand for our services decreases due to weak economic conditions, technological challenges, data security or privacy concerns, relevant regulatory policies, competitive solutions or services, or other reasons, our revenues and profit margins will be adversely affected, which in turn will have a material impact on our business, results of operations, financial condition and prospects.

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This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

The lithium-ion battery industry is intensely competitive. If we fail to compete successfully, it could have a material adverse effect on our market share and market position.

The global lithium-ion battery industry is intensely competitive and highly concentrated. Our existing competitors may seek to increase their market share through various measures, such as continuous research and development efforts, expanding production capacity, optimizing production processes, and actively conducting marketing activities. Our competitors may also seek to increase their market share through pricing strategies. As we expand our business into new regional markets and launch new products, we expect to face competition from both existing and new competitors. Competitive pressures may also adversely affect the demand for and pricing of our products, which in turn may affect our growth and market share.

Even if there is sufficient downstream demand for our battery products, there is no guarantee that we will always be able to successfully compete against other market participants for downstream customers' orders. If we are unable to compete effectively, we may be unable to retain or expand our market share, which would have a material adverse effect on our business, results of operations, and financial condition. In order to compete effectively in the lithium-ion battery industry, we need to continuously develop and launch innovative new products. The development and launch of new products involves complex work, and there may be uncertainties at various stages prior to product launch. Any delays in the financing, design, production, and ultimate launch of new products could severely harm our competitiveness. If we delay the launch of new products, our growth prospects may be adversely affected, as we may be unable to compete with peers, keep pace with competing products, or expand our market share. Due to the uncertainty of market windows for new products, delays in launching new products may cause the relevant products to become obsolete, and our investments in developing such products may become sunk costs, which would have a material adverse effect on our business, financial condition, and results of operations.

Our research and development involves risks and uncertainties, and we may not achieve the expected benefits from our research and development efforts, which could negatively affect our competitiveness and profitability.

During the track record period, we continuously increased our investment in research and development. In 2022, 2023, and 2024, and for the nine months ended September 30, 2024 and 2025, our research and development expenses were RMB2,741.8 million, RMB2,710.6 million, RMB3,330.2 million, RMB2,267.6 million, and RMB3,202.0 million, respectively. In order to maintain and enhance our competitive advantages, we may devote more resources to research and development in the future. However, due to the inherent uncertainties of research and development activities, we cannot assure you that our research and development projects will be completed successfully within the anticipated timeframe and budget, nor can we assure you that our newly developed products will receive broad market acceptance or enjoy advantages as expected. Even if such products can be successfully launched, we cannot assure you that such products will be recognized by customers and achieve the expected sales targets or profits. Furthermore, we cannot assure you that our existing or potential competitors will not develop products similar to or superior to ours, or products with more competitive pricing. Due to the uncertainties in the timeframe for developing new products and the duration of market windows for such products, we face extremely

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

high risks that, even after we have devoted substantial resources to developing a product, we may be required to abandon products or potential products that are no longer commercially viable. If we fail to respond appropriately in the above circumstances, our substantial expenditure on research and development may not generate corresponding benefits, which could have a material adverse effect on our business, prospects, financial condition, and results of operations.

We may be unable to keep pace with rapid technological changes and evolving industry standards, which could adversely affect our market position and render products in production or under development, as well as our production facilities, non-competitive or obsolete.

The lithium-ion battery market is characterized by rapid technological changes and continuously evolving industry standards that are difficult to predict, coupled with frequent launches of new products and models that shorten product life cycles and may render our products obsolete or less marketable. If competitors develop new technologies that we are unable to keep pace with, such technologies may offer them performance or pricing advantages over us, and our technological leadership and competitive advantages may be adversely affected. In the face of rapid technological changes in the industry, we may be unable to adjust our research and development direction in a timely manner. If we fail to do so, our prospects, business, and results of operations may be adversely affected.

As we believe the lithium-ion battery market has good growth potential, we have focused our research and development activities on exploring new materials and structures to improve the quality and functionality of our products while reducing costs. However, some of our competitors are developing alternative battery technologies such as fuel cells and supercapacitors. If any viable alternative products emerge and gain market acceptance due to more improved functions, more practical applications, greater capacity, more attractive pricing, or better reliability, demand for our products may decrease, and our business, financial condition, and results of operations may be materially and adversely affected.

Our ability to adapt to evolving industry standards and to anticipate future standards will be an important factor in maintaining and improving our competitive position and growth prospects. To achieve this goal, we have invested and plan to continue to invest substantial financial resources in research and development infrastructure. However, research and development activities are inherently uncertain, and we may encounter practical difficulties in commercializing our research results. For details, please refer to "– Our research and development involves risks and uncertainties, and we may not achieve the expected benefits from our research and development efforts, which could negatively affect our competitiveness and profitability." On the other hand, our competitors may improve their technologies, or even achieve technological breakthroughs, including alternatives to lithium-ion batteries or improvements to existing lithium-ion batteries, which may render our products obsolete or less marketable. Therefore, if we fail to effectively keep pace with rapid technological changes and evolving industry standards by launching new and improved products, we may lose market share and experience a decrease in our revenues.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

Our success depends on the ability of our customers to successfully market and sell their end products and their decisions to place orders with us.

Our revenue is primarily derived from direct sales to corporate customers. Therefore, our business performance largely depends on the ability of our customers to market and sell their end products. We cannot assure you that our customers will continue to enhance their sales and marketing efforts and will not make any adjustments to their sales and marketing strategies. Furthermore, certain of our customers are subject to export controls, which may negatively affect their sales and marketing activities, which in turn may negatively affect their purchases from us. Any adjustment to their sales and marketing strategies may affect their sales, which in turn may adversely affect our business, financial condition, and results of operations. In addition, our contracts with customers are generally not long-term contracts, and therefore there is no guarantee that they will continue to place orders with us. Even if our customers are able to successfully market and sell their end products, they may still choose other suppliers instead of us, place only limited orders with us, or even place no orders with us at all, which could have a material adverse effect on our business, results of operations, financial condition, and prospects.

We experienced customer concentration during the track record period and may continue to face risks associated with such concentration in the future.

Our business has in the past and will continue to depend to a significant extent on our major customers and their loyalty to and satisfaction with our products. During the track record period, we derived a substantial portion of our revenue from our five largest customers. In 2022, 2023, and 2024, and for the nine months ended September 30, 2025, our sales to the five largest customers in each respective period amounted to RMB30,285.9 million, RMB22,817.5 million, RMB24,835.5 million, and RMB16,283.8 million, respectively, representing 58.1%, 47.7%, 44.3%, and 37.4% of our total revenue for the respective periods. Any reduction or cancellation of purchase orders by some or all of our major customers, significant delays in their acceptance of our products, or failure by any of our major customers to make timely payment may have a material adverse effect on our business, results of operations, and financial condition. Furthermore, we cannot assure you that our major customers will not change their business scope or business focus, cease their operations, fail to comply with applicable laws in the course of their operations, or encounter any operational or financial difficulties. We also cannot assure you that we will be able to continue to generate significant revenue from our existing customers, or that we will be able to maintain existing or further expand customer relationships. If we lose one or more significant customers and are unable to identify and acquire suitable new customers within a reasonable period of time, or at all, our business, results of operations, and financial condition may be materially and adversely affected.

Furthermore, there is no guarantee that we can retain our existing customers or attract new customers in the future as we did during the track record period. If we fail to retain our existing customers or attract new customers in the future due to our products not meeting market requirements, our selling prices not being competitive, or other factors beyond our control, our business, financial condition, and results of operations may be adversely affected.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

Fluctuations in the prices of raw materials and components may have a material adverse effect on our business, results of operations, and financial condition, and we may be unable to obtain sufficient raw materials and components that meet our quality standards in a timely and cost-effective manner, or at all.

The cost of raw materials and components has a significant impact on our cost of sales. The raw materials and components for our lithium-ion battery products mainly include cathode materials, anode materials, electrolytes, separators, battery cells, BMS, PCBs, plastic materials, precision structural components, and electronic components. In particular, the prices of cathode materials, anode materials, and electrolytes are significantly influenced by the prices of metals or commodities such as lithium, nickel, and cobalt. The supply and prices of such materials may fluctuate due to many factors beyond our control, including but not limited to the availability of upstream mining resources, market supply and demand conditions, potential speculation, market disruptions, shipping and transportation costs, natural disasters, and economic conditions in China and globally.

During the track record period, the prices of certain key raw materials used in our battery production experienced significant fluctuations, primarily with lithium cobaltate and lithium carbonate prices experiencing substantial increases in 2022 and early 2023. According to data from CIC (灼識諮詢), the industry average price of cobalt increased from approximately RMB260,000/tonne in the first half of 2020 to approximately RMB350,000/tonne in the first half of 2021, and further increased to approximately RMB510,000/tonne in the first half of 2022, after which cobalt prices gradually declined and fell back to approximately RMB220,000/tonne in the first half of 2025, before rising to approximately RMB350,000/tonne in the third quarter of 2025. The average price of nickel increased from approximately RMB100,000/tonne in the first half of 2020 to approximately RMB200,000/tonne in the first half of 2022, and then gradually declined to approximately RMB130,000/tonne in the third quarter of 2025. The industry average price of lithium cobaltate increased from approximately RMB310,000/tonne in the first half of 2021 to approximately RMB510,000/tonne in the first half of 2022, and subsequently declined gradually, falling to approximately RMB190,000/tonne in the first half of 2025, before recovering to approximately RMB250,000/tonne in the third quarter of 2025. The average price of lithium carbonate increased from approximately RMB40,000/tonne in the second half of 2020 to approximately RMB160,000/tonne in the second half of 2021, and further increased to approximately RMB520,000/tonne in the second half of 2022, after which lithium carbonate prices gradually declined and fell back to approximately RMB70,000/tonne in the third quarter of 2025.

In 2022, 2023, and 2024, the Company's raw material costs as a percentage of revenue were 79.6%, 67.7%, and 69.9%, respectively, and for the nine months ended September 30, 2024 and 2025, were 71.4% and 69.2%, respectively. For a breakdown of raw material costs by type, please refer to "Financial Information – Principal Components of Consolidated Income Statement – Cost." For illustrative purposes only, assuming all other factors remain constant and cost fluctuations cannot be passed on to customers, a 1%/5%/15% increase/decrease in our raw material costs would result in a decrease/increase in our profit before income tax of approximately RMB415.1 million/RMB2,075.4 million/RMB6,226.2 million, RMB324.2 million/RMB1,621.2 million/RMB4,863.5 million,

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

RMB391.6 million/RMB1,957.8 million/RMB5,873.4 million, RMB273.3 million/RMB1,366.5 million/RMB4,099.6 million, and RMB301.1 million/RMB1,505.4 million/RMB4,516.1 million for 2022, 2023, 2024, and the nine months ended September 30, 2024 and 2025, respectively. For details, please refer to "Business – Supply Chain Management – Raw Material Procurement – Raw Material Price Fluctuations and Response Mechanisms" and "Financial Information – Principal Components of Consolidated Income Statement – Cost." Any increase in the prices of raw materials and components we require may have a material adverse effect on our business, financial condition, and results of operations. If key raw materials and components are in short supply or their prices increase sharply, or if internal procurement management measures are not effectively implemented, we may be unable to purchase the raw materials and components required for manufacturing in a timely manner or at reasonable prices, thereby adversely affecting our manufacturing and operations.

Furthermore, if we are unable to mitigate the impact of raw material price fluctuations through various customer pricing measures and cost reduction measures, our profitability may be adversely affected. If raw material prices decline, we may face pressure from customers to reduce prices, and there is no guarantee that we will be able to reduce our costs proportionally, which may adversely affect our profitability. Due to inflationary or deflationary economic conditions, a small number of suppliers may cease operations or require additional financial support from us to fulfill their obligations. Given that we regularly purchase in large volumes, changes in our relationships with suppliers and significant increases in the costs of raw materials and components purchased may lead to manufacturing interruptions, delays, inefficiencies, or an inability to bring products to market. We have in the past and may in the future continue to experience situations where we are unable to pass on increases in raw material and component prices to our customers. If we are unable to obtain the required raw materials and components in a timely and cost-effective manner, our business, financial condition, and results of operations may be adversely affected.

We may face supply chain risks due to our reliance on a limited number of suppliers for certain raw materials and components.

Certain raw materials and components used in our manufacturing process rely on a number of suppliers. In 2022, 2023, and 2024, and for the nine months ended September 30, 2025, our total purchases from the five largest suppliers in each respective period amounted to approximately RMB20,931.1 million, RMB13,831.1 million, RMB14,421.4 million, and RMB11,073.7 million, respectively, representing 44.8%, 40.6%, 32.2%, and 30.9% of our total purchases for the respective periods. If we encounter delays or difficulties in obtaining such raw materials and components, and we are unable to obtain acceptable alternatives at that time, our business operations may be disrupted. Any such disruption may negatively affect the research, development, and manufacturing of our products, and may have a material impact on our business, financial condition, results of operations, and reputation. In addition, any material misconduct or disputes involving our suppliers may affect our business and reputation.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

RISK FACTORS

We believe that currently only a limited number of other qualified suppliers are able to provide the raw materials and components required for our manufacturing. Using raw materials and components provided by such alternative suppliers may negatively affect the quality of our products. As we can only obtain raw materials and components from qualified suppliers who meet our standards and have passed our review process, transitioning to new suppliers would be very time-consuming and costly, and may cause disruptions to our day-to-day operations. There is no guarantee that we will be able to obtain alternative supplies of raw materials and components without disruptions to our workflow. If alternative suppliers are available, there is no guarantee that the raw materials or components they provide can be used or will meet our quality control and performance requirements in the manufacturing process. If we encounter delays or difficulties in obtaining raw materials and components, our business, financial condition, results of operations, and reputation may be adversely affected.

We face counterparty performance risk.

We face the risk that suppliers and customers may fail to fulfill their contractual obligations, which may arise under a range of circumstances including but not limited to:

•

A significant drop in product prices may cause customers to be unwilling or unable to fulfil their contractual commitments to purchase from us at pre-agreed prices;

•

Suppliers may charge us prepayments but subsequently be unable to fulfil their delivery obligations due to financial difficulties or other reasons; and

•

A significant increase in raw material and component prices may cause suppliers to be unwilling to fulfil their contractual commitments to sell to us at pre-agreed prices.

Any of the above events may have a material adverse effect on our business, financial condition and results of operations.

We face risks associated with our overseas operations and the sale of products in overseas markets, including compliance with local laws and regulations, international trade policies, customs regulations and geopolitical tensions.

We have operations overseas and sell our products in overseas markets. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, our overseas sales revenue was RMB22,585.9 million, RMB20,456.2 million, RMB23,431.3 million and RMB17,225.2 million, respectively, representing 43.3%, 42.7%, 41.8% and 39.6% of our total revenue for the respective periods. We intend to continue expanding our business in selected overseas markets and to explore business opportunities. Operating businesses (manufacturing and sales) in overseas countries and regions exposes us to various risks, including but not limited to:

•

Trade barriers, such as tariffs or embargoes, unfavourable tax policies or tax increases, and other forms of market access restrictions; – 49 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Risk Factors

•

Changes in foreign government regulations or policies and stringent environmental laws;

•

Political risks, including the risk of losses arising from civil unrest, acts of terrorism, war, regional and global political or military tensions, and strained or changing foreign relations involving China or other relevant countries;

•

Risks of legal proceedings in foreign jurisdictions;

•

The absence of a well-established or independent legal system in the overseas countries where we operate, which may create difficulties in enforcing contractual rights;

•

Economic, financial and market instability and credit risks, including risks related to potential deterioration of credit markets and other economic conditions in our overseas markets and other countries;

•

Foreign exchange controls and fluctuations;

•

Lack of understanding of local laws, regulations, standards and requirements relating to domestic enterprises, foreign investment, environmental protection, taxation, customs, foreign exchange and other matters, which may result in non-compliance with such laws and expose us to potential fines and penalties, and damage to our reputation;

•

Risks related to obtaining and maintaining the approvals, licences, permits and filings required to operate our business in overseas countries and regions;

•

Unfamiliarity with local business practices and market conditions, and risks and uncertainties associated with the use of foreign agents for our overseas operations and sales;

•

Preferential treatment or corrupt business practices;

•

Dependence on foreign governments or entities controlled by foreign governments for electricity, water, transportation and other utility or infrastructure needs;

•

Unfavourable labour conditions or employee strikes;

•

Potential disputes with foreign partners, customers, subcontractors, suppliers or local residents or communities; and

•

Expropriation and nationalisation of our assets located in foreign countries. – 50 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Risk Factors

If any of the above risks materialise, or if we are unable to effectively manage such risks, our ability to manage or develop our international business will be impaired, which in turn may have a material adverse effect on our business, financial condition, results of operations and prospects.

Any quality issues relating to our products may expose us to potential product liability and warranty claims, lead to product recalls, legal disputes and reputational damage, and result in a decline in sales and market share.

The success of our business depends on our ability to consistently deliver high-quality, reliable products. However, we cannot guarantee that our products are free from any defects or will always be of high quality and reliability. For example, our products may contain defects that are not discovered until after shipment or customer acceptance. When customers incorporate our products into their end products and sell them to downstream end users, we may also face the potential risk of product liability claims (including class actions) brought by downstream end users of the relevant products in the relevant jurisdictions if the use of our products results in any health or safety issues or damage. Furthermore, certain defects in our products may be attributable to raw materials and components purchased from third-party suppliers. Such third-party suppliers may not indemnify us for defects caused by raw materials and components, or may only provide us with limited indemnification that is insufficient to cover losses arising from product liability claims. In addition, since certain of our manufacturing processes use or create various hazardous substances, any defect or malfunction in our products may directly or indirectly cause serious harm to the environment and may be harmful to human health and safety. Furthermore, we cannot control how end consumers choose to use our products. Misuse of our products by end users may have a significant adverse effect on their health and safety, which in turn may expose us to consumer complaints and product liability claims.

If the quality or performance of any of our products deteriorates for any reason, we may face (among other things) product returns, order cancellations, customer complaints or product recalls. We may incur significant costs as a result of returns, replacements or product recalls, our credibility and market reputation may be damaged, and our sales and market share may be adversely affected. In addition, product defects may give rise to other compliance issues, which may expose us to administrative proceedings and adverse consequences such as production rectification. Such proceedings and adverse consequences may have a material adverse effect on our business, financial condition and results of operations. Furthermore, we may from time to time face product liability claims. Resolving product liability claims, whether or not meritorious, can be costly and time-consuming, generate negative publicity, which may damage our reputation, and lead to government scrutiny or more stringent regulations, all of which may have a material adverse effect on our business, financial condition and results of operations.

As of the Latest Practicable Date, Weiru Electric Vehicle Technology (Ningbo) Co., Ltd. (威睿電動汽車技術（寧波）有限公司) ("Weiru") has filed a civil lawsuit against Sunwoda Power Technology (欣旺達動力科技) in the Ningbo Intermediate People's Court, alleging that certain power cells supplied under sales contracts from 2021 to 2023 failed to meet the agreed specifications, resulting in losses. Weiru is seeking compensation of approximately RMB2.3 billion (approximately 4.1% of our total revenue in 2024), plus interest. As of the date of this document, the court has not yet scheduled a hearing. – 51 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Risk Factors

If we fail to successfully defend against the Weiru sales contract dispute, we may face monetary losses and related costs, potential product replacement payments, diversion of management attention, and possible adverse effects on our business, results of operations, financial condition and reputation. The defence may be costly and time-consuming, involving legal, assessment and litigation fees, ongoing technical analysis and management resources, and given that the case is at an early stage, if no settlement is reached, it may proceed to a first-instance trial, with uncertainty as to the duration. Furthermore, although we have enhanced our quality control and governance measures to mitigate such risks, any adverse outcome or negative publicity arising from product quality disputes may still damage our brand image and customer perception. For details, please refer to "Business — Legal Proceedings and Compliance — Sales Contract Dispute."

We are required to comply with various regulations and customer specification requirements, and may not be able to successfully maintain an effective quality control system.

The performance, quality and safety of our products are critical to our end-user customers and to our success.

Our quality control system has been verified to comply with a number of quality standards in China and overseas. For details, please refer to "Our Business — Quality Control." However, the effectiveness of our quality control system depends on a number of factors (including system design, implementation of quality standards, the quality of training programmes and employee compliance with our quality control policies and guidelines). If we are unable to maintain an effective or adequate quality control system, we may produce defective products, which may expose us to warranty claims, potentially including returns, replacements or product recalls, and other compensation and product liability. Any such claims (regardless of whether they are ultimately successful) may cause us to incur significant costs, damage our business reputation and lead to serious operational disruptions. In addition, if any such claims ultimately succeed, we may be required to pay substantial damages or fines, which may have a material adverse effect on our results of operations and financial condition.

Our business is subject to various laws and regulations relating to production safety, health and environmental conditions in the jurisdictions in which our products are sold. To comply with such laws and regulations, we are required to implement and maintain an effective quality control system throughout our manufacturing process to carry out various inspections. Despite our efforts, we cannot assure you that our quality control system will remain effective at all times. Any material failure or deterioration in our quality control system, including in our manufacturing processes and product inspections, may seriously impair our product quality. A decline in product quality will affect our reputation in the market and among our existing or potential customers, which may result in reduced orders or loss of customers, and may have a material adverse effect on our business, financial condition and results of operations. Furthermore, our battery products are installed in the end products sold by our customers, and we have no control over any aspect of our customers' installation or production processes. Any quality issues arising from improper installation of our products or non-compliant operations, or defects associated with end products into which our batteries are integrated, regardless of whether such defects are caused by defects in our products, may have a negative impact on our reputation, thereby harming our business and future prospects.

– 52 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Risk Factors

Failure to continue developing and maintaining cost-effective production may have a material adverse effect on our business, results of operations and financial condition.

Our success stems from our ability to manufacture products in a cost-effective manner, which in turn depends on our ability to maintain optimal utilisation of our production facilities and to effectively expand capacity and improve production efficiency. There are risks and uncertainties associated with our ability to optimise capacity or keep our production facilities up to date, including fluctuations in demand for our products and increases in the operating costs of our production facilities. Failure to mitigate such risks may result in additional production costs, which may adversely affect our financial condition and profitability. In addition, as we continue to improve our production facilities in the future, we may face additional quality control risks, significant expenditures and other inherent risks. We may be unable to produce solutions and products of acceptable quality in a cost-effective manner that meet our manufacturing standards. We cannot guarantee that we will fully utilise our capacity, nor can we guarantee that investments in production facilities will generate adequate returns. Accordingly, any failure to continuously maintain cost-effective production facilities may have a material adverse effect on our business, results of operations and financial condition.

Our manufacturing processes are subject to the risk of disruptions, which may significantly increase our manufacturing costs.

Our manufacturing processes are highly complex and require periodic adjustments and upgrades to complex and expensive equipment in order to increase capacity and product performance and reduce unit manufacturing costs. Such adjustments and upgrades expose us to the risk of manufacturing difficulties arising from time to time, resulting in delivery delays, reduced output or both. We may also encounter such difficulties when adopting new manufacturing process technologies. We cannot guarantee that we will not encounter manufacturing problems, product delivery delays or both in achieving acceptable yields due to (among other things) construction delays, difficulties in upgrading or renovating existing production lines or constructing new plants, difficulties in upgrading or renovating existing or adopting new production line technologies or processes, or delays in equipment delivery, any of which may limit our ability and adversely affect our results of operations.

Our manufacturing depends on obtaining a stable, timely and adequate supply of electricity and water at commercially reasonable prices.

In addition to raw materials and components associated with our products, we rely on supplies of electricity and water to maintain our manufacturing processes. Our manufacturing volume and costs depend on our ability to procure sufficient electricity and water at acceptable prices and to maintain a stable supply. The supply prices of electricity, water and auxiliary materials are subject to price fluctuations caused by a number of factors beyond our control, including inflation, supplier capacity constraints, overall economic conditions, commodity price fluctuations, demand for the same materials from other industries, the availability of supplementary and auxiliary materials, and local and national regulatory requirements. Furthermore, – 53 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Risk Factors

we cannot guarantee that shortages in the supply of electricity, water and auxiliary materials will not occur in the future, nor can we guarantee that we will be able to pass on any cost increases in electricity, water and auxiliary materials to our customers. If we are unable to adjust our product prices accordingly, significant fluctuations in these costs may have a material impact on our profitability and may also undermine our competitive advantage with respect to the affected products. Specifically, our inability to pass on increases in the prices of electricity, water and auxiliary materials to consumers will reduce our profit margins. In addition, if the supply of electricity, water and auxiliary materials is affected by natural disasters, adverse weather conditions, supplier equipment failures, transportation disruptions or other adverse factors, we may be unable to find alternative sources of supply in sufficient quantities, of appropriate quality and/or at acceptable prices. Any such event may have a material adverse effect on our business, financial condition and results of operations.

We may not be able to successfully implement our future business plans and strategies.

We strive to achieve sustainable growth and to further strengthen our competitiveness in the markets in which we operate by implementing our business strategies. For details, please refer to "Business — Our Strategies." Notwithstanding this, our business plans and strategies are based on assumptions about future events, which may carry certain risks and inherent uncertainties. Such assumptions may prove to be incorrect, which may affect the commercial viability of our business plans and strategies. Accordingly, we cannot guarantee that our business plans and strategies will be implemented successfully as planned, or that they will be implemented successfully at all. In particular, we plan to continue to strengthen our leadership in the consumer battery market, further develop our power battery business, and expand and strengthen our energy storage system business by broadening our product offerings, investing in research and development, increasing production capacity and deepening cooperation with customers. However, the success of our future expansion plans depends on a number of factors beyond our control, such as the construction progress of third-party contractors, changes in local laws, regulations and government policies, the availability of low-cost skilled labour, technological developments and changes in consumer demand. In addition, the integration of new business areas into our existing operations may be subject to unforeseen delays, which may (among other effects) increase our operating costs, strain our capacity, lead to delays in the delivery of customer orders and reduce our operational efficiency. As a result, we may be unable to achieve the anticipated business expansion, or to manage our growth in a timely or cost-effective manner.

If we are unable to execute our business plans and strategies effectively and efficiently, we may be unable to expand our business, manage our growth, capitalise on market opportunities or maintain our competitiveness in the industry. Furthermore, even if we execute our business plans and strategies effectively and efficiently, there may be other unforeseen events or factors that could prevent us from achieving desirable and profitable results. If our future business plans and strategies fail to produce positive results, our business, financial condition, results of operations and growth prospects may be materially and adversely affected.

– 54 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

RISK FACTORS

Any change or termination of the tax incentives and government subsidies we currently enjoy may have an adverse effect on our business, operating results and financial condition.

During the track record period, we received certain government subsidies and preferential tax treatment pursuant to relevant policies. Government subsidies primarily include subsidies related to our contribution to the local economy. For the years 2022, 2023 and 2024 and the nine months ended September 30, 2025, our government subsidies were RMB304.3 million, RMB237.4 million, RMB329.8 million and RMB193.2 million, respectively. For details, please refer to "Financial Information — Key Components of the Consolidated Statements of Profit or Loss — Other Income." In addition, during the track record period, certain subsidiaries of the Company were eligible for certain preferential enterprise income tax rates and tax incentives. Government subsidies are recognized when there is reasonable assurance that we will receive them and that we will comply with the conditions attached to them. The government subsidies received during the track record period refer to various forms of incentives and subsidies granted to the Group by government authorities. Such government subsidies are primarily non-recurring in nature, and the amounts of such subsidies are determined at the discretion of the government. We cannot guarantee that we will receive such government subsidies and preferential tax treatment in the future, and if we fail to obtain such government subsidies in the future, our financial condition and operating results may be adversely affected.

We cannot assure you that the preferential tax treatment we enjoy in China or any other jurisdiction will not change, or that any preferential tax treatment we enjoy or are entitled to enjoy will not be terminated. For example, the Company and certain PRC subsidiaries have previously been recognized as "High and New Technology Enterprises" and therefore enjoy a preferential enterprise income tax rate of 15%, which is lower than the statutory enterprise income tax rate of 25% in China. For details, please refer to "Financial Information — Key Components of the Consolidated Statements of Profit or Loss — Income Tax Credit or Expense." We cannot assure you that we will continue to enjoy preferential tax treatment. If any change or termination occurs with respect to preferential tax treatment, an increase in our tax expenses or any other related tax liabilities may have a material adverse effect on our operating results and financial condition.

Our sales are subject to seasonal fluctuations.

Our business operations are subject to a degree of seasonality. In general, we record higher sales performance in the second half of each year, benefiting from increased demand during the holiday season and the launch of new models of end products using our batteries. This seasonal pattern may cause fluctuations in our operating results. Accordingly, comparing our operating results across different periods within a particular year may not be meaningful as an indicator of our performance, nor should it be used as an indicator of future performance. Furthermore, if our operations are disrupted or affected by unpredictable events occurring during our stronger quarters, our business, financial condition and operating results may be materially and adversely affected.

– 55 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

Our reputation is key to our business success. Negative news or publicity may have an adverse effect on our reputation, business and growth prospects.

Any negative news or publicity concerning us or any of our directors, management, single largest shareholders and joint venture or business partners or counterparties, or their respective affiliates (regardless of whether they act on our behalf or otherwise use or share our brand name), even if proven to be untrue, such as news or publicity regarding product quality issues (regardless of whether such issues involve our products) or news or publicity regarding our joint ventures, may have an adverse effect on our reputation, business and growth prospects. We cannot assure you that such negative news or publicity will not damage our reputation or brand image. Given the professional industry and market in which we operate, negative news, publicity and word of mouth may spread rapidly and have a negative impact on our reputation, brand image or relationships with third parties, which may in turn have a material adverse effect on our business, financial condition and operating results. Even if we are not a party to, not involved in and bear no liability for any litigation, dispute or allegation, we cannot assure you that any such negative news or publicity will not affect our reputation, brand image or relationships with third parties, and thereby have a material adverse effect on our business, financial condition and operating results.

Rising labor costs and inflation may have an adverse effect on our business, operating results, financial condition and prospects.

Increased inflation may cause our suppliers to charge us higher prices for raw materials and components. Labor costs have also increased as economies in developing countries grow and as labor shortages and inflation occur around the world. For example, average wages in China have risen in recent years and are expected to continue rising. Factors such as changes in minimum wage laws or increased competition for skilled labor in our industry may continue to exert upward pressure on our wage expenditures. We may need to adjust our pricing to pass on increased costs to customers, and such pricing adjustments may reduce the competitiveness of our products and services, thereby leading to reduced customer demand or loss of market share.

Our business operations and expansion depend on retaining our senior management and key R&D personnel, as well as our ability to attract and retain qualified and experienced employees.

The development of our business and our competitive advantages depend to a significant extent on our senior management and R&D capabilities. Our sustainable growth depends on our ability to retain high-quality/high-caliber senior management and R&D teams. If we are unable to attract, train and retain qualified talent (in particular R&D personnel), our ability to maintain growth and competitiveness may be adversely affected. To compete for talent, we may need to offer employees higher compensation, better training, more attractive career development and other benefits, which may result in additional costs for us. However, we cannot guarantee that we will be able to attract or retain skilled employees needed to achieve our strategic objectives or to meet our growing business needs in a timely manner, or at all. In addition, due to intense competition for talent, we may face the risk of losing core management and technical personnel.

– 56 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

Our strategic acquisitions, joint ventures or other investments may not be successful, and we may not be able to achieve the expected strategic benefits and financial returns from such transactions.

As part of our business strategy, we evaluate potential acquisitions, investments and alliances from time to time, including joint ventures, minority equity investments and strategic investments. Such transactions involve a number of risks, including but not limited to:

• difficulty in identifying suitable acquisition or investment targets or participating in intense competition for attractive targets;

• failure to achieve the expected benefits of acquisitions, investments or alliances;

• difficulties and costs encountered in integrating operations, technologies, services and personnel;

• write-offs of investments or acquired assets;

• potential non-performance or conflicts of interest on the part of parties with whom we invest or enter into alliances;

• limited ability to monitor or control the actions of other parties with whom we invest or enter into alliances;

• misuse of shared proprietary information relating to acquisitions, investments or alliances; and

• exposure to new regulatory risks depending on the nature of the acquisition, investment or alliance.

The occurrence of any such risks may have a material adverse effect on our business. In addition, if we finance our acquisitions through the issuance of shares or convertible bonds, the equity interests of our existing shareholders may be diluted, which may affect the market price of our A Shares. Furthermore, we may not be able to identify or capitalize on appropriate acquisition, investment and other strategic opportunities, or our competitors may identify such opportunities before us, which may undermine our ability to compete with our competitors and have an adverse effect on our growth prospects and operating results.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

Our business faces various risks. Our risk management and internal control systems, as well as the risk management tools available to us, may not be sufficient to adequately protect us against the inherent risks in our business.

Our business and production face various risks, including risks related to operations and transportation as well as occupational and environmental hazards. We are required to comply with extensive environmental, hazardous substance handling, chemical manufacturing, health and safety laws, regulations and stringent standards promulgated by local government authorities in the jurisdictions where our production bases are located, governing the production and sale of battery products. Pursuant to such laws and regulations, we are required to maintain safe production conditions and protect the occupational health of our employees. In the course of producing our products, we may encounter a wide variety of difficulties. Certain raw materials and chemicals used in our battery production are hazardous chemicals, and the storage and use of such raw materials and chemicals during our production process involve inherent risks, including flammable materials, toxic gas and liquid leaks, equipment failures, industrial accidents, fires and explosions. Work safety accidents and incidents, if they occur, may severely affect our production and may result in personal injury and death, damage or destruction of property or production facilities, pollution and other environmental damage. Although we conduct regular inspections of the facilities we operate and perform regular equipment maintenance to ensure our operations comply with applicable laws and regulations, we cannot assure you that no material accidents or work-related injuries will occur in our future production processes.

Our operations may also be affected by production-related difficulties, such as capacity constraints, mechanical and system failures, construction and upgrade delays, and equipment delivery delays, any of which may lead to production stoppages and reductions. Planned and unplanned maintenance schedules may also affect our production output. Any significant production stoppages and reductions may adversely affect our ability to produce and sell products, which may in turn have a material adverse effect on our business, financial condition and operating results.

We have implemented risk management and internal control systems for our business operations. For details, please refer to "Business — Risk Management and Internal Controls." However, there is no guarantee that our risk management and internal control systems are sufficient or can effectively and comprehensively protect us from the potential inherent risks in our business. If we fail to identify and address any potential risks or internal control deficiencies, our business, operating results and prospects may be materially and adversely affected.

Furthermore, the successful implementation of our risk management and internal control systems depends on our management, employees and business partners. There is no guarantee that our management, employees and business partners will strictly adhere to and comply with the relevant measures and policies. There is also no guarantee that our management, employees and business partners will be able to avoid human errors or mistakes in implementing the relevant measures and policies. In addition, as our business expands, we may need to adopt and revise our risk management and internal control measures and policies in a timely manner to address our business growth, failing which our business and operating results may be materially and adversely affected.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

We face risks related to IT system failures or malfunctions.

Our business relies on the normal operation of IT systems. We employ multiple IT systems to manage various aspects of our operations. As such, our IT systems are critical to our day-to-day operations. However, we cannot guarantee that our IT systems will operate continuously without interruption. Incidents of improper management of technical systems have occurred in the past. We cannot guarantee that similar incidents will not recur in the future, nor can we guarantee that, if such incidents do occur, they will not have any material adverse effect on our business, financial condition, operating results or prospects.

Any failure or mismanagement of specific components of our IT systems, including but not limited to cyberattacks, unauthorized access or control, may have an adverse effect on our business and operating results. Furthermore, in order to support our growing operations and business expansion, we need to continuously upgrade and improve our IT systems. We may not be able to successfully install, operate or implement new software or advanced IT systems as required by the development of our business. All such circumstances may have a material adverse effect on our business, financial condition and operating results.

Our insurance may not be sufficient to cover all losses or potential claims that may affect our business, operating results and financial condition.

We face various risks associated with our business and purchase insurance to protect against such risks and contingencies related to our operations. Our current insurance coverage includes property insurance, machinery breakdown insurance, product liability insurance, export trade credit insurance, public liability insurance and employer's liability insurance, in compliance with the mandatory requirements of applicable laws and regulations and industry practice. For details, please refer to "Business — Insurance." However, there is no guarantee that our insurance coverage is sufficient to adequately protect us against all our risk exposures and prevent us from suffering losses. Furthermore, due to possible exclusions and limitations in coverage, we cannot guarantee that we will be able to successfully make claims under our current policies in a timely manner, or at all. If insurance does not provide coverage for or if coverage is insufficient to address any relevant risks, we may face substantial costs and diversion of resources, which may in turn have a material adverse effect on our business, operating results and financial condition.

Our single largest shareholders may have significant influence over the Company, and their interests may not necessarily be aligned with the interests of other shareholders.

Our single largest shareholders, Mr. Wang Mingwang and Mr. Wang Wei, have significant influence over the outcome of major corporate transactions that require shareholder approval and may have potential conflicts of interest with us. If conflicts of interest arise and the single largest shareholders do not act in our best interests, our consolidated financial condition and operating results may be adversely affected.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

Our single largest shareholders have pledged their shares, which may give rise to potential ownership disputes.

As of the latest practicable date, our single largest shareholders, Mr. Wang Mingwang and Mr. Wang Wei, have pledged 33,150,000 and 12,480,000 A Shares held by them, respectively, representing approximately 1.79% and 0.68% of the total issued share capital of the Company, respectively. For details, please refer to "Major Shareholders — Share Pledges by Our Single Largest Shareholders." In the event of a default, including failure to repay, misrepresentation and breach of specific covenants under the relevant financing arrangements, lenders may assert rights against our single largest shareholders, including asserting rights over all pledged shares of the Company. In such circumstances, our single largest shareholders may be unable to maintain their current level of interest in the Company.

Any unexpected interruption of our business operations, future force majeure events, natural disasters, acts of war or terrorism, any outbreak of large-scale contagious epidemic diseases or other events beyond our control may have an adverse effect on our business, operating results and financial condition.

Our business, particularly in the locations where we operate, may be adversely affected by typhoons, severe storms, earthquakes, floods, wildfires or other natural disasters or similar events. In addition, any outbreak of infectious diseases (such as SARS, Ebola, Zika or the recent COVID-19) may disrupt our global supply chain, production, delivery and sales. Such events may reduce demand for our products, affect the productivity of our workforce, or make it difficult or impossible for us to produce and deliver products on time, and may also make it difficult or impossible for us to receive materials and equipment from suppliers. If a major public health issue occurs, including a large-scale contagious epidemic disease, we may face stricter employee travel restrictions, additional freight requirements, related policies affecting the flow of products between regions, delays in increasing product capacity and the risk of supplier operational disruptions. If a natural disaster occurs, we may suffer significant losses, require substantial time for recovery and may incur significant expenditures in resuming operations.

Risks Relating to Our Financial Performance

If we fail to maintain optimal inventory levels and effectively manage our inventory, we may incur additional impairment charges and cause inventory obsolescence.

We must maintain a certain level of inventory to ensure smooth production and timely delivery to customers in order to operate our business smoothly and meet customer needs and expectations. Our inventory primarily comprises finished goods, raw materials and work-in-progress. As of December 31, 2022, 2023 and 2024, and September 30, 2025, our inventory (net of impairment provisions) amounted to RMB9,874.5 million, RMB7,044.6 million, RMB7,485.1 million and RMB9,934.8 million, respectively, and our inventory impairment provisions amounted to RMB663.8 million, RMB737.9 million,

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

万元, RMB345.9 million and RMB326.9 million. In 2022, 2023, 2024 and the nine months ended September 30, 2025, we recorded inventory write-downs of RMB622.3 million, RMB628.9 million, RMB299.6 million and RMB257.8 million, respectively, primarily comprising (i) write-downs of raw materials of RMB163.6 million, RMB103.0 million, RMB39.3 million and RMB70.5 million; (ii) write-downs of work-in-progress of RMB161.2 million, RMB93.3 million, RMB91.9 million and RMB51.6 million; and (iii) write-downs of finished goods of RMB258.6 million, RMB404.9 million, RMB139.8 million and RMB112.5 million in the same periods, respectively. Such write-downs were primarily due to (i) fluctuations in raw material prices causing inventory costs to exceed net realisable value; and (ii) relatively high unit production costs resulting from lower capacity utilisation rates during the ramp-up phase for certain products. Forecasts are inherently uncertain. If our forecasted demand falls short of actual demand, we may not be able to manufacture products in time, and we may lose sales and market share to our competitors. On the other hand, we may also face increased inventory risks due to accumulated excess inventory. Excessive inventory levels may lead to increased inventory costs, risks of inventory obsolescence and increased write-down provisions, any of which may have a material adverse effect on our business, results of operations, financial condition and prospects.

To maintain appropriate inventory levels to meet our production requirements, we adjust our production plans from time to time based on the expected delivery schedules of supplied goods, customer orders and anticipated market demand. We also conduct regular inventory reviews and physical stock counts. However, we cannot guarantee that such measures will always be effective and that we will be able to maintain appropriate inventory levels, and any failure to do so may have a material adverse effect on our business, results of operations and financial condition.

**We may not be able to collect our trade receivables and bills receivable in a timely manner, which may adversely affect our liquidity and financial condition.**

As of December 31, 2022, 2023 and 2024 and September 30, 2025, our trade receivables and bills receivable (net of provisions for credit losses) amounted to RMB13,432.0 million, RMB12,784.2 million, RMB16,513.0 million and RMB17,400.8 million, respectively. As of December 31, 2022, 2023 and 2024 and September 30, 2025, we recorded provisions for credit losses on trade receivables of RMB93.3 million, RMB80.9 million, RMB157.2 million and RMB211.3 million, respectively. As of December 31, 2022, 2023 and 2024 and September 30, 2025, the specific default rates of trade receivables analysed by aging categories were as follows: (i) within 6 months, 0.3%, 0.3%, 0.4% and 0.4%, respectively; (ii) 6 months to 1 year, 2.5%, 2.9%, 2.6% and 2.0%, respectively; (iii) 1 to 2 years, 12.0%, 14.7%, 13.6% and 16.1%, respectively; (iv) 2 to 3 years, 31.8%, 16.1%, 14.1% and 29.7%, respectively; and (v) over 3 years, 100.0%, 100.0%, 78.2% and 99.2%, respectively.

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*This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

RISK FACTORS

There is no guarantee that we will be able to maintain our trade receivables turnover days at a reasonable level. If the creditworthiness, business operations or financial condition of our customers deteriorates, or if a majority of our customers fail to settle their trade receivables in full for any reason, we may continue to incur impairment losses in the future, and our results of operations and financial condition may be materially and adversely affected. In addition, there is a risk that our customers may delay payment within their respective credit periods, which may also result in impairment loss provisions. There is no guarantee that we will be able to fully collect our trade receivables from customers or that they will settle our trade receivables in a timely manner. If customers fail to settle on time or are unable to settle at all, our financial condition and results of operations may be materially and adversely affected.

**Fluctuations in exchange rates may result in foreign exchange losses and may have a material adverse effect on our financial performance.**

We are exposed to foreign exchange risks in our overseas operations and sales of products in overseas markets, as well as in our procurement and borrowing activities. Such activities give rise to balances of cash and cash equivalents, accounts receivable, accounts payable and short-term borrowings, the majority of which are denominated in U.S. dollars, with a small portion denominated in foreign currencies such as the Indian rupee. In 2022, 2023 and 2024 and the nine months ended September 30, 2025, our revenue from overseas sales amounted to RMB22,585.9 million, RMB20,456.2 million, RMB23,431.3 million and RMB17,225.2 million, respectively, representing 43.3%, 42.7%, 41.8% and 39.6% of our total revenue for the respective periods. As our business continues to expand overseas, we expect our exports to gradually increase, which will lead to higher levels of foreign exchange risk. During the track record period, we recorded net exchange losses of RMB156.3 million in 2022 and RMB118.0 million in the nine months ended September 30, 2025, and net exchange gains of RMB74.8 million in 2023 and RMB46.7 million in 2024. We have entered into derivative instruments to hedge against exchange rate fluctuations. However, there is no guarantee that our use of hedging instruments will successfully reduce our risk exposure, and if we fail to accurately predict exchange rate movements within the specified time, our hedging activities may result in additional losses. Any increase in costs or decrease in revenue resulting from foreign exchange fluctuations may adversely affect our profit margins.

**Our financial liabilities may expose us to risks and uncertainties.**

Our outstanding debt primarily consists of short-term and long-term borrowings, short-term and long-term lease liabilities and convertible bonds. As of November 30, 2025, our outstanding debt amounted to RMB33,944.5 million, with the following maturity profile: (i) approximately RMB18,671.1 million (or 55.0%) due or repayable on demand within one year; (ii) RMB3,452.6 million (or 10.2%) due in one to two years; (iii) RMB6,666.2 million (or 19.6%) due in two to five years; and (iv) RMB5,154.6 million (or 15.2%) due in more than five years. Such debt repayment obligations primarily include repayment of principal on bank borrowings, lease obligations and convertible bonds. As of November 30, 2025, the effective annual interest rates for our short-term and long-term borrowings ranged from 2.08% to 4.56% and 2.24% to 4.96%, respectively.

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*This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

RISK FACTORS

Our ability to fulfil our financial obligations depends primarily on our operating performance and the ability of our customers to fulfil their payment obligations to us, which is subject to general economic, financial, competitive, legislative, regulatory and other factors beyond our control. If we encounter difficulties in generating sufficient cash to repay our outstanding financial liabilities, our liquidity, business, results of operations and financial condition may be materially and adversely affected, and we may be unable to expand our business. In addition, we are exposed to interest rate risk arising from interest rate fluctuations. As of December 31, 2022, 2023 and 2024 and September 30, 2025, our total floating rate borrowings amounted to approximately RMB3,706.3 million, RMB7,237.7 million, RMB7,940.4 million and RMB11,702.2 million, respectively. If interest rates increase or decrease by 50 basis points, with all other variables held constant, our profit before tax for the years ended December 31, 2022, 2023 and 2024 and the nine months ended September 30, 2025 would decrease or increase by approximately RMB18.5 million, RMB36.2 million, RMB39.7 million and RMB58.5 million, respectively. Taking into account repricing or maturity dates, the fair value interest rate risk arising from our borrowings and bank balances carried at fixed interest rates is not significant. An increase in interest rates may increase the interest expenses associated with our outstanding floating rate borrowings, which may have a material adverse effect on our business, results of operations, financial condition and prospects. We also cannot assure you that we will be able to renew our existing borrowings or obtain new borrowings from banks or other financial institutions (whether or not on commercially acceptable terms). If the banks and other financial institutions providing our existing borrowings cease to provide us with similar or more favourable financing, and we are unable to obtain alternative borrowings on comparable terms or at all, our engineering projects may be delayed, our operations and expansion may be scaled back, and we may be forced to forgo certain business opportunities. As a result, our business, financial condition and results of operations would be adversely affected.

**We are exposed to risks associated with changes in the fair value of financial assets measured at fair value.**

As of December 31, 2022, 2023 and 2024 and September 30, 2025, our equity investments measured at fair value through other comprehensive income ("FVOCI") amounted to RMB91.9 million, RMB91.9 million, RMB89.0 million and RMB89.0 million, respectively, and our bills receivable measured at FVOCI as of the same dates amounted to RMB295.7 million, RMB561.0 million, RMB658.4 million and RMB511.1 million, respectively. As of the same dates, our other financial assets measured at fair value through profit or loss ("FVTPL") amounted to RMB1,102.7 million, RMB1,517.8 million, RMB1,435.6 million and RMB1,741.6 million, respectively. The fair value of financial assets measured at FVTPL is determined based on quoted prices (adjusted) in active markets, other market observable inputs, or unobservable inputs using valuation techniques. For further details, please refer to Notes 3.5 and 15 to the Accountants' Report in Appendix I to this document.

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*This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

RISK FACTORS

In respect of financial assets measured at FVOCI and FVTPL, factors beyond our control may significantly affect the market observable inputs we use and cause them to change adversely, thereby affecting the fair value of the relevant financial assets. Such factors include, but are not limited to, overall economic conditions, changes in market interest rates, the stability of capital markets, changes in our credit profile and other market-driven variables. Any of these factors may cause fair value fluctuations or cause our estimates to differ from actual results, which may have a material adverse effect on our results of operations and financial condition. Furthermore, if market observable inputs are not readily available for certain financial assets, judgement and estimates must be made in establishing the relevant valuation techniques, which inherently involve a degree of uncertainty. Changes in assumptions relating to our valuations may result in material adjustments to the fair value of the relevant financial assets, which may have a material adverse effect on our financial condition and results of operations.

**We invest in associates and joint ventures, and our financial condition and results of operations may be affected by fluctuations in the results attributable to such investments.**

During the track record period, we invested in certain associates and joint ventures, which are accounted for using the equity method. As of December 31, 2022, 2023 and 2024 and September 30, 2025, the balances of our investments in associates and joint ventures amounted to RMB551.3 million, RMB879.9 million, RMB942.1 million and RMB1,027.8 million, respectively. Our equity investments may be subject to a number of risks beyond our control, including but not limited to (i) the investee companies incurring liabilities and expenses in excess of expectations and experiencing related adverse events that we were unable to identify during due diligence; (ii) the investee companies being in a loss-making position; (iii) the investee companies failing to satisfy the conditions for declaring and paying dividends; or (iv) other shareholders of such associates and joint ventures having economic or business objectives inconsistent with ours, encountering financial difficulties, or being unable or unwilling to fulfil their obligations under investment agreements. If any such events occur, our business, financial condition and results of operations may be adversely affected.

In addition, we face liquidity risks in connection with our investments in associates and joint ventures, particularly where the relevant parties have not declared any dividends and the investments in such companies are less liquid than other investment products. Significant investments in associates or joint ventures will require substantial financial resources, resulting in significant cash outflows, increased debt financing, or both. As a result, we may not be able to readily obtain cash flows from our investments in associates and joint ventures to fund our operations from time to time, or at all.

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*This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

RISK FACTORS

**We may require additional funding, which we may not be able to obtain on favourable terms or at all.**

During the track record period, we primarily relied on cash flows generated from operating activities and financing activities to fund our business operations. However, due to changes in business conditions or other future developments, including the launch of new products and services, the development of new businesses, expansion into new countries and regions, various research and development activities and marketing plans, or investments we decide to undertake, we may require additional cash resources. If we are unable to generate sufficient cash flows from operating activities, we may need to obtain additional equity or debt financing. If we are unable to obtain such financing on satisfactory terms in a timely manner, our ability to operate and expand our business or respond to competition may be adversely affected. In addition, our indebtedness may subject us to covenants that restrict our operations and our ability to make certain corporate decisions regarding our business, and we will be required to make payments of interest and principal, thereby creating additional cash requirements and financial risks.

**We have previously invested, and may in the future invest, in wealth management products.**

During the track record period, we invested in wealth management products to deploy funds and generate investment returns for shareholders. As of December 31, 2022, 2023 and 2024 and September 30, 2025, our wealth management products amounted to RMB110.0 million, RMB404.4 million, RMB151.4 million and RMB344.7 million, respectively. Going forward, we may from time to time invest in medium-to-low risk or low-risk (as determined on an item-by-item basis) wealth management products, provided that such products have been assessed and analysed to be in our interests. Investing in wealth management products may be subject to a number of risks beyond our control, including risks related to the macroeconomic environment and overall market conditions, as well as the risk control and creditworthiness of the issuing banks. We cannot assure you that we will generate returns from the wealth management products in which we invest, or that our investments in wealth management products will not incur any losses in the future. If we incur such losses, our results of operations, financial condition and prospects may be adversely affected. There is also no guarantee that the internal policies and guidelines we currently adopt to manage our investments in wealth management products will always be effective, or effective at all. If we fail to properly manage the risks associated with investing in wealth management products, we may incur losses, and our financial condition may be adversely affected as a result.

**Failure to fulfil obligations relating to our contract liabilities may adversely affect our results of operations, liquidity and financial condition.**

We recognise contract liabilities when we receive customer payments or when payment becomes due, whichever is earlier, before we transfer the relevant goods or services. As of December 31, 2022, 2023 and 2024 and September 30, 2025, our contract liabilities amounted to RMB595.6 million, RMB602.5 million, RMB665.4 million and RMB1,296.4 million, respectively. If we are unable to fulfil the obligations associated with our contract liabilities, the relevant amounts of contract liabilities will not be recognised as revenue. As a result, our results of operations, liquidity and financial condition may be materially and adversely affected.

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*This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

RISK FACTORS

Risks Relating to Legal and Regulatory Matters

Our business depends on our ability to protect our intellectual property. We may also face intellectual property infringement claims, which may be costly to defend and may disrupt our business operations.

We own certain intellectual property, including our trademarks, copyrights, patents and proprietary technology, all of which are considered critical to our success. Please refer to "Business — Intellectual Property" for further details. We rely on a combination of intellectual property laws and contractual arrangements, including confidentiality and non-compete agreements with our employees, to protect our intellectual property. However, patent applications and other intellectual property filings can be time-consuming and expensive. There is no guarantee that we will be able to file applications at reasonable cost, or that our applications will be approved in a timely manner. We cannot assure you that our employees will always comply with the terms of their employment contracts, which prohibit unauthorized use of our intellectual property. Such agreements may not effectively prevent the disclosure of confidential information, and may not provide adequate remedies in the event of unauthorized disclosure of confidential information. Furthermore, third parties may independently discover our trade secrets and proprietary information (such as our source code and design blueprints), which would limit our ability to assert any trade secret rights against such parties, or may misappropriate our intellectual property despite our protective measures. In addition, our intellectual property may be challenged by third parties, or declared invalid or unenforceable. If we are unable to adequately protect our intellectual property, our competitors may offer products with similar features or use similar technologies in their products, which would reduce our competitive position in the market. Such circumstances could have a material adverse effect on our business, results of operations and financial condition.

Furthermore, we may be accused of infringing the intellectual property rights of others. We cannot guarantee that any aspect of our operations or business does not or will not infringe or otherwise violate the intellectual property rights held by third parties. There is no guarantee that intellectual property-related challenges will not arise in the future. Existing intellectual property rights may also cause our products to inadvertently constitute infringement. If we are found to have infringed the intellectual property rights of others, we may be held liable, prohibited from using the relevant intellectual property, and required to pay licensing fees or develop alternative technologies. In addition, we may incur significant expenses and be forced to divert management and financial resources from business operations to defend against such infringement claims (regardless of whether they have legal merit). Successful infringement or licensing claims brought against us, by restricting or prohibiting our use of the disputed intellectual property, could result in substantial costs and significantly disrupt our business operations. As a result, our business, results of operations and financial condition may be materially adversely affected.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

We may experience delays in obtaining or renewing, or be unable to obtain or renew, the necessary government approvals, licenses or permits required for our business and/or new projects or expansion initiatives.

We are required to obtain various approvals, permits, licenses and certificates at multiple stages of our new projects or expansion initiatives and global operations. Multiple completion inspections are also required before our new facilities can commence operations. Generally, approvals, licenses and permits may only be issued or renewed, or the relevant inspections completed, upon the satisfaction of certain conditions. We cannot assure you that we will not encounter any obstacles that would delay our obtaining or completing the required approvals or inspections, or result in our failure to obtain or complete such approvals or inspections. If we experience significant delays in obtaining or renewing any government approvals required for new construction and expansion projects or operations, or fail to complete inspections of our new production facilities in a timely manner, we will be unable to proceed with our development plans or production activities, and our business, financial condition and results of operations may be adversely affected.

Changes in new laws and policies and regulatory requirements relating to the lithium-ion battery industry and the downstream markets for our products may affect our business operations and prospects.

Many end products, such as consumer products, electric vehicles and energy storage systems, incorporate our lithium-ion batteries. New laws or changes in regulatory requirements in China or other jurisdictions relating to such end markets may affect our business, financial condition, results of operations and prospects. There is no guarantee that favorable industry policies or regulatory requirements will continue to remain in effect in the future. We may need to change or adjust our business focus from time to time in response to new regulations and rules relating to the end markets for our products, but we may not be able to do so in a timely and effective manner. Failure to do so may have an adverse effect on our business operations and prospects.

Defending or resolving any legal or regulatory proceedings brought against us, or non-compliance with the A Share and GDR listing requirements, may be costly and time-consuming and may damage our reputation.

Our business faces various litigation and legal compliance risks. The outcome of legal and regulatory proceedings is often difficult to assess or quantify. Regardless of legal merit, legal and regulatory proceedings may be time-consuming, disrupt operations, and prevent management and key personnel from focusing on business operations. Such proceedings may also generate significant negative publicity, adversely affecting our reputation and brand image (regardless of whether liability is established or the extent of such liability). Claimants in such litigation may seek large or indeterminate amounts of damages, and the potential magnitude of losses relating to such disputes may remain uncertain for extended periods. The costs of defending ourselves in future disputes or litigation may be significant

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

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and may have a negative impact on our results of operations. As a result, any significant dispute or litigation could have an adverse effect on our business, results of operations, financial condition and reputation. In addition, since our A Shares will continue to be listed and traded on the ChiNext Market of the Shenzhen Stock Exchange and our GDRs will continue to be traded on the SIX Swiss Exchange, we must comply with the relevant listing rules and regulations. Failure to comply with such rules and regulations may result in regulatory actions, including regulatory interviews, fines and other penalties. Such actions may have an adverse effect on our business operations and financial performance.

We face certain risks relating to some of our owned and leased properties.

Certain title defects exist in respect of our owned properties. As of September 30, 2025, we are in the process of obtaining property ownership certificates for four major owned properties for which completion acceptance has recently been obtained, and we plan to obtain property ownership certificates for three other owned properties upon their completion. There is no guarantee that we will receive any future property ownership certificates that may prove the validity of our title in a timely manner.

The landlords of eight of our major leased properties have not provided us with valid property ownership certificates. Accordingly, under applicable PRC law, we cannot assure you that our use of such leased properties will not be subject to certain restrictions or will be entirely unrestricted. However, according to our PRC legal counsel, if our use of such leased properties is restricted, we (as tenant) will be entitled to seek compensation from such landlords pursuant to the relevant lease agreements. Furthermore, under applicable PRC laws and regulations, the parties to a lease are required to register and file the lease with the relevant government authorities. As of September 30, 2025, we have not registered or filed the lease agreements for the major leased properties. As advised by our PRC legal counsel, although failure to register does not affect the validity of the leases under PRC laws and regulations, we may be ordered by the relevant government authorities to complete the lease registration within a stipulated period, failing which we may be subject to a fine ranging from RMB1,000 to RMB10,000 per unregistered lease agreement. As advised by our PRC legal counsel, the risk of us being subject to significant administrative penalties as a result of such non-compliance events is very low and would not have a material adverse effect on our business operations. However, there is no guarantee that we will not be subject to government challenges, litigation, fines and penalties, or other actions against us in respect of properties that we own, use or lease for which we or the relevant landlords do not hold property ownership certificates or have not completed the relevant registration procedures. For further details, please refer to "Business — Properties."

We face risks relating to sanctions, export control laws and regulations, and international trade policies.

Our operations may be adversely affected by trade policies, sanctions and export control regulations imposed by the governments of the countries in which we operate and with which we conduct business, including but not limited to regulations on economic and labor conditions, tariffs, taxes and other cost increases. In addition to trade policy measures, the United States and certain other governments have implemented sanctions and export control measures that directly or indirectly affect PRC domestic companies. Such laws and regulations may change frequently, and their

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

implementation, interpretation and enforcement involve significant uncertainties, which may be exacerbated by potential national security concerns or other factors beyond our control. Similar or broader restrictions may be implemented in various jurisdictions in the future. We will need to maintain rigorous internal controls and risk management policies to ensure proper compliance with the relevant restrictions, which requires significant resources and effort.

In addition, potential national security and foreign policy concerns may prompt governments to impose trade or other restrictions, which may make it more difficult for us to sell products in certain markets, or restrict our access to certain markets. Various trade, export control and economic sanctions laws and regulations may affect our business. For example, in recent years, the United States has expanded its sanctions and export control restrictions against China through the Export Administration Regulations ("EAR") administered by the Bureau of Industry and Security of the U.S. Department of Commerce ("BIS"). In addition, BIS maintains lists of persons that are subject to enhanced export control restrictions. One such list (the Entity List) identifies foreign persons, including businesses, research institutions, government and private organizations, individuals and other types of legal entities, that are subject to certain trade restrictions. In recent years, the United States has added an increasing number of entities (including numerous PRC entities) to the Entity List and other restricted or prohibited persons lists. As of September 30, 2025, the United States has also implemented a new rule that expands the scope of Entity List controls to cover entities in which Entity List-designated entities hold 50% or more equity interests. However, pursuant to the agreement reached between China and the United States on October 30, 2025, this rule will be suspended for application for a period of at least until November 10, 2026. Given the sudden and unpredictable nature of such designations, relevant developments are difficult to anticipate, and we have no ability to influence such designations. We also cannot guarantee the speed and effectiveness with which our customers themselves implement improvement procedures to ensure compliance with new rules.

If new sanctions and export control measures comprehensively prohibit or more strictly restrict sales of products to certain entities, this may not only affect our ability to continue supplying our products to affected customers, but may also diminish customer demand for our products and even lead to changes in product supply chains, to the extent that items subject to the EAR or other relevant regulations are involved. Even if our products are not the direct target of such sanctions and export control measures, we may still face rising supply chain costs and expenses as a result of new sanctions and export control measures, as our customers and business partners may be adversely affected by sanctions and export control measures targeting China.

To the knowledge of the Directors, taking into account (i) the fact that during the track record period, we did not make any sales to sanctioned customers; and (ii) the fact that only one of our customers is subject to certain export control restrictions under the EAR, but we have not sold any EAR-controlled commodities to such customer, and we have not currently identified any other customers subject to such restrictions — after consulting with and considering the views of our international trade compliance legal counsel, we believe that the relevant sanctions risks we face are relatively low.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

RISK FACTORS

Changes in tariffs may adversely affect our international sales.

The current global trade landscape is rapidly evolving. Various countries have announced plans to implement and/or have already implemented new or modified tariff measures. In particular, the United States has announced the broad imposition of tariffs on imports from all countries (including a 10% baseline tariff and varying reciprocal tariffs on certain trading partners), including tariffs of 125% on the majority of goods from China. In response, China and other countries have announced or plan to announce countermeasures. On April 9, 2025, the United States suspended various other reciprocal tariffs for 90 days (the 10% baseline tariff remaining unchanged), except for those applicable to Chinese goods. On May 12, 2025, China and the United States jointly announced a 90-day suspension of certain trade restrictions, during which the United States would impose a 30% tariff on most Chinese imports while China would impose a 10% tariff on U.S. imports. Both sides agreed to continue negotiations during this period. On August 12, 2025, China and the United States jointly announced a further 90-day suspension of certain tariff measures, pursuant to which the United States would suspend the additional 24% tariff on Chinese goods while maintaining the 10% baseline tariff, and China would also suspend the additional 24% retaliatory tariff on U.S. goods. On October 10, 2025, President Trump publicly indicated the possibility of imposing a 100% tariff on products imported into the United States from China. This proposal was subsequently withdrawn. On October 30, 2025, China and the United States reached an agreement that included a reduction of the 30% tariff rate to 20%, and this measure will remain in effect for at least until November 10, 2026. Given the ongoing discussions between the United States and its trading partners, including China, there remains significant uncertainty as to whether the United States will further change the scope, level and interpretation of its tariff impositions. Tariffs imposed by the United States have resulted in and may in the future result in countermeasures by other countries. During the track record period, revenue from sales to the United States accounted for 0.5%, 0.9%, 2.4%, 3.0% and 1.1% of total revenue for 2022, 2023 and 2024 and the nine months ended September 30, 2024 and 2025, respectively, while sales to the European Union accounted for 1.2%, 2.3%, 3.3%, 3.0% and 3.5% of total revenue for the same periods, respectively. We do not separately collect information on customer headquarters and only maintain records relating to contractual counterparties. To the best knowledge of the Directors, among the top 20 customers contributing the majority of our revenue during the track record period, three customers (including Customer A/Supplier A) have their headquarters located in the United States. We deliver components to special customs supervision zones in China pursuant to contracts entered into with such customers, and our international trade compliance legal counsel has indicated that such deliveries to these zones are not subject to U.S. tariffs. During the track record period, the overall increase in EU sales was primarily attributable to our continued overseas market expansion and increased demand for power batteries and energy storage systems; however, our Directors believe that the overall scale of our sales in that region will remain relatively small in the near future. During the track record period, we were responsible for customs clearance and payment of import duties for U.S. and EU customers, and the resulting revenue accounted for less than 0.001% of our total revenue and less than 0.1% of our total revenue from the United States and the European Union. To the best knowledge of the Directors, during the track record period, the U.S. tariffs applicable to our products were up to 30.9%, and the EU tariffs applicable to our products were 2.7%. Increases in tariffs may increase the costs for U.S. customers

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

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the cost of purchasing our products, thereby potentially reducing demand, weakening our competitive position and negatively impacting our revenues. Several other countries often follow the foreign policy of the United States and may take similar measures in their dealings with China and Chinese companies. In addition, policies and measures adopted by the U.S. government targeting China and Chinese companies may cause U.S. persons to be reluctant to work for Chinese companies, thereby affecting our ability to attract and retain qualified personnel. We continuously monitor the global trade environment for new and evolving tariffs, countermeasures, trade agreements, export restrictions, sanctions or other restrictions that may affect us or our supply chain or customers. Any additional tariffs or trade barriers imposed by the United States or other jurisdictions affecting our products could adversely affect our overseas sales and customer purchasing behavior. In a worst-case scenario, this could lead to reduced or suspended orders from U.S. customers or customers whose end products are sold to the U.S. market, thereby having a material adverse effect on our business, financial condition and results of operations.

We may in the future be subject to U.S. outbound investment rules, which could adversely affect our ability to raise funds from U.S. persons.

On October 28, 2024, the U.S. Department of the Treasury promulgated the final rule regarding the outbound investment order (the "Final Rule") to implement the executive order dated August 9, 2023. The Final Rule became effective on January 2, 2025. The Final Rule imposes investment prohibitions and notification requirements on U.S. persons making certain investments in certain China-related entities (including Hong Kong and Macau) engaged in certain activities relating to the following three sectors: (i) semiconductors and microelectronics, (ii) quantum information technology, and (iii) artificial intelligence systems (collectively, "covered foreign persons"). U.S. persons subject to the Final Rule are, in certain circumstances, prohibited from making certain investments defined as "covered transactions" in covered foreign persons, and in other circumstances are required to notify such investments. Based on our understanding of the Final Rule and our current business operations, we believe we do not fall within the scope defined by the Final Rule. Based on a review of our activities, international trade compliance legal counsel has concluded that we do not engage in any of the activities described in the Final Rule, and that we do not have any relationship with entities engaged in such activities as described in the Final Rule. Under the Final Rule, U.S. persons are permitted to invest in our company and such investment does not require notification to the U.S. Department of the Treasury. However, there is no assurance that the U.S. Department of the Treasury will not expand or reinterpret its regulations to cover certain parts of our business. If we were to fall within the scope of the Final Rule, and if U.S. persons were to engage in "covered transactions" involving the acquisition of our equity interests, such U.S. persons may be required to provide notification under the Final Rule. It is noteworthy that President Trump issued the "American Investment Policy Memorandum" on February 21, 2025, which recommends further expanding the scope of technologies of concern. If we are in the future deemed to fall within the scope of the Final Rule due to changes in our business operations or amendments to the relevant laws and regulations or their interpretation, our ability to raise funds from U.S. persons may be materially and adversely affected, and in such circumstances, the [REDACTED] of our shares may be materially and adversely affected.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

RISK FACTORS

ESG matters and the failure to successfully manage such matters may result in additional costs and expose us to new risks.

Public ESG and sustainability reporting is increasingly and widely expected by [REDACTED], shareholders and other stakeholders. Some organizations that provide corporate risk information, including corporate governance information, to [REDACTED] and shareholders have developed, and other organizations may in the future develop, scores and ratings based on ESG or "sustainability" metrics to evaluate companies and investment funds. Many investment funds take into account positive ESG practices and higher sustainability scores when making investment decisions, as these factors may reflect a company's long-term value, risk profile and potential reputational impact. Furthermore, [REDACTED] (particularly institutional [REDACTED]) use such scores to benchmark companies against their peers, and if a company is perceived to be lagging, such [REDACTED] may engage with that company to enhance ESG disclosure or improve performance and may also make voting decisions or take other actions to hold such companies and their boards accountable.

Compliance with increasingly stringent ESG laws and regulations may result in increased supply chain and operating costs for us and may adversely affect our business and financial condition. For example, any regulations concerning the recycling of lithium-ion batteries and production waste may result in high processing costs. Our production processes generate pollutants such as wastewater, exhaust gases, noise and solid waste. The jurisdictions in which we operate have implemented, or may in the future implement or amend, regulations on carbon dioxide or other greenhouse gas emission limits, water usage restrictions, energy management and waste management. The discharge of wastewater and other pollutants from our production operations into the environment may give rise to liabilities requiring us to bear remediation costs. Furthermore, newly enacted environmental laws and regulations may also require us to change our production processes or source alternative raw materials, which may increase costs or make it more difficult to procure raw materials. If the jurisdictions in which we operate implement stricter environmental protection standards and regulations in the future, we cannot guarantee that we will be able to comply with these new regulations at reasonable cost, or at all. Increased production costs resulting from the implementation of additional environmental protection measures and/or failure to comply with new environmental laws or regulations may have a material adverse effect on our business, financial condition or results of operations.

Furthermore, non-compliance with applicable environmental laws and regulations may result in administrative penalties, which could have a material adverse effect on our results of operations, financial condition or corporate reputation. We cannot assure you that any future administrative penalties will not have a material adverse effect on our reputation, business, results of operations or financial condition.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

RISK FACTORS

We are required to comply with privacy and data protection laws and regulations. Any actual or alleged failure to comply with such laws and regulations may subject us to reputational, financial, legal and operational consequences.

Our business involves the use and storage of personal information, including but not limited to personal information relating to our employees. We are subject to laws in China and overseas relating to the collection, use, retention, protection and transfer of personal information. In many cases, these laws apply not only to third-party transactions, but may also restrict the transfer of personal information between us and our overseas subsidiaries. Certain jurisdictions have enacted laws in this regard, while others are considering implementing additional restrictions. These laws continue to evolve and may be inconsistent across jurisdictions. Complying with newly enacted and evolving overseas requirements may cause us to incur substantial costs or require us to change our business practices. Non-compliance may result in significant penalties or legal liabilities. Any failure by us to comply with other Chinese or overseas privacy-related or data protection laws and regulations may result in proceedings against us by governmental entities or other parties, damage to our reputation and significant legal liability.

These security measures may not be sufficient to address all possible situations that may arise, and may be susceptible to hacking attacks, employee error, misconduct, system failures, security management failures or other breaches.

We are subject to certain regulatory requirements governing foreign exchange conversion and remittance.

We receive a significant amount of Renminbi payments from our business operations in mainland China and may need to convert Renminbi into other currencies to fund business activities outside of mainland China. The conversion of Renminbi into foreign currencies and (in certain circumstances) remittance outside of mainland China are subject to certain regulatory requirements under Chinese laws governing foreign currency conversion and remittance. Insufficient availability of foreign currencies may limit our ability to remit sufficient foreign currencies to fulfill obligations denominated in foreign currencies.

If we fail to comply with the regulatory requirements for foreign currency conversion when obtaining sufficient foreign currencies to meet our foreign currency needs, we may not be able to pay dividends to shareholders in foreign currencies. Any existing and future currency conversion regulations may limit our ability to purchase raw materials and components outside of mainland China or to fund any future business activities conducted in foreign currencies.

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RISK FACTORS

Failure to comply with the Labour Contract Law or other PRC labor-related laws and regulations may adversely affect our financial condition and results of operations.

Under the Labour Contract Law of the People's Republic of China and its implementing regulations, employers are required to comply with strict requirements regarding the execution of employment contracts, minimum wages, salary payments, overtime limits, determination of employee probationary periods and unilateral termination of employment contracts. The Labour Contract Law of the People's Republic of China and its implementing regulations restrict our ability to terminate employment or make other adjustments to labor at will.

During the track record period, we engaged third-party employment agencies to provide dispatched contract workers. Under the Interim Provisions on Labor Dispatch (the "Interim Provisions") promulgated by the Ministry of Human Resources and Social Security on January 24, 2014 and effective from March 1, 2014, the number of dispatched contract workers employed by an employer shall not exceed 10% of the employer's total workforce (including directly hired employees and dispatched contract workers).

Under PRC laws and regulations, employers who violate the relevant provisions on labor dispatch shall be ordered by the labor administrative authority to make corrections within a specified period. Failure to make corrections within the specified period may result in a fine ranging from RMB5,000 to RMB10,000 per person. During the track record period and up to the Latest Practicable Date, we have not received any warning notices from the relevant PRC authorities or been subject to any administrative penalties or other disciplinary actions. However, we cannot assure you that the relevant PRC authorities will not take retroactive action against us with respect to our past practices, which may adversely affect our business, results of operations and reputation. Please also refer to "Business — Employees" for further details.

Companies operating in China are required to register with competent authorities and make contributions to government-sponsored employee benefit plans at a rate calculated based on a percentage of employee salaries (including bonuses and allowances), subject to a maximum amount not exceeding the amount stipulated by the local government of the location where our employees are based. We are required to make contributions on behalf of our mainland China employees to a number of social insurance funds, including pension insurance, unemployment insurance, basic medical insurance, work-related injury insurance, maternity insurance and housing provident fund. Under the Regulations on the Management of Housing Provident Funds, enterprises in mainland China are required to establish housing provident fund accounts and make full and timely contributions to the housing provident fund on behalf of their employees. Under the Social Insurance Law of the People's Republic of China, enterprises in mainland China are required to register for social insurance on behalf of their employees and make full and timely social insurance contributions. During the track record period, we did not make full social insurance and housing provident fund contributions for some of our employees. Our PRC legal counsel has advised that if an employer fails to make social insurance contributions in a timely manner at the prescribed rates and amounts, or fails to make contributions at all, it may be ordered to make corrections within a specified period and pay the required amounts, together with a late payment surcharge not exceeding 0.05% of the outstanding amount per day. If the employer still fails to make corrections within the specified period

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RISK FACTORS

and pay the outstanding social insurance contributions, a fine of one to three times the outstanding amount may be imposed. In addition, under applicable PRC laws and regulations, if an employer makes overdue or insufficient housing provident fund contributions, the competent authority may order it to make contributions within a specified period, and if it still fails to do so within the specified period, the competent authority may apply to a court within China for compulsory enforcement. Furthermore, pursuant to the Interpretation of the Supreme People's Court on Issues Concerning the Application of Law in the Trial of Labor Dispute Cases (II) (the "New Judicial Interpretation"), which takes effect on September 1, 2025, if an employer and an employee agree or if an employee promises the employer that social insurance contributions are not required, the people's court shall determine such agreement or promise to be invalid. Please refer to "Business — Legal Proceedings and Compliance — Social Insurance and Housing Provident Fund" and "Regulatory Overview — Regulations on Employment and Social Security" for further details. As of the Latest Practicable Date, we have not been subject to any administrative penalties with respect to social insurance plan contributions during the track record period. We cannot assure you that the competent government authorities will not require us to make up any shortfall within a specified time limit or impose late payment surcharges or fines on us based on such complaints, reports or other claims. If any such non-compliance occurs, we may be required to pay any shortfall in social insurance contributions within a specified period, failing which we may be subject to fines.

If environmental laws and regulations become more stringent, we may be subject to higher compliance costs, which may adversely affect our operations and financial performance and may result in our inability to pass on such costs to our customers.

We comply with environmental laws and regulations in China and other relevant jurisdictions, covering (among other things) air, water, noise and pollution; the generation, storage, handling, use and transportation of hazardous substances; and the health and safety of our employees. Such laws and regulations require (among other things) that enterprises engaged in activities such as production and construction that may generate environmental waste adopt effective measures to control and properly dispose of exhaust gases, wastewater, industrial waste, dust, noise and other waste, and pay certain fees for the discharge of waste. In July 2023, the Dongguan Municipal Ecology and Environment Bureau issued an administrative penalty decision to one of our subsidiaries for violating the Law of the People's Republic of China on Prevention and Control of Atmospheric Pollution and imposed a fine of RMB40,000. This was a one-time incident caused by human error, and the relevant situation had been rectified as of the Latest Practicable Date. If we fail to comply with such laws or regulations, we may be subject to sanctions such as fines or the suspension or closure of our operations. There is no assurance that we will not be subject to additional or more stringent laws or regulations in the future, and compliance with such laws or regulations may cause us to incur substantial capital or other expenditures, which we may be unable to pass on to our customers through increased product prices.

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RISK FACTORS

We are also required to obtain licenses from government authorities for certain business activities. We may also be held liable for any and all consequences arising from contamination at our facilities or exposure of personnel to hazardous substances or other environmental damage. There is no assurance that our costs of complying with current and future environmental, health and safety laws and regulations, and our liabilities arising from past or future releases of or exposure to hazardous substances, will not adversely affect our business, financial condition and results of operations.

We are required to comply with anti-corruption, anti-bribery, anti-money laundering and similar laws and regulations, and failure to comply with such laws and regulations may expose us to administrative, civil and criminal penalties, consequential effects, remedial measures and legal costs.

We are required to comply with anti-corruption, anti-bribery, anti-money laundering, financial and economic sanctions and similar laws and regulations in the jurisdictions where we conduct business. We may encounter fraudulent, bribery, corruption or other misconduct by employees, customers, suppliers or other third parties. We have adopted policies and procedures designed to ensure compliance with all applicable laws and regulations. We have established mechanisms to ensure the implementation of such policies and procedures, including periodic review and reporting of identified issues (including those relating to our employees and other contracting parties), the collection of evidence and reporting to the relevant authorities in cases involving our employees and other contracting parties who violate applicable laws and regulations. However, our policies and procedures may not be adequate, and our directors, senior officers, employees, suppliers, representatives, consultants, agents and business partners may engage in misconduct that could expose us to liability.

Non-compliance with anti-corruption, anti-bribery, anti-money laundering or financial and economic sanctions laws may expose us to whistleblower complaints, negative media coverage, investigations and serious administrative, civil and criminal sanctions, consequential effects, remedial measures and legal costs, any of which may have a material adverse effect on our business, reputation, financial condition and results of operations.

Non-PRC resident holders of H Shares may be subject to PRC income tax obligations.

Under the Enterprise Income Tax Law and its implementing regulations, and subject to any applicable tax treaty or similar arrangement concluded between China and the jurisdiction of residence of non-PRC investors providing for different income tax arrangements, dividends paid by us to investors that are non-PRC resident enterprises (i.e., enterprises that have not established institutions or premises in China, or that have established institutions or premises in China but whose income has no actual connection with such institutions or premises) are generally subject to PRC withholding tax at a rate of 10%. We intend to withhold tax at a rate of 10% on dividends paid to non-PRC corporate holders of H Shares (including Hong Kong clearing agents). If any gains realized by such investors from the transfer of shares are regarded as income derived from PRC sources, such gains will also be subject to PRC income tax at a rate of 10%, unless otherwise provided under a treaty or similar arrangement.

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RISK FACTORS

Under the Individual Income Tax Law of the People's Republic of China and its implementation regulations, dividends sourced from China paid to foreign individual investors who are not Chinese resident individuals are generally subject to withholding tax at a rate of 20%, and gains sourced from China realized by such investors from the transfer of shares are generally subject to income tax at 20%, in each case subject to any reductions available under applicable tax treaties and Chinese law. Pursuant to the Notice on Issues Concerning the Administration of Individual Income Tax Collection Following the Repeal of Document Guoshuifa [1993] No. 045 (Guoshuihan [2011] No. 348) issued by the State Administration of Taxation on June 28, 2011, dividends distributed to non-Chinese resident individual H Share holders are generally subject to Chinese individual income tax at a withholding tax rate of 10%, depending on whether there is any applicable tax treaty between China and the jurisdiction in which the non-Chinese resident individual H Share holder resides, and the tax arrangement between China and Hong Kong. Non-Chinese resident individual holders residing in jurisdictions that have not entered into a tax treaty with mainland China will be subject to a 20% withholding tax on dividends paid by us. However, pursuant to the Notice on the Continued Temporary Exemption from Individual Income Tax on Income from Transfer of Shares by Individuals issued by the Ministry of Finance and the State Administration of Taxation on March 30, 1998, income of individuals from the transfer of shares of listed companies is exempt from individual income tax. In addition, on December 31, 2009, the Ministry of Finance, the State Administration of Taxation, and the China Securities Regulatory Commission jointly issued the Notice on Issues Concerning the Levying of Individual Income Tax on Income Derived by Individuals from Transfer of Restricted Shares of Listed Companies (Caishui [2009] No. 167), which stipulates that income derived by individuals from the transfer of shares listed on certain domestic exchanges continues to be exempt from individual income tax, with the exception of shares subject to selling restrictions as defined in the Supplementary Notice on Issues Concerning the Levying of Individual Income Tax on Income Derived by Individuals from Transfer of Restricted Shares of Listed Companies (Caishui [2010] No. 70). As of the Latest Practicable Date, the above regulations do not explicitly provide that individual income tax is required to be levied on non-Chinese resident individuals selling shares of Chinese resident enterprises listed on overseas securities exchanges.

If Chinese mainland income tax is imposed on gains realized from the transfer of our H Shares or on dividends paid to our non-Chinese mainland resident [REDACTED], the [REDACTED] value of your investment in our H Shares may be adversely affected. Furthermore, shareholders whose jurisdiction of residence has a tax treaty or arrangement with mainland China may not necessarily be eligible for the benefits under such tax treaty or arrangement.

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RISK FACTORS

You may encounter difficulties in serving legal process on us or our directors or senior management, or in enforcing foreign judgments against them.

Most of our assets are located in China, and most of our directors and senior management reside in China and are Chinese residents. Due to the fact that cross-border service of process is generally cumbersome and time-consuming, [REDACTED] outside of mainland China may find it difficult to serve legal process on us or our management who reside in mainland China. We cannot guarantee that all judgments rendered by foreign courts will be recognized and enforced in mainland China, as whether a judgment will be recognized and enforced remains subject to case-by-case review by the relevant courts.

Risks Relating to [REDACTED]

We will be required to comply simultaneously with the listing and regulatory requirements of mainland China, Hong Kong, and Switzerland.

As our A Shares are listed on the ChiNext Market of the Shenzhen Stock Exchange, our GDRs are listed on the SIX Swiss Exchange, and our H Shares will be [REDACTED] on the Main Board of the Stock Exchange, we are required to comply with the listing rules (as applicable) and other applicable regulatory regimes of all three jurisdictions, unless a current exemption applies or an exemption has been obtained. As a result, we may incur additional costs and resources in continuously complying with the listing rules of all three jurisdictions.

The characteristics of the A Share and H Share markets may differ.

Our A Shares are listed and traded on the ChiNext Market of the Shenzhen Stock Exchange. Following [REDACTED], our A Shares will continue to be traded on the ChiNext Market of the Shenzhen Stock Exchange, while our H Shares will be [REDACTED] on the Main Board of the Stock Exchange. Under current PRC laws and regulations, our H Shares and A Shares are not interchangeable or substitutable without the approval of the relevant regulatory authorities, and there is no direct [REDACTED] or settlement between the H Share and A Share markets. Due to the different [REDACTED] characteristics of the H Share and A Share markets, the [REDACTED] volume, [REDACTED], and [REDACTED] base of the H Share and A Share markets differ, as do the levels of participation by retail and institutional [REDACTED]. Accordingly, the [REDACTED] performance of our H Shares and A Shares may not be comparable. Notwithstanding this, fluctuations in the price of our A Shares may have an adverse effect on our H Share [REDACTED], and vice versa. Given the different characteristics of the H Share and A Share markets, the historical price of our A Shares may not necessarily be reflective of the performance of our H Shares. Accordingly, you should not place undue reliance on the trading history of our A Shares when evaluating your [REDACTED] decision with respect to our H Shares.

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RISK FACTORS

You should not rely on any information published in connection with the listing of our A Shares on the ChiNext Market of the Shenzhen Stock Exchange or the listing of our GDRs on the SIX Swiss Exchange.

As our A Shares are listed on the ChiNext Market of the Shenzhen Stock Exchange, we have been complying with periodic reporting and other information disclosure requirements in mainland China. Our GDRs are listed on the SIX Swiss Exchange. Accordingly, we from time to time publicly disclose information relating to us on the Shenzhen Stock Exchange and the SIX Swiss Exchange or through other media designated by the CSRC, the Swiss Financial Market Supervisory Authority (FINMA), and other regulatory authorities. However, the information we disclose in connection with the A Share listing is determined in accordance with the regulatory requirements, industry standards, and market practices of the securities regulatory authorities in mainland China, and the information we disclose in connection with the GDR listing is determined in accordance with Swiss regulatory requirements, industry standards, and market practices, which differ from those applicable to [REDACTED]. The financial and operational information for the track record period disclosed on the Shenzhen Stock Exchange, the SIX Swiss Exchange, or through other media may not be directly comparable to the financial and operational information contained in this document. Accordingly, prospective purchasers of our H Shares should note that in making their [REDACTED] decision as to whether to purchase our H Shares, they should rely only on the financial, operational, and other information contained in this document. If you apply to purchase H Shares in the [REDACTED], you will be deemed to have agreed not to rely on any information other than that contained in this document and any formal announcements made by our Company in Hong Kong in connection with the [REDACTED].

There has been no prior public market for our H Shares, and an active [REDACTED] market for our H Shares may not develop or be maintained.

Prior to the [REDACTED], there has been no public market for our H Shares. We cannot assure you that an adequate [REDACTED] and [REDACTED] volume will develop and be maintained in the public market for our H Shares following the completion of the [REDACTED]. In addition, the [REDACTED] of our H Shares is the result of negotiations between the Overall Coordinators (for themselves and on behalf of the [REDACTED]) and our Company, and does not represent the [REDACTED] at which our H Shares will be traded following the completion of the [REDACTED]. If an active public market for our H Shares does not develop following the completion of the [REDACTED], the [REDACTED] and [REDACTED] of our H Shares may be materially and adversely affected.

The [REDACTED] and [REDACTED] of H Shares may be volatile.

The [REDACTED] and [REDACTED] volume of our H Shares may fluctuate significantly in response to various factors beyond our control, including the general conditions of the securities markets in Hong Kong and elsewhere in the world. The Stock Exchange and other securities markets have from time to time experienced significant [REDACTED] and large fluctuations in [REDACTED] volume that are unrelated to the operating performance of any particular company. The possibility of fluctuations in the [REDACTED] of our H Shares is not directly related to our business performance. The business, results of operations, and

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RISK FACTORS

market prices of other companies engaged in similar businesses may also affect the [REDACTED] and [REDACTED] volume of our H Shares. In addition to market and industry factors, the [REDACTED] and [REDACTED] volume of our H Shares may fluctuate significantly due to specific business reasons, such as our revenue, operating results, cash flows, investments, expenditures, relationships with partners, changes or activities of key personnel, actions taken by competitors, or regulatory developments. Furthermore, volatility in the [REDACTED] and [REDACTED] volume of H Shares may have a negative impact on our ability to raise funds through the issuance of additional equity securities in the future.

Fluctuations in the market price of A Shares may have a negative impact on the [REDACTED] of H Shares.

The [REDACTED] of H Shares may decline due to fluctuations in the price of A Shares. The trading price of A Shares is subject to market factors beyond our control, including overall market conditions, investor sentiment, and regulatory developments in China's capital markets. Any significant decline in the market price of A Shares may have a negative impact on the market's perception of us, and in turn may have a negative impact on the [REDACTED] of our H Shares.

The issuance of additional H Shares or other equity securities by us may result in additional dilution to shareholders.

As the [REDACTED] of our H Shares is higher than the combined net tangible asset value per share immediately prior to the [REDACTED], purchasers of our H Shares in the [REDACTED] may experience immediate dilution. The [REDACTED]-adjusted combined net tangible asset value per H Share held by our existing shareholders will increase. In order to raise additional funds, we may consider issuing additional H Shares or other equity securities in the future, which may result in further dilution to shareholders. In addition, if the [REDACTED] exercises the [REDACTED] or if we issue additional H Shares in the future to raise additional funds, the interests of H Share holders may be further diluted.

Future [REDACTED] or [REDACTED] in the [REDACTED] market or market expectations of such [REDACTED] of a large number of H Shares may have an adverse impact on the [REDACTED] price of our H Shares.

Following the completion of the [REDACTED], future [REDACTED] of a large number of H Shares or other securities relating to H Shares in the public market, or the market's perception that such [REDACTED] may occur, could have an adverse effect on the [REDACTED] of H Shares and our ability to raise future capital at a favorable time and at favorable [REDACTED]. We cannot predict the effect that future [REDACTED] or market expectations of [REDACTED] of a large number of H Shares in the [REDACTED] market may have on the [REDACTED] of our H Shares.

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RISK FACTORS

Our historical dividends may not be indicative of our future dividend policy, and we cannot assure you whether or when dividends will be declared and paid in the future.

We have declared dividends in the past. However, our Company does not guarantee that any dividend of any amount will be declared or distributed in any future year. Under applicable PRC laws and regulations, the payment of dividends may be subject to certain restrictions, and profits calculated under the PRC Accounting Standards for Business Enterprises may differ in certain respects from profits calculated under International Financial Reporting Standards. The declaration, payment, and amount of any future dividends will be determined at the discretion of the Board after taking into account various factors, including but not limited to our operating results, financial condition, cash flows, capital expenditure requirements, market conditions, our strategic plans and business development prospects, regulatory restrictions on the payment of dividends, and other factors the Board deems relevant, and are subject to approval at a general meeting of shareholders. Any declaration and payment of dividends and the amount of dividends will be subject to our constitutional documents and applicable PRC laws and regulations. Please refer to "Financial Information — Dividends" for details. Dividends may not be declared or paid except from profits and reserves lawfully available for distribution. Our historical dividends should not be regarded as an indicator of our future dividend policy.

We face risks associated with potential spin-offs.

In light of our business presence across multiple jurisdictions and markets and our cultivation of new business formats, we regularly evaluate strategic opportunities to enhance shareholder value, including (among other things) spin-offs of subsidiaries. Such evaluations are subject to factors including market conditions, financing requirements, subsidiary development, and regulatory approvals. Although we have not yet formulated specific plans, we cannot rule out the possibility of conducting a spin-off within three years following the [REDACTED] if such action is consistent with our strategic objectives. Furthermore, given that we have been listed on the A Share market for an extended period since 2011, we will need to maintain flexibility for potential spin-offs within three years following the [REDACTED], which may require applying for and obtaining further waivers from the Stock Exchange.

A spin-off would allow our subsidiaries to access capital markets directly, potentially obtaining incremental funding to accelerate their growth. Although such transactions are intended to unlock intrinsic value, enhance competitive positioning, and optimize operational efficiency, there is no assurance that such objectives will be fully realized. Significant risks associated with spin-offs may still include unexpected costs (such as spin-off-related expenditures or restructuring costs, if any), operational complexities arising from organizational separation, potential disruption to the Group's integrated business model and synergies, and uncertainties regarding the performance trajectory of the spun-off entities (including their ability to maintain competitive positioning). If a spun-off entity encounters operational challenges or financial difficulties, this may have an adverse impact on the Group's strategic objectives and corporate reputation. In the event that any proposed spin-off is undertaken, we will ensure that comprehensive disclosure is provided to shareholders and that all necessary regulatory and shareholder approvals are obtained in accordance with applicable rules and regulations. We will also implement appropriate strategies and measures to mitigate risks, thereby maintaining operational cohesion and strategic coherence across the organization.

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RISK FACTORS

We cannot guarantee the accuracy of facts, forecasts, and other statistical data from official government sources contained in this document.

Certain facts and other statistical data contained in this document, in particular those relating to the overall economy and the industry in which we operate, are derived from various public sources, industry associations, independent research institutions, and information provided by other third parties, including a report commissioned by us from China Insights Consultancy (灼識諮詢). Certain facts, forecasts, and other statistical data contained in this document are derived from various official government sources. However, our Directors cannot guarantee the quality and reliability of such source materials. We believe that the sources of the above information are appropriate sources for such information, and we have exercised reasonable care in extracting and reproducing such information. We have no reason to believe that such information is false or misleading, or that any facts have been omitted that would make such information false or misleading. However, none of us, the Joint Sponsors, the Overall Coordinators, the [REDACTED], the [REDACTED], the [REDACTED], the [REDACTED], the [REDACTED], or any of their respective affiliates or advisors has independently verified the information sourced from official government sources, and accordingly we make no representation as to the accuracy of such facts and statistical data. Furthermore, we cannot assure you that the basis on which such information is stated or compiled is consistent with or as accurate as similar statistical data presented elsewhere. In all circumstances, you should carefully consider the degree of reliance to be placed on the relevant facts or statistical data.

The forward-looking statements contained in this document are subject to risks and uncertainties.

This document contains forward-looking statements regarding our business strategy, operational efficiency, competitive position, growth opportunities in existing operations, management plans and objectives, certain pro forma information, and other matters. Words and expressions such as "aims," "anticipates," "believes," "may," "forecasts," "potential," "continues," "expects," "intends," "perhaps," "able to," "plans," "seeks," "will," "would," "should," and their negatives and other similar expressions are used to identify certain forward-looking statements. These forward-looking statements, including but not limited to those relating to our future business prospects, capital expenditures, cash flows, working capital, liquidity, and capital resources, are estimates reflecting the best judgment of our Directors and management, and involve risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Accordingly, these forward-looking statements should be considered in light of various important factors, including those set out in this section. As such, these statements are not guarantees of future performance and [REDACTED] should not place undue reliance on them.

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RISK FACTORS

You should read this document in its entirety and should rely only on the information contained in this document when making your [REDACTED] decision. We caution you not to rely on any information in news articles or other media reports concerning us or the [REDACTED].

We strongly caution [REDACTED] not to rely on any information contained in news reports or other media concerning us, our shares, and the [REDACTED]. Prior to the publication of this document, there has been news and media coverage of the [REDACTED] and us. Such news and media reports may quote certain information that does not appear in this document, including certain operational and financial data, forecasts, valuations, and other information. We have not authorized the disclosure of any such information in the news or media, and we accept no responsibility for the accuracy or completeness of any such news or media reports or any such information or publications. We make no representation as to the appropriateness, accuracy, completeness, or reliability of any such information or publications. If any such information is inconsistent with or conflicts with the information contained in this document, we accept no responsibility therefor, and our [REDACTED] should not rely on such information.

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WAIVERS AND EXEMPTIONS

In preparation for the [REDACTED], we have sought waivers from strict compliance with the relevant provisions of the Listing Rules and exemptions from compliance with the Companies (Winding Up and Miscellaneous Provisions) Ordinance in the following respects:

| Rule | Subject Matter | |---|---| | Listing Rules Rules 8.12 and 19A.15 | Residency of management personnel in Hong Kong | | Listing Rules Rules 3.28 and 8.17 | Appointment of Joint Company Secretary | | Paragraphs 26 and 29(1) of Appendix D1A to the Listing Rules | Details of information on our subsidiaries |

Companies (Winding Up and Miscellaneous Provisions) Ordinance Schedule 3, Paragraph 29 . . . . . . . . . . . . . . . . . . Practice Note 15, Paragraph 3(b) . . . . . . . . . .

Three-Year Restriction on Spin-offs

Listing Rules Rule 17.02(1)(b) and Appendix D1A

Disclosure Requirements Regarding Unexercised Share Options

Paragraph 27 and Companies (Winding Up and Miscellaneous Provisions) Ordinance Schedule 3, Part I, Paragraph 10 . . . . . . . . . . Listing Rules Rule 4.04(2) and

Businesses Acquired After the Track Record Period

Rule 4.04(4)(a) . . . . . . . . . . . . . . . .

[Redacted]

**Waiver Regarding Management Residing in Hong Kong**

Under Rule 8.12 of the Listing Rules, the Company is required to have a sufficient management presence in Hong Kong. This generally means that we are required to have at least two executive directors ordinarily resident in Hong Kong. Rule 19A.15 of the Listing Rules further provides that, among other considerations, the Stock Exchange may grant a waiver from compliance with Rule 8.12 of the Listing Rules having regard to the arrangements we have made to maintain regular communication with the Stock Exchange of Hong Kong.

Our headquarters is located in China, and the majority of the Group's business operations and assets are managed and carried out in China. Our executive directors are ordinarily resident in China and play a crucial role in the Company's business operations. It is in our best interest that they remain at the locations where the Group has significant operations. We consider that arranging for two

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

executive directors to be ordinarily resident in Hong Kong (whether by relocating our existing executive directors or by appointing additional executive directors) would be practically difficult and commercially unreasonable. Accordingly, the Company currently does not have, and does not intend to have in the foreseeable future, a sufficient management presence in Hong Kong to comply with Rule 8.12 of the Listing Rules.

Therefore, pursuant to Rule 19A.15 of the Listing Rules, we have applied to, and the Stock Exchange [has] granted to us, a waiver from strict compliance with Rules 8.12 and 19A.15 of the Listing Rules, subject to the following conditions:

(a) We have appointed our executive directors Mr. Wang Wei and Mr. Zeng Di ("**Mr. Zeng**") as our authorised representatives (the "**Authorised Representatives**") pursuant to Rule 3.05 of the Listing Rules. The Authorised Representatives will act as the principal channel of communication between the Company and the Stock Exchange of Hong Kong. The Authorised Representatives can be contacted by telephone and email at all times to promptly deal with enquiries from the Stock Exchange of Hong Kong, and can meet with the Stock Exchange of Hong Kong within a reasonable time upon request to discuss any matter. The Company has provided the Stock Exchange with the contact details of the Authorised Representatives and will promptly notify the Stock Exchange of any change to the Authorised Representatives;

(b) In the event that the Stock Exchange of Hong Kong wishes to contact any director on any matter, each Authorised Representative will have all necessary means to promptly contact all directors (including independent non-executive directors) and the senior management team at all times. In the event of any change to the Authorised Representatives, the Company will also promptly notify the Stock Exchange of Hong Kong. We have provided the Stock Exchange of Hong Kong with the contact details of all directors (i.e. mobile phone numbers, office telephone numbers, email addresses and fax numbers (where applicable)) to facilitate communication with the Stock Exchange of Hong Kong. In the event that any director expects to be travelling or otherwise away from their office, the director will also provide the Authorised Representative with a telephone number at their place of residence;

(c) All directors who are not ordinarily resident in Hong Kong hold or are able to apply for valid travel documents to visit Hong Kong and can meet with the Stock Exchange of Hong Kong within a reasonable time;

(d) We have appointed Somerley Capital Limited as our compliance adviser pursuant to Rule 3A.19 of the Listing Rules after [Redacted] for a term commencing from [Redacted] until the date on which we publish our financial results for the first full financial year commencing after [Redacted] in compliance with Rule 13.46 of the Listing Rules. The compliance adviser may contact our Authorised

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

Representatives, directors and members of senior management at all times, and when the Authorised Representatives cannot be reached, the compliance adviser will serve as an additional channel of communication with the Stock Exchange of Hong Kong. We have provided the Stock Exchange of Hong Kong with the detailed contact information of the compliance adviser;

(e) The Authorised Representatives, directors and other senior officers of the Company will provide the compliance adviser on a timely basis with such information and assistance as the compliance adviser may reasonably require in order to discharge the compliance adviser's duties as set out in Chapter 3A of the Listing Rules. There will be adequate and effective means of communication between the Company, the Authorised Representatives, the directors and other senior officers of the Company and the compliance adviser, and to the extent reasonably practicable, we will keep the compliance adviser informed of all communications and correspondence between the Stock Exchange of Hong Kong and us. Meetings between the Stock Exchange of Hong Kong and directors may be arranged through the Authorised Representatives or the compliance adviser, or directly with the directors within a reasonable time. We will notify the Stock Exchange of Hong Kong as soon as practicable of any changes to the Authorised Representatives and/or the compliance adviser; and

(f) The Company has designated a staff member at the Company's headquarters after [Redacted] to be responsible for maintaining day-to-day communication with the Authorised Representatives and the Company's professional advisers in Hong Kong (including our legal advisers and compliance adviser in Hong Kong), so as to be kept informed of any communications and/or enquiries from the Stock Exchange of Hong Kong on a timely basis and to report to the executive directors, thereby further facilitating communication between the Stock Exchange of Hong Kong and the Company.

**Waiver Regarding Appointment of Joint Company Secretaries**

Under Rules 3.28 and 8.17 of the Listing Rules, we are required to appoint a company secretary who is a person whom the Stock Exchange of Hong Kong considers to be capable of discharging the functions of company secretary by reason of their academic or professional qualifications or relevant experience.

Pursuant to Note 1 to Rule 3.28 of the Listing Rules, the Stock Exchange of Hong Kong accepts the following as recognised academic or professional qualifications:

(a) membership of the Hong Kong Chartered Governance Institute;

(b) a solicitor or barrister as defined in the Legal Practitioners Ordinance (Chapter 159 of the Laws of Hong Kong); and

(c) a certified public accountant as defined in the Professional Accountants Ordinance (Chapter 50 of the Laws of Hong Kong).

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

Note 2 to Rule 3.28 of the Listing Rules further provides that in assessing whether a person has "relevant experience," the Stock Exchange of Hong Kong will consider the following:

(a) the period of employment with the issuer and other issuers and the roles played;

(b) the person's familiarity with the Listing Rules and other relevant laws and regulations, including the Securities and Futures Ordinance, the Companies Ordinance, the Companies (Winding Up and Miscellaneous Provisions) Ordinance and the Takeovers Code;

(c) whether the person has attended and/or will attend relevant training in addition to the minimum requirements set out in Rule 3.29 of the Listing Rules; and

(d) the person's professional qualifications in other jurisdictions.

The Company has appointed Mr. Zeng, our executive director, deputy general manager and board secretary, as one of the joint company secretaries. The Company considers that the appointment of Mr. Zeng as a joint company secretary will be in the best interests of the Company and the corporate governance of the Group. Mr. Zeng joined the Group in March 2016 and has extensive experience and is familiar with the Company's compliance matters, capital operations, investor relations management and corporate governance. Mr. Zeng has the necessary access to the board of directors and maintains a close working relationship with the Company's management to discharge the duties of joint company secretary and to take necessary actions in the most effective and efficient manner. However, Mr. Zeng currently does not possess any of the qualifications required under Rules 3.28 and 8.17 of the Listing Rules and may not, on a personal basis, be able to satisfy the requirements of the Listing Rules. Accordingly, we have appointed Ms. Chan Pui-Ching ("**Ms. Chan**"), a member of the Hong Kong Chartered Governance Institute and the Chartered Governance Institute of the United Kingdom, as the other joint company secretary, who fully satisfies the requirements of Rules 3.28 and 8.17 of the Listing Rules. Ms. Chan will provide assistance to Mr. Zeng during the first three-year period commencing from [Redacted] to enable Mr. Zeng to acquire the "relevant experience" as required under Note 2 to Rule 3.28 of the Listing Rules so as to fully satisfy the requirements set out in Rules 3.28 and 8.17 of the Listing Rules.

Since Mr. Zeng does not possess the formal qualifications required for a company secretary under Rule 3.28 of the Listing Rules, we have applied to, and the Stock Exchange of Hong Kong [has granted], a waiver from strict compliance with Rules 3.28 and 8.17 of the Listing Rules, thereby enabling Mr. Zeng to be appointed as a joint company secretary of the Company. Pursuant to paragraph 13 of Chapter 3.10 of the Guide for New Listing Applicants, the waiver applies for a specified period (the "**Waiver Period**") subject to the following conditions: (i) the proposed company secretary must be assisted during the Waiver Period by a person who is appointed as a joint company secretary and possesses the qualifications or experience required under Rule 3.28 of the Listing Rules; and (ii) the waiver may be revoked if the applicant commits a serious breach of the Listing Rules. The waiver

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

is valid for the first three-year period commencing from [Redacted] and is granted on the condition that: Ms. Chan will work closely with Mr. Zeng to jointly discharge the duties and responsibilities of company secretary and to assist Mr. Zeng in acquiring the relevant experience required under Rules 3.28 and 8.17 of the Listing Rules. Ms. Chan will also assist Mr. Zeng in organising the Company's board meetings and general meetings, as well as other matters of the Company consistent with the duties of the company secretary. It is expected that Ms. Chan will work closely with Mr. Zeng and maintain regular contact with Mr. Zeng, the directors and the senior management of the Company. If, during the three-year period after [Redacted], Ms. Chan ceases to provide assistance to Mr. Zeng as a joint company secretary, or if the Company commits a serious breach of the Listing Rules, the waiver will be immediately revoked. In addition, during the three-year period commencing from [Redacted], Mr. Zeng will comply with the requirement under Rule 3.29 of the Listing Rules to attend professional training each year and will enhance his understanding of the Listing Rules. Mr. Zeng may also obtain assistance from (a) the Company's compliance adviser (particularly in relation to compliance with the Listing Rules); and (b) the Company's Hong Kong legal advisers, in respect of the Company's ongoing compliance obligations under the Listing Rules and applicable laws and regulations.

Prior to the expiry of the first three-year period, Mr. Zeng's qualifications will be re-assessed to determine whether he satisfies the requirements of Rules 3.28 and 8.17 of the Listing Rules. We will demonstrate that, having benefited from Ms. Chan's assistance during the past three-year period, Mr. Zeng has acquired the requisite skills to perform the duties of company secretary and the relevant experience referred to in Note 2 to Rule 3.28 of the Listing Rules, such that no further waiver is required.

**Waiver Regarding Information on Our Subsidiaries**

Paragraph 26 of Appendix D1A to the Listing Rules requires this document to contain details of any changes in the share capital of any member of the Group within the two years immediately preceding the publication of this document.

Paragraph 29(1) of Appendix D1A to the Listing Rules and Paragraph 29 of Schedule 3 to the Companies (Winding Up and Miscellaneous Provisions) Ordinance require this document to include information in respect of each company regarding its name, date and place of incorporation, public or private status and general nature of business, issued share capital and the proportion held or proposed to be held, where such companies (a) are or are proposed to be wholly or partly owned by the Company, or (b) contribute or will contribute materially to the figures contained in the accountants' report or the Company's next financial statements.

As at 30 September 2025, we have more than 200 subsidiaries worldwide. Disclosing the required information in respect of all subsidiaries would impose an excessive burden on us, as the Company would need to incur additional costs and devote additional resources in preparing and verifying the relevant disclosure, and such data would not be material or meaningful for [Redacted]. Non-disclosure of such data will not prejudice the interests of shareholders or prospective [Redacted].

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

We have identified 18 subsidiaries that we consider to be significant to our operations and/or to have made material contributions to our financial performance during the track record period (collectively the "**Principal Subsidiaries**" and each a "**Principal Subsidiary**"). During the track record period, none of the non-Principal Subsidiaries individually contributed 5% or more of the Company's total assets, net assets, total revenue or total net profit, or held any key assets and intellectual property, proprietary technology or licences that are material to the Group.

By way of illustration, before inter-company eliminations, the total assets of the Company and its Principal Subsidiaries accounted for approximately 158%, 153%, 153% and 150% of our total assets as at 31 December 2022, 2023 and 2024 and 30 September 2025, respectively. For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025, (i) the net assets of the Company and its Principal Subsidiaries accounted for approximately 194%, 181%, 191% and 192% of our total net assets, respectively; (ii) the total revenue of the Company and its Principal Subsidiaries accounted for approximately 142%, 144%, 148% and 153% of our total revenue, respectively; and (iii) the total net profit of the Company and its Principal Subsidiaries accounted for approximately 83%, 84%, 82% and 71% of the Group's total net profit, respectively.

None of the other non-Principal Subsidiaries of the Company individually accounted for 5% or more of the Group's total assets, net assets, revenue or net profit as at 31 December 2022, 2023 or 2024 and 30 September 2025 or for the years ended 31 December 2022, 2023 or 2024 and the nine months ended 30 September 2025. Accordingly, the remaining subsidiaries of the Group that are not Principal Subsidiaries are not material to the Group's overall performance.

After inter-company eliminations, the total assets of the Company and its Principal Subsidiaries accounted for approximately 92%, 81%, 84% and 85% of our total assets as at 31 December 2022, 2023 and 2024 and 30 September 2025, respectively. For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025, (i) the net assets of the Company and its Principal Subsidiaries accounted for approximately 109%, 102%, 103% and 102% of our total net assets, respectively; (ii) the total revenue of the Company and its Principal Subsidiaries accounted for approximately 92%, 76%, 87% and 86% of our total revenue, respectively; and (iii) the total net profit of the Company and its Principal Subsidiaries accounted for approximately 83%, 82%, 83% and 70% of the Group's total net profit, respectively.

We have disclosed details of the changes in share capital of the Company and the Principal Subsidiaries in the section headed "Statutory and General Information — Further Information About the Group — Changes in Share Capital of Our Principal Subsidiaries" in Appendix IV to this document.

We have applied to, and the Stock Exchange [has granted], a waiver from strict compliance with Paragraph 26 of Appendix D1A to the Listing Rules regarding disclosure of details of any changes in the share capital of any member of the Group within the two years immediately preceding the publication of this document.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

**Waivers and Exemptions**

We have applied for and [have] obtained from the Securities and Futures Commission an exemption from strict compliance with Paragraph 29 of Schedule 3 to the Companies (Winding Up and Miscellaneous Provisions) Ordinance regarding the disclosure of information on our non-Principal Subsidiaries as required under Paragraph 29 of Schedule 3 to the Companies (Winding Up and Miscellaneous Provisions) Ordinance.

The exemption granted by the Securities and Futures Commission is subject to the conditions that: (i) the details of the exemption have been disclosed in this document; and (ii) this document will be published on or before [Redacted].

Exemption from Strict Compliance with Practice Note 15 and the Three-Year Restriction on Spin-offs

Paragraph 3(b) of Practice Note 15 to the Hong Kong Listing Rules ("Practice Note 15") provides that, given that the original listing approval of an issuer was based on the issuer's business mix at the time of listing, and that investors would at that time have expected the issuer to continue developing such businesses, the Listing Committee will generally not consider a spin-off listing application submitted by an issuer with less than three years of listing on The Stock Exchange of Hong Kong Limited or elsewhere for the purpose of separately listing all or part of the existing group's assets or businesses (the "Three-Year Spin-off Restriction").

Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) is a subsidiary of the Company engaged in the research and development, production and sale of power-type batteries. After many years of development, the Group has ranked among the top ten power-type battery manufacturers in the world by shipment volume in 2024. As disclosed in this document, the Company's power-type batteries have achieved growth. During the track record period, the Company recorded revenue from external customers attributable to power-type batteries of approximately RMB12.7 billion (人民幣127億元), RMB10.8 billion (人民幣108億元), RMB15.1 billion (人民幣151億元) and RMB12.4 billion (人民幣124億元) for the three years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025, respectively, representing approximately 24.3%, 22.6%, 27.0% and 28.4% of our total revenue, respectively. For the three years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025, the Company achieved gross profit from power-type batteries of approximately RMB1.0 billion (人民幣10億元), RMB1.0 billion (人民幣10億元), RMB1.3 billion (人民幣13億元) and RMB1.7 billion (人民幣17億元), representing approximately 8.0%, 9.2%, 8.8% and 13.6% of our total revenue, respectively. As at 31 December 2022, 31 December 2023, 31 December 2024 and 30 September 2025, the assets of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) amounted to RMB34,002 million (人民幣34,002百萬元), RMB38,904 million (人民幣38,904百萬元), RMB42,217 million (人民幣42,217百萬元) and RMB46,986 million (人民幣46,986百萬元), representing approximately 45.6%, 49.1%, 48.3% and 46.8% of our total assets, respectively. Please refer to the sections headed "Business" and "Financial Information" in this document for further details.

Taking into account the current market conditions of power-type batteries and the Group's strategic development, as at the Latest Practicable Date, Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) has been operating as an independent business unit with an independent management team. If Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) were to become an independently listed company, it would enhance its corporate profile, thereby strengthening its ability to attract strategic investors.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

On 15 October 2023, CITIC Securities Co., Ltd. (中信証券股份有限公司) entered into a listing guidance agreement with Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) in connection with its A-share listing application. The Company is expected to continue to consolidate Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) after the Proposed Spin-off (as defined below). As at the Latest Practicable Date, the listing venue, timetable and offer size of the Proposed Spin-off remain uncertain and may be subject to material changes in the future.

Having considered (among other things) the size of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) as described above and its clear distinction from the Company's other businesses in terms of product offerings, manufacturing processes and management, the Company intends to retain the possibility of spinning off Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) within three years of [REDACTED] (the "Proposed Spin-off"). Following the Proposed Spin-off, the Remaining Group will continue to operate the Company's other businesses.

The Company has applied to the Stock Exchange for a waiver from strict compliance with the Three-Year Spin-off Restriction under paragraph 3(b) of Practice Note 15 on the following grounds:

(a) Full compliance with Practice Note 15: Save for the Three-Year Spin-off Restriction, the Proposed Spin-off will, at the time of the spin-off, fully comply with all other applicable requirements under the Hong Kong Listing Rules, including but not limited to (i) the Remaining Group retaining sufficient business operations and assets of sufficient value to support its independent listing status following the spin-off, (ii) a clear delineation of businesses between the Remaining Group and the Spun-off Group, (iii) the independence of the Spun-off Group in terms of its directors and management, administration, business operations, financing and treasury functions, and (iv) announcement or shareholder approval procedures (if applicable). The Company will demonstrate such compliance if the Proposed Spin-off proceeds.

(b) No material adverse impact on the Group's overall performance: Given the scale of the Group's operations, the Group will retain the substantial majority of its business operations following the completion of the Proposed Spin-off, and the Remaining Group is expected to continue to satisfy the requirements under Rule 8.05 of the Listing Rules. Furthermore, Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) is clearly distinguished from the other businesses in terms of product offerings, manufacturing processes and management. Accordingly, the Proposed Spin-off will not have any material adverse impact on the Group's operation of its remaining businesses.

(c) In the interests of shareholders: The Company believes that the Proposed Spin-off will better reflect the value of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) on its own merits and improve its operational and financial transparency, whereby [REDACTED] will be able to clearly separate the performance and potential of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) from the remaining businesses of the Group, and independently appraise and assess the performance and potential of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技). As the listing will enhance the profile of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技)

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

and enable it to have direct and independent access to equity and debt capital markets, the Proposed Spin-off is expected to enhance the value of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技). In addition, the Proposed Spin-off will facilitate the Company in establishing a dedicated equity incentive scheme for the management of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技). Therefore, proceeding with the Proposed Spin-off is in the overall interests of the shareholders and the Company.

(d) No material adverse impact: There is no material adverse impact on the expectations of [REDACTED] at the time of [REDACTED]. Following the Proposed Spin-off, [REDACTED] are expected to continue to benefit from the growth of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) through preferential offerings, and Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) is expected to remain a subsidiary of the Group. Furthermore, as stated above, the impact of the Proposed Spin-off on the overall business performance and financial condition is not expected to be material to the Group as a whole. At the time of [REDACTED], given that the Company has not formulated any specific plans regarding the timetable and offer size of the Proposed Spin-off, the impact of [REDACTED]'s expectations of the Proposed Spin-off on [REDACTED] should be minimal.

(e) Measures to safeguard shareholders' interests: The following measures will be implemented to safeguard shareholders' interests:

(i) The Directors owe fiduciary duties to the Company, including the duty to act in good faith and in the best interests of shareholders. Accordingly, the Directors will only proceed with the Proposed Spin-off where there is a clear commercial benefit to both the Company and Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技). If the Directors consider that the Proposed Spin-off will have an adverse impact on the overall interests of the Company and its shareholders, they will not direct the Company to proceed with the Proposed Spin-off;

(ii) The grant of a waiver from strict compliance with the Three-Year Spin-off Restriction does not exempt the requirement to obtain the Stock Exchange's approval for the Proposed Spin-off, which approval will be assessed by reference to the actual facts at the time the spin-off application is submitted. The Proposed Spin-off will still be required to comply with the other requirements of Practice Note 15, including the Company independently satisfying the applicable [REDACTED] eligibility requirements;

(iii) The Company will provide shareholders with sufficient information to assess the impact of the Proposed Spin-off. Specifically, details of this waiver will be disclosed in the document, and the Company will also announce the details of the Proposed Spin-off in accordance with the Listing Rules (when the Proposed Spin-off proceeds). In addition, the Company will update its plans and the progress of the Proposed Spin-off in annual reports and interim reports following [REDACTED], so that shareholders will be regularly updated on the latest progress of the Proposed Spin-off; and

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

(iv) Following [REDACTED], the Company will comply with the applicable disclosure requirements and approval procedures under the Listing Rules, and will be required to comply with relevant PRC laws and regulations, including obtaining shareholder approval pursuant to the Rules Governing the Spin-off of Listed Companies (Trial) (《上市公司分拆規則（試行）》).

(f) Full disclosure of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) and the Proposed Spin-off: In addition to the information already disclosed in this document, details of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) (including its shareholding structure, business performance and financial information) and details of the Proposed Spin-off will also be disclosed in this document.

The Stock Exchange [has approved] the waiver sought by the Company from strict compliance with the Three-Year Spin-off Restriction under paragraph 3(b) of Practice Note 15, subject to the following conditions:

(a) Details of the waiver will be disclosed in this document;

(b) Details of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) will be disclosed in this document, including its principal scope of business and its revenue and net profit for the year ended 31 December 2024;

(c) The Company will announce the details of the Proposed Spin-off in accordance with the Hong Kong Listing Rules (when it proceeds);

(d) The Company will update the progress of the Proposed Spin-off in annual reports and interim reports within three years following [REDACTED];

(e) The Company will comply with the applicable requirements of the Hong Kong Listing Rules, including but not limited to complying with Chapters 14 and 14A of the Hong Kong Listing Rules in respect of the Proposed Spin-off; and

(f) The Proposed Spin-off will be required to comply with the requirements of Practice Note 15 (save for paragraph 3(b)), including the Company independently satisfying the applicable [REDACTED] eligibility requirements.

Exemption and Waiver in relation to the Share Incentive Scheme

Rule 17.02(1)(b) of the Listing Rules requires a listing applicant to, among other things, fully disclose in the prospectus details of all outstanding options and awards, their dilutive impact on the shareholding after listing and the impact on earnings per share of the shares to be issued in respect of such outstanding options or awards.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

Paragraph 27 of Appendix D1A to the Listing Rules requires a listing applicant to disclose, among other things, details of any options over the share capital of any member of the group, or an agreement to give such options conditionally or unconditionally, including the consideration for and the price and duration of such options, the name or names and address or addresses of the grantees, or an appropriate negative statement, provided that where the options have been granted or agreed to be granted to all shareholders or debenture holders or to any class of shareholders or debenture holders, or to employees under a share option scheme, it is sufficient to state that fact without giving the names and addresses of the grantees.

Pursuant to section 342(1)(b) of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, a prospectus must contain the matters specified in Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance.

Pursuant to paragraph 10 of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance, a prospectus must specify the number, description and amount of any shares or debentures of the company which any person has, or is entitled to be given, an option to subscribe for, together with the following particulars of the option: (a) the period during which it is exercisable; (b) the price to be paid for shares or debentures subscribed for under it; (c) the consideration (if any) given or to be given for it or for the right to it; and (d) the names and addresses of the persons to whom it or the right to it was given, or, if given to existing shareholders or debenture holders as such, the relevant shares or debentures as set out in the prospectus.

Paragraph 6 of Chapter 3.6 of the Listing Guidelines provides that the Stock Exchange will generally grant a waiver from disclosing the names and addresses of certain grantees in listing documents.

Paragraph 7 of Chapter 3.6 of the Listing Guidelines further provides that a waiver from the above requirements must at minimum satisfy the following conditions (the "Waiver Conditions"):

(a) Demonstrate that the disclosure required under the relevant Listing Rules is irrelevant or would create an undue burden.

(b) Disclose the following information in this document:

(i) For each grantee who is (1) a Director, (2) a member of senior management of the Company or (3) a connected person: all information required by paragraph 10(d) of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance, Rule 17.02(1)(b) of the Listing Rules and paragraph 27 of Appendix D1A to the Listing Rules;

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

(ii) For remaining grantees: disclose on an aggregate basis (1) the total number of grantees and the number of shares underlying the options; (2) the exercise period of each option; (3) the consideration paid for the options; and (4) the exercise price of the options; and

(iii) (1) The total number of shares to be issued to satisfy options granted under the [REDACTED] pre-[REDACTED] share incentive scheme; (2) such total number of shares as a percentage of the applicant's issued share capital; and (3) the dilutive effect and impact on earnings per share upon full exercise of the options under the [REDACTED] pre-[REDACTED] share incentive scheme.

(c) A list of all grantees under the pre-[REDACTED] share incentive scheme is made available for public inspection, containing all information required by paragraph 10(d) of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance, Rule 17.02(1)(b) of the Listing Rules and paragraph 27 of Appendix D1A to the Listing Rules.

As at the Latest Practicable Date, the total number of A shares subject to all outstanding options under the Share Incentive Scheme is 4,742,800 A shares granted to 688 grantees (being our employees), representing approximately [REDACTED]% of the Company's issued share capital immediately following the completion of [REDACTED] (assuming [REDACTED] are not exercised). Among the outstanding options, the options granted to one Director of the Group (Mr. Zeng Di (曾玓先生), who is a connected person at the Company level), one member of senior management (Mr. Liu Jie (劉傑先生)), 20 other connected persons (as defined below) and 666 other grantees (as defined below) relate to 32,000 A shares, 24,000 A shares, 501,200 A shares and 4,185,600 A shares, respectively. We will not grant further options under the Share Incentive Scheme following [REDACTED].

As at the Latest Practicable Date, the total number of A shares subject to all outstanding share awards under the Share Incentive Scheme is 7,099,629 A shares granted to 691 grantees (being our employees) (together with the option grantees, collectively referred to as "Grantees"), representing approximately [REDACTED]% of the Company's issued share capital immediately following the completion of [REDACTED] (assuming [REDACTED] are not exercised). Among the outstanding share awards, the share awards granted to two Directors (Dr. Xiao Guangyu (肖光昱博士) and Mr. Zeng Di (曾玓先生), both being connected persons of the Company), two members of senior management other than Directors (Mr. Liu Jie (劉傑先生) and Mr. Liang Rui (梁銳先生)), 22 other connected persons and 665 other grantees relate to 100,000 A shares, 95,000 A shares, 733,500 A shares and 6,171,129 A shares, respectively. We will not grant further share awards under the Share Incentive Scheme following [REDACTED].

In connection with the disclosure of certain details of the Share Incentive Scheme and the Grantees in this document, we have (i) applied to the Stock Exchange for a waiver from strict compliance with Rule 17.02(1)(b) and paragraph 27 of Appendix D1A to the Listing Rules; and (ii) applied to the SFC for a certificate of exemption pursuant to section 342A of the Companies (Winding Up and Miscellaneous Provisions) Ordinance to exempt strict compliance with paragraph 10(d) of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance, on the grounds that such exemptions will not prejudice the interests of [REDACTED] and that full compliance with the relevant disclosure requirements would create an undue burden on the Company, for the following reasons:

(a) Given that the outstanding options or share awards granted under the Share Incentive Scheme involve 688 and 691 grantees, respectively, the Directors consider that disclosing in this document full details of all options or share awards granted to each grantee would create an undue burden, which would substantially increase the costs and time required to compile information and prepare the document in strict compliance with such disclosure requirements, as the Company would need to collect and verify a large number of grantees' addresses in order to satisfy the disclosure requirements;

(b) Disclosing the personal details of each grantee (including their names, addresses and the number of options or share awards granted) may require the consent of all grantees in order to comply with personal data privacy laws and principles, and obtaining such consent would create an undue burden on the Company given the number of grantees;

(c) The grant and full vesting of options and share awards under the Share Incentive Scheme will not have any material adverse impact on the financial condition of the Group;

(d) As the aforesaid scheme is an A-share incentive scheme, no new H shares will be issued under the Share Incentive Scheme;

(e) The Directors consider that non-compliance with the above disclosure requirements will not prevent the Company from providing potential [REDACTED] with sufficient information to make an informed assessment of the activities, assets, liabilities, financial position, management and prospects of the Group;

(f) Full disclosure of the details of the Grantees (including their names and addresses) and the respective options and share awards granted to them would provide the Group's competitors with details of the remuneration of the Group's employees and facilitate their recruitment activities, which may consequently affect the Group's ability to recruit and retain valuable personnel;

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Exemptions and Waivers

(g) Material information in relation to the Share Incentive Scheme has been disclosed in "Appendix IV — Statutory and General Information — Share Incentive Scheme" to provide potential [REDACTED] with sufficient information to make an informed assessment of the potential dilutive impact of the options and share awards and their impact on earnings per share when making investment decisions, including:

(i) A summary of the terms of the Share Incentive Scheme;

(ii)

the total number of A Shares underlying unexercised share options and share awards, and the percentage of such number to the total issued shares of the Company;

(iii) the potential dilutive effect and impact on earnings per share upon full exercise of the share options and issuance of new shares pursuant to the share options immediately upon completion of the Global Offering;

(iv) details of the share options and share awards granted under the Share Incentive Plan, including the grant date, vesting period, purchase/exercise price, and the percentage of the total issued share capital of the Company upon completion of [REDACTED].

In light of the foregoing, our Directors consider that the grant of the waiver and exemption sought pursuant to such application and the non-disclosure of the required information will not impede potential [REDACTED] from making an informed assessment of the activities, assets and liabilities, financial position, management and prospects of the Group, nor will it prejudice the interests of [REDACTED].

In addition, the Company has further applied to the Stock Exchange for a waiver from strict compliance with the conditions of the waiver, so that the Company is not required to disclose on an individual basis the details of share options and share awards granted to other connected persons who are connected persons only at the subsidiary level (the "Other Connected Persons"). Given that the Other Connected Persons are connected persons only at the subsidiary level and are also management personnel of the subsidiaries, disclosure of the grant details of such persons would reveal sensitive information regarding our talent management strategies and remuneration policies, and would provide competitors with specific information that could be used to specifically poach our management personnel, which may in turn impair the Group's efforts in attracting and retaining key talent and affect the Group's business operations and development. Furthermore, the aggregate share options and share awards granted to the Other Connected Persons represent only an extremely small proportion of the total issued shares of the Company.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

WAIVERS AND EXEMPTIONS

The Stock Exchange [has] [granted] us a waiver from strict compliance with the disclosure requirements under Rule 17.02(1)(b) of the Listing Rules and paragraph 27 of Appendix D1A to the Listing Rules in respect of the share options and share awards granted under the Share Incentive Plan, subject to the following conditions:

(a) obtaining a certificate of exemption from the Securities and Futures Commission (the "SFC") from strict compliance with the relevant requirements of the Companies (Winding Up and Miscellaneous Provisions) Ordinance;

(b) disclosing in this document, on an individual basis, the details of the outstanding unexercised share options and share awards separately granted by the Company to each director, senior management or other connected persons of the Company (if any) under the Share Incentive Plan, including all details required under Rule 17.02(1)(b) of the Listing Rules, paragraph 27 of Appendix D1A to the Listing Rules and paragraph 10 of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance;

(c) in respect of share options and share awards granted by the Company to the Other Connected Persons and remaining grantees (the "Other Grantees") under the Share Incentive Plan, the following details will be disclosed on an aggregate basis in this document: (i) the number of Other Connected Persons and Other Grantees and the number of A Shares underlying the share options and share awards; (ii) the grant date, vesting period and the purchase/exercise price of the share options and share awards granted; and (iii) the percentage of the total issued share capital of the Company upon completion of [REDACTED] (assuming [REDACTED] is not exercised);

(d) the total number of A Shares underlying the outstanding unexercised share options and share awards as at the Latest Practicable Date and the percentage of such A Shares to the total issued share capital of the Company will be disclosed in this document;

(e) a summary of the principal terms of the Share Incentive Plan will be disclosed in the section headed "Appendix IV — Statutory and General Information — Share Incentive Plan" in this document;

(f) the dilutive effect and impact on earnings per share resulting from the full vesting of share awards and exercise of share options under the Share Incentive Plan upon completion of [REDACTED] (assuming [REDACTED] is not exercised) will be disclosed in "Appendix VI — Statutory and General Information — Share Incentive Plan" in this document;

(g) details of the waiver will be set out in this document; and

(h) the full list of grantees of outstanding unexercised share options and share awards in respect of A Shares under the Share Incentive Plan, containing all details required under Rule 17.02(1)(b) of the Listing Rules, will be available for public inspection pursuant to Appendix V to this document "Documents Delivered to the Registrar of Companies in Hong Kong and Available for Inspection — Documents Available for Inspection".

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

WAIVERS AND EXEMPTIONS

The SFC [has] [granted] us a certificate of exemption pursuant to section 342A of the Companies (Winding Up and Miscellaneous Provisions) Ordinance, exempting the Company from strict compliance with paragraph 10(d) of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance in respect of share options and share awards granted under the Share Incentive Plan, subject to the following conditions:

(a) disclosing in this document, on an individual basis, full details of the outstanding unexercised share options separately granted by the Company to each director and connected persons of the Company under the Share Incentive Plan, including all details required under paragraph 10 of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance;

(b) in respect of share options granted by the Company to the Other Connected Persons and the Other Grantees under the Share Incentive Plan, the following details will be disclosed on an aggregate basis in this document: (i) the number of Other Connected Persons and Other Grantees and the number of A Shares underlying the share options and share awards; (ii) the grant date, vesting period and the exercise price of the share options and share awards granted; and (iii) the percentage of the total issued share capital of the Company upon completion of [REDACTED] (assuming [REDACTED] is not exercised);

(c) the full list of grantees of outstanding unexercised share options in respect of A Shares under the Share Incentive Plan, containing all details required under paragraph 10 of Part I of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance, will be available for public inspection pursuant to Appendix V to this document "Documents Delivered to the Registrar of Companies in Hong Kong and Available for Inspection — Documents Available for Inspection";

(d) details of the exemption will be set out in this document; and

(e) this document will be published on or before [REDACTED].

Waiver in Relation to Businesses Acquired After the Track Record Period

Pursuant to Rules 4.04(2) and 4.04(4)(a) of the Listing Rules, the accountants' report contained in a listing document must include income statements and balance sheets of any business or subsidiary acquired, agreed to be acquired, or proposed to be acquired since the date to which the latest audited accounts have been made up for each of the three financial years immediately preceding the publication of the listing document by the issuer.

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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

WAIVERS AND EXEMPTIONS

Pursuant to note (4) to Rule 4.04(4) of the Listing Rules, the Stock Exchange may consider an application for a waiver from compliance with Rules 4.04(2) and 4.04(4) of the Listing Rules after taking into account the following factors:

(a) all applicable percentage ratios (as defined under Rule 14.04(9) of the Listing Rules) are below 5%, by reference to the most recent audited financial year during the track record period of the new applicant;

(b) if the acquisition will be funded from the proceeds of the public offering, the new applicant has obtained a certificate of exemption from the SFC from compliance with paragraphs 32 and 33 of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance; and

(c) (i) the principal business of the new applicant involves the acquisition of equity securities (if unlisted securities are acquired, the Stock Exchange may request further information), and the new applicant is unable to exercise any control over and has no material influence on the relevant companies or businesses in relation to Rules 4.04(2) and 4.04(4) of the Listing Rules, and has disclosed in its listing document the reasons for the acquisition, and confirmed that the counterparties and their respective ultimate beneficial owners are independent from the new applicant and its connected persons. For this purpose, "control" means the ability to exercise or control the exercise of 30% (or any amount that would trigger a mandatory general offer requirement under the Hong Kong Code on Takeovers and Mergers) or more of the voting rights at a general meeting; or the ability to control the composition of the majority of the board of directors of the relevant company or business; or

(ii) in the case of a new applicant's acquisition of businesses (including acquisition of associates and acquisition of equity interests in any company other than those described in sub-paragraph (i) above) or subsidiaries, the new applicant is unable to obtain historical financial information of the relevant business or subsidiary, and obtaining or preparing such financial information would impose an excessive burden; and the new applicant has disclosed in the listing document in respect of each acquisition the information required for an announcement of a notifiable transaction under Rules 14.58 and 14.60 of the Listing Rules. In this regard, whether an "excessive burden" is imposed on the new applicant will be assessed based on the specific circumstances of each new applicant (for example, why the financial information of the acquisition target cannot be obtained, and whether the new applicant or its controlling shareholder has sufficient control over and influence on the vendor to enable it to obtain the books and records of the acquisition target in order to comply with the disclosure requirements under Rules 4.04(2) and 4.04(4) of the Listing Rules).

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WAIVERS AND EXEMPTIONS

Background

Shenxiang Acquisition

On 17 October 2025, Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (深圳市前海弘盛創業投資服務有限公司) ("Qianhai Hongsheng"), a wholly-owned subsidiary of the Company, entered into a subscription agreement with, among others, an independent third party, Shenxiang Technology Co., Ltd. (深向科技股份有限公司) ("Shenxiang"), pursuant to which Qianhai Hongsheng agreed to subscribe for 1,049,225 shares of Shenxiang at an investment amount of approximately RMB50 million, representing approximately 0.76% of the total issued shares of Shenxiang upon completion of the subscription (the "Shenxiang Acquisition"). The total consideration payable by us in the Shenxiang Acquisition was determined after arm's length negotiations. The consideration was fully settled on 23 October 2025 using our internal funds.

Shenxiang is a global leader in new energy heavy trucks and intelligent road freight solutions. As at 30 June 2025, its total assets were approximately RMB3.9 billion (人民幣39億元); for the year ended 31 December 2024, its revenue and gross profit were approximately RMB2.0 billion (人民幣20億元) and RMB9.8 million (人民幣9.8百萬元), respectively.

The investment in Shenxiang will create further strategic synergies between the Group and Shenxiang. Specifically, we will engage in long-term cooperation with Shenxiang in the areas of new energy industry investment and core supply chain development, jointly developing purpose-built batteries for specific scenarios to achieve optimal integration of battery and vehicle performance, thereby enhancing product competitiveness. At the same time, the Company and Shenxiang will strengthen cooperation across the entire value chain of power battery production, including research and development of production lines, process technology, equipment procurement and production, and will establish a regular technology exchange mechanism to share the latest technical and market information.

Zhongwei Acquisition

On 5 November 2025, Sunwoda Treasury (Hong Kong) Co., Limited (欣旺達財資（香港）有限公司) ("Sunwoda Treasury"), a wholly-owned subsidiary of the Company, entered into a cornerstone investment agreement with, among others, an independent third party, CNGR Advanced Material Co., Ltd. (中偉新材料股份有限公司) ("CNGR"), a joint stock company incorporated in China whose shares are listed on the Shenzhen Stock Exchange (stock code: 300919) and the Stock Exchange (stock code: 2579), pursuant to which Sunwoda Treasury agreed to subscribe for 1,595,800 H shares of CNGR at an investment amount of approximately HK$55 million, representing approximately 0.15% of the total issued shares of CNGR upon completion of the global offering of CNGR (the "CNGR Cornerstone Investment"). On 14 November 2025, as an allocatee in the global offering of CNGR, Sunwoda Treasury was allocated 146,800 H shares of CNGR at a consideration of approximately HK$5 million, representing approximately

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WAIVERS AND EXEMPTIONS

0.01% of the total issued share capital of CNGR upon completion of the global offering of CNGR (the "CNGR Placement", and together with the CNGR Cornerstone Investment, the "CNGR Acquisition"). The total consideration payable by us in the CNGR Acquisition was determined by the final offer price of the global offering of CNGR. The CNGR Acquisition was fully settled on 17 November 2025 using our internal funds.

CNGR is a new energy materials company principally engaged in the research, development, production and sale of new energy battery materials, with a focus on precursor cathode active materials (pCAM) and new energy metal products. According to CNGR's prospectus, as at 30 June 2025, its total assets were approximately RMB30.5 billion (人民幣305億元); for the year ended 31 December 2024, its revenue and gross profit were approximately RMB40.2 billion (人民幣402億元) and RMB4.8 billion (人民幣48億元), respectively.

Jingxun Acquisition

On 29 December 2025, Sunwoda Treasury entered into a cornerstone investment agreement with, among others, an independent third party, Yunnan Jingxun Resources Co., Ltd. (雲南金潯資源股份有限公司) ("Jingxun"), a joint stock company incorporated in China whose shares are listed on the Stock Exchange (stock code: 3636), pursuant to which Sunwoda Treasury agreed to subscribe for 333,200 H shares of Jingxun at an investment amount of approximately HK$10 million, representing approximately 0.23% of the total issued shares of Jingxun upon completion of the global offering of Jingxun (the "Jingxun Cornerstone Investment"). On 8 January 2025, as an allocatee in the global offering of Jingxun, Sunwoda Treasury was allocated 333,000 H shares of Jingxun at a consideration of approximately HK$1 million, representing approximately 0.91% of the total issued share capital of Jingxun upon completion of the global offering of Jingxun (the "Jingxun Placement", and together with the Jingxun Cornerstone Investment, the "Jingxun Acquisition"). The total consideration payable by us in the Jingxun Acquisition was determined by the final offer price of the global offering of Jingxun. The Jingxun Acquisition was fully settled on 9 January 2026 using our internal funds.

Jingxun is a leading manufacturer of premium cathode copper, with significant operations in the Democratic Republic of Congo and Zambia. According to Jingxun's prospectus, as at 30 June 2025, its total assets were approximately RMB1.5 billion (人民幣15億元); for the year ended 31 December 2024, its revenue and gross profit were approximately RMB1.8 billion (人民幣18億元) and RMB367.7 million (人民幣367.7百萬元), respectively.

Reasons and Benefits

In order to expand our business, we have continuously acquired minority equity interests in and made investments in a number of investee companies during and after the track record period. The Company considers that the Shenxiang Acquisition, the CNGR Acquisition and the Jingxun Acquisition (the "Post-Track Record Period Acquisitions") will further enhance the strategic synergies between the Group and its business partners, and support the long-term business development of the Group.

The Directors consider that such investments were made on normal commercial terms, are fair and reasonable, and are in the interests of the Company and the shareholders as a whole.

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WAIVERS AND EXEMPTIONS

Conditions for Approval of the Waiver by the Stock Exchange

We have applied to the Stock Exchange on the following grounds, and the Stock Exchange [has] approved a waiver from strict compliance with Rules 4.04(2) and 4.04(4) of the Listing Rules in respect of the Post-Track Record Period Acquisitions:

(a) Not Material

Pursuant to Rule 14.04(9) of the Listing Rules, by reference to the most recent audited financial year during the track record period, all applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the Post-Track Record Period Acquisitions are below 5%. We consider that the Post-Track Record Period Acquisitions are not material to the overall operations of the Company, and therefore, a waiver from strict compliance with Rules 4.04(2) and 4.04(4) of the Listing Rules will not affect potential investors' assessment of our business and future prospects when considering an investment in the Company.

(b) Acquisition of Minority Interests Only and No Control

We will not be able to control the majority of the board of directors or the day-to-day management of Shenxiang, CNGR and Jingxun, and therefore they will not be regarded as our subsidiaries upon completion of the Post-Track Record Period Acquisitions. Accordingly, their financial information will not be consolidated into the Group's consolidated accounts.

(c) Impracticable and Excessive Burden

Apart from information available in the public domain, given that we will not have any control over Shenxiang, CNGR and Jingxun respectively, and we have no representation on, control over their respective boards of directors, nor the ability to consolidate the financials of Shenxiang, CNGR and Jingxun, the Company has no right to access the books and records of Shenxiang, CNGR and Jingxun for audit purposes.

As we will not have sufficient information to prepare historical financial information of Shenxiang, CNGR and Jingxun, it would be impracticable and excessively burdensome for us to prepare the information required under Rules 4.04(2) and 4.04(4)(a) of the Listing Rules for inclusion in this document.

(d) Disclosure of Alternative Information in This Document

We have provided in this document alternative information required for an announcement of a notifiable transaction under Chapter 14 of the Listing Rules in respect of the Post-Track Record Period Acquisitions, including (i) the reasons for entering into the Post-Track Record Period Acquisitions, (ii) details of the principal businesses of Shenxiang, CNGR and Jingxun, (iii) details of the counterparties to the Post-Track Record Period Acquisitions and confirmation that they are independent third parties, (iv) the consideration for the Post-Track Record Period Acquisitions and the manner of payment thereof, (v) the basis on which the consideration for the Post-Track Record Period Acquisitions was determined, and (vi) key financial information of Shenxiang, CNGR and Jingxun.

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WAIVERS AND EXEMPTIONS

[REDACTED]

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WAIVERS AND EXEMPTIONS

[REDACTED]

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WAIVERS AND EXEMPTIONS

[REDACTED]

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Exemptions and Waivers

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Exemptions and Waivers

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Information About This Document and [REDACTED]

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Information About This Document and [REDACTED]

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Information About This Document and [REDACTED]

[REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND IT SHOULD BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Information About This Document and [REDACTED]

[REDACTED]

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Directors and Parties Involved in [REDACTED] Directors | Name | Address | Nationality | |---|---|---| | **Executive Directors** | | | | Mr. Wang Wei (王威) | Room 10B, Block 8, Xiangyue Central Garden (香域中央花園), No. 66 Nongyuan Road, Futian District, Shenzhen, Guangdong, China | Chinese | | Dr. Xiao Guangyu (肖光昱) | Room 1801, Unit A, Block 2, Junhui Xintian Garden (君匯新天花園), Zhongxin Road, Nanshan District, Shenzhen, Guangdong, China | Chinese | | Mr. Zeng Di (曾玓) | Room 1610, Block D, Phase II, Zhongtai Yannan Mingting (中泰燕南名庭), Yannan Road, Huaqiangbei Street, Futian District, Shenzhen, Guangdong, China | Chinese | | **Non-Executive Directors** | | | | Mr. Zhou Xiaoxiong (周小雄) | Room A3, Floor 18, Tower 6, Yun Wui (雲匯), Tai Po, New Territories, Hong Kong | Chinese (Hong Kong) | | **Independent Non-Executive Directors** | | | | Dr. Wu Qiyou (吳崎右) | Room 408, Block 5, Hongxiang Garden (鴻翔花園), No. 68 Songyuan Road, Luohu District, Shenzhen, Guangdong, China | Chinese |

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Directors and Parties Involved in [REDACTED] | Name | Address | Nationality | |---|---|---| | Mr. Tang Xu (湯旭) | Room S8, Floor 15, Linfang II (連方II), No. 268 Hoi Tan Street, Sham Shui Po, Kowloon, Hong Kong | Chinese | | Dr. Zhang Jianjun (張建軍) | Room A306, Yifeng Garden (怡楓園), No. 45 Jingtian East Road, Futian District, Shenzhen, Guangdong, China | Chinese |

For further details regarding the Directors, please refer to the section headed "Directors and Senior Management."

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Directors and Parties Involved in [REDACTED] Parties Involved in [REDACTED]

| Role | Party | Address | |---|---|---| | Joint Sponsors (in no particular order) | Goldman Sachs (Asia) L.L.C. (高盛（亞洲）有限責任公司) | 68th Floor, Cheung Kong Center, 2 Queen's Road Central, Hong Kong | | | CITIC Securities (Hong Kong) Limited (中信證券（香港）有限公司) | 18th Floor, One Pacific Place, 88 Queensway, Hong Kong | | Overall Coordinators and [REDACTED] (in no particular order) | Goldman Sachs (Asia) L.L.C. (高盛（亞洲）有限責任公司) | 68th Floor, Cheung Kong Center, 2 Queen's Road Central, Hong Kong | | | CLSA Limited (中信里昂證券有限公司) | 18th Floor, One Pacific Place, 88 Queensway, Hong Kong | | Legal Advisers to the Company | As to Hong Kong and U.S. Laws: Davis Polk & Wardwell | 10th Floor, The Hong Kong Club Building, 3A Chater Road, Central, Hong Kong | | | As to PRC Laws: Guangdong Xinda Law Firm (廣東信達律師事務所) | Floors 11 and 12, Taiping Finance Tower (太平金融大廈), No. 6001 Yitian Road, Futian District, Shenzhen, Guangdong, China | | Legal Advisers to the Joint Sponsors and [REDACTED] | As to Hong Kong and U.S. Laws: Freshfields Bruckhaus Deringer (富而德律師事務所) | 55th Floor, One Island East, Taikoo Place, Quarry Bay, Hong Kong |

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Directors and Parties Involved in [REDACTED]

| Role | Party | Address | |---|---|---| | | As to PRC Laws: Jingtian & Gongcheng (競天公誠律師事務所) | 45th Floor, Jiahua Center (嘉華中心), No. 1010 Huaihai Middle Road, Xuhui District, Shanghai, China | | Reporting Accountants and Independent Auditors | UHY LLP (天健國際會計師事務所有限公司) Certified Public Accountants Registered Public Interest Entity Auditor | Rooms 1501–08, 15th Floor, Tai Yau Building (大有大廈), 181 Johnston Road, Wan Chai, Hong Kong | | Industry Consultant | CIC (灼識企業管理諮詢（上海）有限公司) | 10th Floor, Block B, Jingan International Center (靜安國際中心), No. 88 Puji Road, Jing'an District, Shanghai, China | | Compliance Adviser | Sansure Financing Holdings Limited (新百利融資控股有限公司) | 20th Floor, China Building (華人行), 29 Queen's Road Central, Hong Kong | | [REDACTED] | | |

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Corporate Information

| | | |---|---| | Registered Office, Headquarters and Principal Place of Business in China | Floors 1, 2 (Zones A–B), Zone D of Floor 2 to Floor 9, Integrated Building (綜合樓), No. 2 Longyao Road, Shilong Community, Shiyan Street, Bao'an District, Shenzhen, Guangdong, China | | Principal Place of Business in Hong Kong | Room 1919, 19th Floor, Lee Garden One (利園一期), No. 33 Hysan Avenue, Causeway Bay, Hong Kong | | Company Website | www.sunwoda.com (The information on this website does not form part of this document) | | Joint Company Secretaries | Mr. Zeng Di (曾玓) Floors 1, 2 (Zones A–B), Zone D of Floor 2 to Floor 9, Integrated Building (綜合樓), No. 2 Longyao Road, Shilong Community, Shiyan Street, Bao'an District, Shenzhen, Guangdong, China | | | Ms. Chan Pui-ching (陳佩貞) (Fellow of The Hong Kong Chartered Governance Institute and Fellow of The Chartered Governance Institute of the United Kingdom) Room 1919, 19th Floor, Lee Garden One (利園一期), No. 33 Hysan Avenue, Causeway Bay, Hong Kong |

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Corporate Information

| | | |---|---| | Authorised Representatives | Mr. Wang Wei (王威) Floors 1, 2 (Zones A–B), Zone D of Floor 2 to Floor 9, Integrated Building (綜合樓), No. 2 Longyao Road, Shilong Community, Shiyan Street, Bao'an District, Shenzhen, Guangdong, China | | | Mr. Zeng Di (曾玓) Floors 1, 2 (Zones A–B), Zone D of Floor 2 to Floor 9, Integrated Building (綜合樓), No. 2 Longyao Road, Shilong Community, Shiyan Street, Bao'an District, Shenzhen, Guangdong, China | | Audit Committee | Dr. Zhang Jianjun (張建軍) (Chairman) Mr. Tang Xu (湯旭) Mr. Zhou Xiaoxiong (周小雄) | | Nomination Committee | Mr. Tang Xu (湯旭) (Chairman) Dr. Wu Qiyou (吳崎右) Dr. Xiao Guangyu (肖光昱) | | Remuneration and Appraisal Committee | Dr. Wu Qiyou (吳崎右) (Chairman) Mr. Tang Xu (湯旭) Dr. Xiao Guangyu (肖光昱) | | Strategy and Sustainability Committee | Mr. Wang Wei (王威) (Chairman) Mr. Zhou Xiaoxiong (周小雄) Dr. Zhang Jianjun (張建軍) Mr. Zeng Di (曾玓) Dr. Wu Qiyou (吳崎右) |

[REDACTED]

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Corporate Information

| Principal Bankers | | |---|---| | Ping An Bank Shenzhen Shenda Branch (平安銀行深圳深大支行) | South side of the West Gate of Shenzhen University, Nanhai Avenue, Nanshan District, Shenzhen, Guangdong, China | | Bank of China Shenzhen Qiaoxiang Branch (中國銀行深圳僑香支行) | No. 1, Podium, Phase II, Zhenye Cuihai Garden (振業翠海花園二期裙樓), Qiaoxiang Road, Xiangmihu Street, Futian District, Shenzhen, Guangdong, China | | China Construction Bank Shenzhen Guanlan Branch (中國建設銀行深圳觀瀾支行) | No. 101 and 201, Dahe Road Commercial Building (大和路商務大廈), Guanhu Street, Longhua District, Shenzhen, Guangdong, China |

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Industry Overview

The information and statistics contained in this section and elsewhere in this document have been extracted from various official government publications, publicly available sources of market research and other sources from independent providers, as well as an independent industry report prepared by CIC (灼識企業管理諮詢（上海）有限公司, "CIC"). We commissioned CIC to prepare an independent industry report in relation to [REDACTED] (the "CIC Report"). Information from official government sources has not been independently verified by us, the Joint Sponsors, the Overall Coordinators, [REDACTED], [REDACTED], [REDACTED], [REDACTED], [REDACTED], any of their respective directors and advisers, or any other person or party involved in [REDACTED], and no representation is made as to its accuracy. Accordingly, information in this section from official government sources may not be accurate.

Overview of the Global Lithium-Ion Battery Industry

Driven by ongoing digitalization and the widespread adoption of intelligent technologies across all industries, global electricity demand has grown steadily, accelerating the demand for high-performance, portable, and distributed energy storage solutions.

Currently, the major battery technologies include lithium-ion batteries, lead-acid batteries, nickel-based secondary batteries, fuel cells, and sodium batteries. In consumer electronics and electric vehicles, traditional batteries (such as lead-acid and nickel-based secondary batteries) have been gradually replaced by lithium-ion batteries due to their limitations in energy density, cycle life, and environmental performance, although traditional batteries will continue to serve certain niche applications, such as automotive starter batteries, backup power sources, and energy storage systems for data centers. On the other hand, fuel cells and sodium batteries are still in the early stages of commercialization, with significant technological and cost barriers yet to be overcome. Among the various battery technologies, lithium-ion batteries have emerged as the dominant choice, primarily owing to their relatively high energy density, longer service life, and lower environmental impact. The table below provides a comparison among different battery technologies:

| | Lithium-Ion Battery | Lead-Acid Battery | Nickel-Based Secondary Battery | Fuel Cell | Sodium Battery | |---|---|---|---|---|---| | Energy Density | | | | | | | Cost Effectiveness | | | | | | | Service Life | | | | | | | Environmental Friendliness | | | | | | | High/Long → | | | | | Low/Short |

Source: CIC

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Industry Overview

With continued innovation and technological breakthroughs in batteries, the application boundaries of lithium-ion batteries are constantly expanding. Starting from traditional consumer electronics, their applications have progressively penetrated into smart wearable devices, smart home appliances, and various other consumer product categories that require portability and mobility. Leveraging their superior energy performance, lithium-ion batteries have become the mainstream power source for electric vehicles, facilitating the transformation of the automotive industry toward low-carbon and intelligent mobility. In the energy storage systems sector, lithium-ion batteries have enabled large-scale integration of renewable energy systems and continuous stable power supply.

In addition to the above major application scenarios, lithium-ion batteries are also empowering the evolution of the "re-electrification" trend — from power tools, personal mobility devices to household appliances and industrial equipment, an increasing number of electronic products are being equipped with batteries to enhance flexibility and ease of use.

Overview of the Global Consumer Battery Market

Overview of Consumer Batteries

Consumer batteries refer to lithium-ion batteries used in consumer electronics products, which is also the earliest core field in which lithium-ion batteries achieved commercial application. From mainstream product categories such as mobile phones, laptops, and tablets, to emerging smart devices such as TWS earphones, smart wearables, and service robots, the rapid iterative upgrading of consumer electronics products has increased the demand for lightweight battery design and extended battery life.

To meet these demands, lithium-ion batteries, with their superior overall performance, have gradually replaced traditional technologies such as nickel-cadmium and alkaline batteries. Lithium-ion batteries have a higher energy density, capable of providing longer battery life in a compact size, while also having a longer cycle life to maintain stable performance throughout the product lifecycle. With the continuous advancement of fast-charging technology, charging efficiency has been further improved, enhancing the overall user experience.

Furthermore, lithium-ion batteries use environmentally friendly materials that do not contain heavy metals such as mercury and cadmium, aligning with the current industry trend of sustainable development, further driving their widespread adoption in consumer electronics products.

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Industry Overview

Continuous Upgrading and Iteration of Consumer Battery Technology

Driven by trends such as diversification, lightness and thinness, and intelligence in consumer electronics product categories, the pace of technological innovation in consumer batteries has continued to accelerate. From charging performance to material systems, from packaging processes to structural design, lithium-ion batteries continue to break through performance bottlenecks and deliver energy performance that meets the demands of modern electronic devices. Key technological breakthroughs include:

**Fast Charging and Discharging.** Continuous breakthroughs in fast-charging technology for consumer batteries are primarily attributable to ongoing innovations in cathode and anode materials, electrolyte systems, and battery structural design. By adopting advanced cathode materials (such as high-voltage platforms), anode materials with fast ion conductivity (such as silicon-carbon composites), and electrolyte systems with high stability, batteries can achieve fast charging and discharging while effectively controlling risks such as lithium plating and thermal runaway. In addition, advancements in refined electrode fabrication processes and intelligent charge-discharge management algorithms have significantly improved energy conversion efficiency and thermal stability during the fast-charging process.

**Solid-State Structure.** In order to comprehensively meet the dual demands of high energy density and long cycle life, next-generation technology platforms represented by solid-state batteries are progressively breaking through the performance boundaries of traditional lithium batteries. The adoption of solid-state electrolytes and high-performance cathode and anode materials not only improves the energy density and safety of batteries, but also reduces energy losses during the charge-discharge process and extends battery service life. As the relevant technologies continue to mature, power-intensive consumer electronics products of the future, such as consumer drones and household robots, will achieve significant improvements in battery life, safety, and flexibility of structural design.

**Packaging.** The trend toward battery miniaturization and high integration is also driving innovation in battery packaging processes. The SiP (System-in-Package) process achieves a highly integrated, efficient, and reliable system-level solution by integrating electronic components and battery modules. SiP not only effectively saves space, but also brings improvements in energy density, thermal management, and structural adaptability, making it particularly suitable for the next generation of smart devices with more stringent design requirements.

Global Consumer Battery Market Size

According to CIC data, global consumer battery shipments grew from 3,936 million units in 2020 to 4,159 million units in 2024, representing a CAGR of 1.4%. In 2022 and 2023, the market experienced a brief contraction, primarily due to a decline in mobile phone demand, but a strong recovery was seen in 2024, and shipments are expected to increase from 4,468 million units in 2025 to 5,968 million units in 2030, representing a CAGR of 6.0%. Mobile phones, laptops, and tablets are widely integrated into daily life and are the most commonly used consumer electronics products, playing a central role in the modern digital lifestyle. Among these, as the consumer electronics category with the highest global shipment volume, mobile phone battery shipments reached 1,349 million units in 2024, accounting for 32.4% of total consumer battery shipments.

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Industry Overview

**Global Consumer Battery Industry Market Size by Shipment Volume, by End Product, 2020 to 2030E**

| | CAGR 2020–2024 | CAGR 2025E–2030E | |---|---|---| | Mobile Phones | -4.7% | 2.7% | | Laptops & Tablets | 3.3% | 3.1% | | Smart Devices(1) | 7.3% | 10.4% | | Others(2) | 3.9% | 5.2% | | Total | 1.4% | 6.0% |

(Million units)

| | 2020 | 2021 | 2022 | 2023 | 2024 | 2025E | 2026E | 2027E | 2028E | 2029E | 2030E | |---|---|---|---|---|---|---|---|---|---|---|---| | Mobile Phones | 1,638 | 1,576 | 1,401 | 1,303 | 1,349 | 1,419 | 1,481 | 1,532 | 1,571 | 1,598 | 1,622 | | Laptops & Tablets | 868 | 1,012 | 1,147 | 1,215 | 1,338 | 1,417 | 1,496 | 1,576 | 1,657 | 1,739 | 1,824 | | Smart Devices | 282 | 412 | 359 | 322 | 331 | 346 | 359 | 370 | 378 | 386 | 309 | | Others | 1,063 | 1,141 | 1,250 | 1,301 | 1,588 | 1,438 | — | — | — | — | — | | Total | 3,936 | 4,335 | 4,075 | 3,968 | 4,159 | 4,468 | 4,761 | 5,055 | 5,344 | 5,637 | 5,968 |

Source: Omdia, Gartner, CIC

Notes: (1) Smart devices refer to connected electronic products with smart functions, such as smart home appliances, smart wearables, and service robots. (2) Others include portable power banks, power tools, lightweight personal mobility devices, etc.

Global Consumer Battery Market Drivers

Growing demand for consumer electronics products. In the short term, the integration of AI technology is reshaping user interaction and usage patterns in consumer electronics. Smart device products are progressively acquiring stronger sensing and processing capabilities, increasing users' frequency and duration of device usage, and driving overall shipment volumes upward. In the long term, mainstream consumer electronics products, including mobile phones, laptops, and tablet computers, still have considerable room for growth globally, particularly driven by continuously rising AI adoption rates and relatively insufficient penetration in certain emerging markets. Meanwhile, emerging smart device categories such as consumer-grade service robots and smart wearable devices are continuously emerging, broadening the application scenarios for consumer batteries and driving sustained market growth.

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Industry Overview

Growing demand for multiple devices. With the rapid evolution of smart devices, consumer electronics product categories have become increasingly diverse. Consumers now own a more varied range of device types — in addition to mobile phones, laptops, and tablet computers, they also own earphones, smartwatches, and AR glasses. At the same time, in order to meet the specific needs of different consumer electronics products, lithium-ion batteries are also showing a trend toward customization in terms of capacity, form factor, and other aspects.

Increasing battery capacity. As device performance improves, power consumption rises accordingly. The widespread adoption of power-intensive applications such as mobile gaming, high-definition video, and AR/VR, as well as the continuous operation of consumer-grade drones and service robots, have significantly raised user expectations for extended battery life. In response, device manufacturers are increasing battery capacity while maintaining compact form factors, driving steady growth in average per-device battery capacity to meet users' demand for prolonged, continuous use.

Technological upgrades and iterations. Continued advances in battery technology are progressively enhancing core battery performance. From cell structure to full pack design, consumer batteries have minimized risks such as overheating and short circuits through innovations in thermal management systems, multiple protection mechanisms, and material stability, providing more reliable energy solutions for next-generation devices.

Applications of Consumer Batteries in Emerging Fields

As technology continues to advance, the applications of consumer batteries are continuously expanding, gradually extending from mainstream consumer electronics products such as mobile phones, laptops, and tablet computers to innovative emerging devices. Among these, service robots are rapidly penetrating into diverse scenarios such as household cleaning, companionship and education, and smart security. Such devices often require prolonged operation, real-time sensing, and continuous mechanical movement, consuming significant amounts of energy, and thus placing higher demands on battery performance in terms of size adaptability, energy density, charge/discharge efficiency, and cycle life.

According to data from CIC (灼識諮詢), global shipments of consumer-grade service robot batteries are expected to grow from 3 million units in 2030 to 15 million units in 2040, representing a compound annual growth rate (CAGR) of approximately 15%, and are projected to further reach 61 million units in 2050, with a CAGR of approximately 15% from 2040 to 2050.

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Industry Overview

Consumer-Grade Service Robot Battery Shipments, 2030E to 2050E

| | CAGR | CAGR | |---|---|---| | | 2030E to 2040E | 2040E to 2050E | | | ~15% | ~15% |

| Year | Shipments (million units) | |---|---| | 2030E | 3 | | 2040E | 15 | | 2050E | 61 |

Source: CIC (灼識諮詢)

Competitive Landscape of the Global Consumer Battery Market

In 2024, both the global mobile phone battery market and the laptop and tablet battery market were highly concentrated, with the top five companies accounting for approximately 90% of market share, all of which are Chinese manufacturers.

In recent years, the strategic focus of major global consumer battery manufacturers has been shifting significantly. To seize emerging market opportunities, they have gradually and strategically redirected resources toward the power battery segment. Despite this shift in focus, the consumer battery market remains vibrant, with demand and innovation advancing in tandem, providing Chinese domestic manufacturers with valuable opportunities to further expand their global footprint.

At the same time, domestic manufacturers have continued to achieve breakthroughs in material system optimization, manufacturing quality improvement, and production automation, bringing overall product performance in line with international standards. In terms of delivery reliability, customer responsiveness, and customization capabilities, Chinese manufacturers have also demonstrated stronger overall competitiveness. An increasing number of Chinese manufacturers have gained widespread brand recognition globally and occupy leading positions, with their batteries now widely used in both mainstream and emerging consumer electronics products.

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Industry Overview

In 2024, Sunwoda's (欣旺達) total global mobile phone battery shipments amounted to 460 million units, with a market share of 34.3%, making it the world's largest mobile phone battery manufacturer. In addition, Sunwoda's (欣旺達) total global laptop and tablet battery shipments amounted to 70 million units, with a market share of 21.6%, making it the world's second largest laptop and tablet battery manufacturer. At the same time, by revenue in 2024, Sunwoda (欣旺達) is also the largest mobile phone battery manufacturer and the second largest laptop and tablet battery manufacturer, with market shares of 35.3% and 21.6%, respectively. The following table sets out the competitive landscape of the global mobile phone and laptop and tablet battery markets in 2024.

Competitive Landscape of the Global Mobile Phone Battery Market, 2024

| Ranking | Company Name | Shipments (million units) | Market Share by Shipments (%) | Market Share by Revenue (%) | |---|---|---|---|---| | 1 | Sunwoda (欣旺達) | ~460 | 34.3% | 35.3% | | 2 | Company A | ~420 | 30.8% | 34.5% | | 3 | Company B | ~170 | 12.7% | 13.1% | | 4 | Company C | ~90 | 6.9% | 5.5% | | 5 | Company D | ~80 | 5.7% | 5.8% |

Source: Annual reports of listed companies, interviews with industry experts, CIC (灼識諮詢)

Notes: (1) Company A is a lithium-ion battery manufacturer established in China in 2009, primarily providing lithium-ion batteries for consumer electronics and industrial applications. It is a non-listed company.

(2) Company B is a lithium-ion battery manufacturer established in China in 1985, primarily providing lithium-ion batteries for mobile phones, laptops, and other consumer electronics products. It is a company listed on the Shenzhen Stock Exchange.

(3) Company C is a lithium-ion battery manufacturer established in China in 1997, primarily providing battery management systems and battery pack solutions for consumer electronics and industrial applications. It is a company listed on the Hong Kong Stock Exchange.

(4) Company D is a lithium-ion battery manufacturer established in Taiwan in 1992, primarily providing lithium-ion batteries for laptops, tablet computers, and other consumer electronics products. It is a company listed on the Taiwan Stock Exchange.

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Industry Overview

Competitive Landscape of the Global Laptop and Tablet Battery Market, 2024

| Ranking | Company Name | Shipments (million units) | Market Share by Shipments (%) | Market Share by Revenue (%) | |---|---|---|---|---| | 1 | Company D | ~110 | 33.3% | 33.6% | | 2 | Sunwoda (欣旺達) | ~70 | 21.6% | 21.6% | | 3 | Company A | ~30 | 10.6% | 10.2% | | 4 | Company B | ~30 | 8.0% | 8.0% | | 5 | Company E | ~20 | 7.0% | 8.3% |

Source: Annual reports of listed companies, interviews with industry experts, CIC (灼識諮詢)

Notes: (1) Company E is a lithium-ion battery manufacturer established in Taiwan in 1998, primarily providing lithium-ion batteries for laptops, electric bicycles, and industrial equipment. It is a company listed on the Taiwan Stock Exchange.

Overview of the Global Power Battery Market

Overview of Power Batteries

In recent years, the situation of climate change has become increasingly urgent, and "carbon neutrality" has become the top priority on the global policy agenda. As of the end of 2024, approximately 200 countries and regions have announced nationally determined contribution targets for emissions reduction and have introduced relevant policies to promote green and low-carbon development transitions. Among the various emissions reduction strategies, the electrification transition of transportation has become a key component, with lithium-ion power batteries serving as an important pillar supporting this transition.

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Industry Overview

Power batteries are rechargeable lithium battery systems and are the primary power source for new energy vehicles (NEVs). Classified by powertrain type, NEVs can be divided into battery electric vehicles (BEVs), extended-range electric vehicles (EREVs), plug-in hybrid electric vehicles (PHEVs), and hybrid electric vehicles (HEVs). The following table illustrates the differences among different powertrain types and the power battery characteristics tailored to each type.

| | BEV | EREV | PHEV | HEV | |---|---|---|---|---| | Power Source | Battery | Battery | Battery + Internal Combustion Engine | Battery + Internal Combustion Engine | | Charging Method | External charging | External charging + Internal combustion engine charging | External charging + Internal combustion engine charging | Internal combustion engine charging | | Vehicle Range | | | | | | Battery Capacity | Large | | | Small |

Source: CIC (灼識諮詢)

Global Power Battery Market Size

Global power battery shipments grew from 183 GWh in 2020 to 1,002 GWh in 2024, representing a CAGR of 53.0%, and are projected to further increase from 1,293 GWh in 2025 to 3,237 GWh in 2030, representing a CAGR of 20.1%.

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Industry Overview

Global Power Battery Industry Market Size by Shipment Volume, by Powertrain Type, 2020 to 2030E

| | CAGR 2020 to 2024 | CAGR 2025E to 2030E | |---|---|---| | BEV | 52.0% | 20.1% | | EREV | 144.4% | 27.2% | | PHEV | 48.6% | 16.7% | | HEV | 37.0% | 23.6% | | Total | 53.0% | 20.1% |

| Year | Total (GWh) | |---|---| | 2020 | 183 | | 2021 | 365 | | 2022 | 660 | | 2023 | 872 | | 2024 | 1,002 | | 2025E | 1,293 | | 2026E | 1,626 | | 2027E | 1,998 | | 2028E | 2,399 | | 2029E | 2,816 | | 2030E | 3,237 |

Source: BNEF, China Passenger Car Association, CIC (灼識諮詢)

China is one of the world's largest and fastest-growing power battery markets. China's power battery shipments grew from 68 GWh in 2020 to 521 GWh in 2024, representing a CAGR of 66.5%, and are projected to further grow to 1,612 GWh by 2030, with a CAGR of 19.2% from 2025 to 2030. Specifically, due to their unique characteristics, such as longer range capability and the flexibility to combine electric and internal combustion engine power, EREV batteries have grown significantly in recent years. Looking ahead, fast-charging BEVs are expected to experience explosive growth, while EREVs and HEVs are also expected to maintain rapid growth, thereby creating a diversified powertrain landscape capable of meeting diverse consumer needs.

By comparison, the pace of NEV adoption globally still lags behind China. In 2024, overseas NEV sales were less than half of those in China. HEVs accounted for more than 60% of total overseas NEV sales and, due to the insufficient penetration of charging infrastructure overseas, represent the most common NEV type overseas both currently and in the near future. In the long term, as attention to environmental sustainability continues to increase, demand for NEVs will continue to grow, driving the market to gradually evolve toward a landscape in which multiple powertrain types coexist.

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Industry Overview

Key Drivers of the Global Power Battery Market

Technological advancement. With advances in battery technology, the energy density, charging speed, and safety and stability of power batteries have improved significantly, effectively alleviating range anxiety among NEV users. For example, solid-state batteries are expected to substantially increase energy density, while innovative technologies such as regionally active control and nano-buffer network design will enhance fast-charging capabilities. These advances will drive accelerated transformation across the industry. Currently, the energy density of lithium-ion batteries is approaching its theoretical limit, and breakthroughs in charging speed and battery capacity are key to further increasing market penetration rates.

Growing downstream demand. As NEV sales continue to rise and market penetration rates steadily improve, demand for power batteries is exhibiting a trend of continuous growth. In the future, as battery technology continues to advance and adoption rates increase, emerging application fields such as electric aircraft and electric vessels will also gradually become new demand drivers, further propelling the continued expansion of the power battery market.

Improvement of charging infrastructure. As charging infrastructure continues to improve, charging NEVs is becoming increasingly convenient, providing a better NEV experience. Specifically, China has built the world's most extensive and comprehensive charging infrastructure network in terms of coverage and variety. As of January 2025, the number of charging stations in China has exceeded 13 million. The robust development of charging infrastructure is key to driving improvements in NEV penetration rates, which in turn further drives growth in power batteries.

Favorable policies. Governments of multiple countries globally have introduced policies to support the power battery industry. Support measures cover research and development subsidies and tax incentives for battery manufacturers. For example, China's New Energy Vehicle Industry Development Plan (2021–2035) explicitly proposes to prioritize upgrades to power battery technology and build a key materials recycling system, providing strong support for the sustained growth of the industry. In the United States, the Inflation Reduction Act and the federal government's 2050 net-zero emissions action plan provide substantial incentives and funding to accelerate EV adoption and battery production. In Europe, the European Green Deal and the European Climate Law have set legally binding targets for achieving carbon neutrality by 2050, driving enormous demand for clean energy and battery technology.

Competitive Landscape of the Global Power Battery Market

The competitive landscape of the global power battery market is relatively stable, with Chinese manufacturers steadily expanding their market share by leveraging advantages in technological innovation, production scale, and supply chain efficiency. From 2022 to 2024, the market share of Chinese enterprises in global power battery shipments rose from less than 50% to over 60%.

Diversifying power battery suppliers has become a strategy widely adopted by automakers. As the technology gap between leading manufacturers gradually narrows, diversified suppliers allow automakers to maintain supply chain resilience in the face of demand fluctuations.

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Industry Overview

The global power battery market is highly concentrated, with the top ten manufacturers accounting for approximately 90% of market share by shipments and revenue in 2024. By both shipments and revenue, Sunwoda (欣旺達) is the world's tenth largest power battery manufacturer, with market shares of 2.1% and 2.1%, respectively. It is also the fastest-growing power battery manufacturer among the top ten global power battery manufacturers from 2023 to 2024. The following table presents the competitive landscape of the global power battery market.

Competitive Landscape of Global Power Battery Manufacturers, 2024

| Ranking | Company | Country/Region | 2024 Shipments (GWh) | 2024 Market Share by Shipments (%) | YoY Shipment Growth 2023 to 2024 | Market Share by Revenue (%) | |---|---|---|---|---|---|---| | 1 | [Company F] | China | 381.0 | 38.0% | 18.7% | 37.9% | | 2 | Company G | China | 169.0 | 16.9% | 28.0% | 14.3% | | 3 | Company H | Korea | 120.0 | 12.0% | <0% | 14.4% | | 4 | Company I | Japan | 40.0 | 4.0% | <0% | 4.2% | | 5 | Company J | China | 38.3 | 3.8% | 47.8% | 3.8% | | 6 | Company K | Korea | 38.0 | 3.8% | <0% | 4.6% | | 7 | Company L | Korea | 31.0 | 3.1% | <0% | 4.9% | | 8 | Company M | China | 30.3 | 3.0% | 7.8% | 2.9% | | 9 | Company N | China | 29.2 | | | |

2.9%

16.7%

2.9%

10

Sunwoda (欣旺達)

China

20.9

2.1%

83.3%

2.1%

| Rank | Company Name | Region | |------|-------------|--------| | 1 | Company F | | | 2 | | |

Source: SNE Research, annual reports of listed companies, interviews with industry experts, CIC Notes: (1) Company F is a lithium-ion battery manufacturer established in China in 2011, primarily providing traction batteries and energy storage systems, and is a company dual-listed on the Hong Kong Stock Exchange and the Shenzhen Stock Exchange.

(2) Company G is a technology and manufacturing company established in China in 1995, primarily providing electric vehicles and traction batteries, and is a company dual-listed on the Hong Kong Stock Exchange and the Shenzhen Stock Exchange.

(3) Company H is a lithium-ion battery manufacturer established in South Korea in 2020, primarily providing consumer cells, traction batteries and energy storage batteries, and is a company dual-listed on the Korea Stock Exchange and the New York Stock Exchange.

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Industry Overview

(4) Company I is an electronic equipment manufacturer established in Japan in 1918, primarily providing consumer electronic equipment, automotive solutions and industrial solutions, including traction batteries and energy storage batteries, and is a company listed on the Tokyo Stock Exchange.

(5) Company J is a lithium-ion battery manufacturer established in China in 2006, primarily providing traction batteries and energy storage batteries, and is a company listed on the Shenzhen Stock Exchange.

(6) Company K is a lithium-ion battery manufacturer established in South Korea in 1970, primarily providing consumer cells, traction batteries and energy storage batteries, and is a company listed on the Korea Stock Exchange.

(7) Company L is a lithium-ion battery manufacturer established in South Korea in 2021, primarily providing traction batteries and energy storage batteries, and is a non-listed company.

(8) Company M is a lithium-ion battery manufacturer established in China in 2001, primarily providing consumer cells, traction batteries and energy storage batteries, and is a company listed on the Shenzhen Stock Exchange.

(9) Company N is a lithium-ion battery manufacturer established in China in 2007, primarily providing traction batteries and energy storage batteries, and is a company listed on the Hong Kong Stock Exchange.

The EREV battery segment is predominantly dominated by Chinese manufacturers, driven by strong domestic demand for EREVs, a highly integrated battery supply chain, and government supportive policies for new energy vehicles. By 2024 shipment volume, Sunwoda (欣旺達) is the world's second largest EREV battery manufacturer, with a market share of 13.6%.

Global EREV Battery Market Competitive Landscape, by Shipment Volume, 2024

| Rank | Company Name | Region | Shipment Volume, GWh | Market Share, % | |------|-------------|--------|----------------------|-----------------| | 1 | Company F | China | 26.7 | 52.0% | | 2 | Sunwoda (欣旺達) | China | 7.0 | 13.6% | | 3 | Company O | China | 4.0 | 7.8% | | 4 | Company N | China | 2.3 | 4.5% | | 5 | Company G | China | 1.6 | 3.1% |

Source: Interviews with industry experts, CIC Notes: (1) Company O is a lithium-ion battery manufacturer established in China in 2018, primarily providing traction batteries and energy storage batteries, and is a non-listed company.

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Industry Overview

In the HEV battery segment, by 2024 shipment volume, Sunwoda (欣旺達) is the world's second largest manufacturer and the largest Chinese manufacturer.

Global HEV Battery Market Competitive Landscape, by Shipment Volume, 2024

| Rank | Company Name | Region | Shipment Volume, GWh | Market Share, % | |------|-------------|--------|----------------------|-----------------| | 1 | Company K | South Korea | 1.5 | 11.0% | | 2 | Sunwoda (欣旺達) | China | 1.3 | 9.2% | | 3 | Company H | South Korea | 1.2 | 8.7% | | 4 | Company F | China | 1.1 | 8.3% | | 5 | Company O | China | 1.0 | 7.2% |

Note: The HEV battery shipment volumes shown in the table above include 48V mild hybrid vehicles. However, approximately 50% of HEV batteries are conventional nickel-metal hydride batteries, which are not included in the above competitive landscape.

Source: Interviews with industry experts, CIC

Global Energy Storage Battery Industry Overview

Energy Storage Battery Overview

Energy storage systems address the fundamental challenge of matching supply and demand for new energy, releasing stored energy when needed to regulate temporal and spatial mismatches between energy supply and demand. By technology type, they can generally be classified into pumped hydro storage, electrochemical energy storage, and other new energy storage solutions (including compressed air storage, flywheel storage, etc.). Among these, electrochemical energy storage is developing rapidly and emerging as the frontrunner in new-type energy storage, owing to its advantages of fast response and flexible deployment.

The global carbon neutrality trend is accelerating the transition of electric energy from fossil fuels to renewable energy sources such as wind and solar power. However, such renewable energy sources are characterized by volatility and intermittency, leading to a severe mismatch between electricity production and consumption and posing challenges to grid stability. Against this backdrop, energy storage systems have been assigned a critical role, serving as an important foundation for supporting large-scale integration of renewable energy and building robust modern power systems.

Lithium-ion batteries, as the mainstream solution for electrochemical energy storage, have been widely applied across multiple scenarios including grid peak and frequency regulation, renewable energy generation paired with storage, and various commercial, industrial, and residential applications. With continuous technological maturation and gradual cost reductions, lithium-ion energy storage is accelerating its large-scale potential, playing an increasingly important role in the global energy transition. Unless otherwise specified, "energy storage batteries" in the industry overview refer to lithium-ion energy storage batteries.

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Global Energy Storage Battery Market Size

Global energy storage battery shipment volume grew from 29 GWh in 2020 to 315 GWh in 2024, representing a CAGR of 82.3%, and is projected to reach 1,303 GWh by 2030, with a CAGR of 22.4% from 2025 to 2030. Energy storage batteries serve various application scenarios, covering four segments: utility/grid-side, data center-side, commercial and industrial, and residential. Different scenarios have significantly different battery performance requirements in terms of capacity, cycle life, energy density, and cost. For example, utility/grid-side solutions place greater emphasis on rapid response and large capacity, while commercial and industrial applications prioritize energy cost savings and load management.

It is noteworthy that the new wave of AI and cloud computing is rapidly driving up global data center energy demand as well as demand for energy storage systems as backup power, making data center-side energy storage the fastest-growing sub-segment. Data center-side energy storage battery shipment volume grew from 1 GWh in 2020 to 9 GWh in 2024, representing a CAGR of 71.1%, and is projected to reach 294 GWh by 2030, with a CAGR of 68.6% from 2025 to 2030.

Global Energy Storage Battery Industry Market Size, by Shipment Volume, by Application Scenario, 2020 to 2030 (Estimated)

| | CAGR 2020 to 2024 | CAGR 2025E to 2030E | |----------------------|-------------------|---------------------| | Utility/Grid-side | 89.5% | 16.1% | | Data Center-side | 71.1% | 68.6% | | Commercial & Industrial | 93.6% | 20.8% | | Residential | 49.9% | 25.3% | | Total | 82.3% | 22.4% |

GWh

| Year | Total | Utility/Grid-side | Data Center-side | Commercial & Industrial | Residential | |------|-------|-------------------|------------------|------------------------|-------------| | 2020 | 29 | 19 | 1 | 6 | 2 (1 + 47 notation) | | 2021 | 47 | | | | | | 2022 | 143 | 101 | 3 | 35 | 5 (2) | | 2023 | 197 | 156 | 5 | 29 | 7 | | 2024 | 315 | 251 | 9 | 34 | 22 (41 + 32 + 22) | | 2025E | 459 | 376 | | | | | 2026E | 540 | | | | | | 2027E | 611 | | 55 | 57 | 41 (35 + 22) | | 2028E | 769 | | 70 | 85 | | | 2029E | 948 | | 88 | 113 | 123 | | 2030E | 1,303 | 793 | 294 | 195 | 128 (705 + 88 + 113) |

Source: BNEF, InfoLink, International Energy Agency, CIC

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China is the world's largest energy storage battery market, supported by large-scale development of wind and solar energy resources as well as the strong promotion of the "new energy + energy storage" policy. In 2024, China's energy storage battery shipment volume was 190 GWh, accounting for 60.3% of the global market, and is projected to further grow to 732 GWh by 2030, with a CAGR of 19.5% from 2025 to 2030.

At the same time, overseas markets, particularly developed regions such as Europe, the United States, and Asia-Pacific, are also accelerating the release of energy storage battery demand. The United States continues to see strong enthusiasm for energy storage system construction, benefiting from tax credit policies under the IRA Act and energy storage incentive measures in key states such as California; Europe, driven by the dual imperatives of energy security and increasing renewable energy grid integration, is prompting multiple countries to introduce mandatory energy storage pairing policies, rapidly kick-starting the market. In addition, emerging markets such as Southeast Asia, Latin America, and the Middle East are gradually recognizing the strategic significance of energy storage systems in enhancing power resilience and energy independence, and are entering a phase transitioning from demonstration to large-scale application.

Global Energy Storage Battery Industry Market Size, by Shipment Volume, by Region, 2020 to 2030 (Estimated)

| | CAGR 2020 to 2024 | CAGR 2025E to 2030E | |---------|-------------------|---------------------| | China | 101.9% | 19.5% | | United States | 65.5% | 25.6% | | Europe | 72.2% | 26.3% | | Others | 54.2% | 30.4% | | Total | 82.3% | 22.4% |

GWh

| Year | Total | China | United States | Europe | Others | |------|-------|-------|---------------|--------|--------| | 2020 | 29 | 11 | 8 | 5 | 4 (47 notation) | | 2021 | 47 | | | | | | 2022 | 143 | 102 | 21 | 12 | 7 | | 2023 | 197 | 190 | 47 | 15 | 36 (67 notation) | | 2024 | 315 | | 26 | 81 | | | 2025E | 383 | 300 | 33 | 28 | 10 (459 notation) | | 2026E | 459 | | | 61 | 38 | | 2027E | 540 | | 51 | 69 | | | 2028E | 611 | 477 | 71 | 90 | 131 | | 2029E | 769 | 579 | | | | | 2030E | 1,303 | 732 | 253 | 205 | 165 (948 + 673 notation) |

Source: BNEF, InfoLink, International Energy Agency, CIC

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Global Energy Storage Battery Market Drivers

**Promotion of the carbon neutrality vision.** The global push for carbon neutrality is accelerating the transition to a clean, low-carbon energy system. Renewable energy sources such as wind and solar have become the main driver of new power capacity additions; however, their intermittent and volatile nature poses challenges to grid stability. Energy storage technology (particularly lithium-ion batteries), by virtue of its fast response speed, high energy efficiency, and adaptability to diverse scenarios, has become a key solution and is therefore experiencing unprecedented development opportunities.

**Continuous advances in battery technology.** Ongoing innovation in materials, electrolyte systems, and cell structures for energy storage batteries has significantly improved energy density, cycle life, and safety. Meanwhile, economies of scale and manufacturing process optimization have driven down costs, making large-scale energy storage system deployment more economically viable.

**Growing demand from data centers.** With the rapid evolution of large-scale AI models, cloud computing, and other technologies, data centers' demand for electricity continues to rise, placing higher requirements on grid stability and continuity of power supply. Lithium-ion batteries, with their advantages of rapid response and flexible deployment, are increasingly being used for backup power, peak shaving and valley filling, and energy efficiency management. Multiple countries and regions have already begun promoting the integration of energy storage in data centers, making data centers an emerging market for energy storage batteries.

**Rapid development of distributed energy systems.** Distributed energy storage systems are playing an increasingly important role in achieving local energy independence and grid adaptability. As distributed energy storage systems develop at scale, energy storage batteries will be widely and deeply applied in commercial, residential, microgrid, and other scenarios, enabling optimized self-generation and self-consumption of electricity, peak-valley electricity price arbitrage, and cost savings, thereby accelerating the transition of energy utilization toward greater intelligence and efficiency.

Global Energy Storage Battery Industry Competitive Landscape

The global energy storage battery market has a high degree of concentration; by 2024 shipment volume, the top ten global participants collectively accounted for over 90% of market share. By 2024 shipment volume, Sunwoda (欣旺達) had a market share of 1.4%, ranking as the world's tenth largest energy storage battery manufacturer. Notably, by shipment volume, Sunwoda (欣旺達) was the fastest-growing among the top ten participants from 2023 to 2024.

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Industry Overview

Global Energy Storage Battery Manufacturer Competitive Landscape, by Shipment Volume, 2024

| Rank | Company Name | Region | 2024 Shipment Volume, GWh | 2024 Market Share, % | YoY 2023 to 2024 | |------|-------------|--------|--------------------------|----------------------|------------------| | 1 | Company F | China | 93.0 | 29.6% | 34.8% | | 2 | Company M | China | 50.4 | 16.0% | 91.6% | | 3 | Company P | China | 33.6 | 10.7% | 88.8% | | 4 | Company G | China | 31.5 | 10.0% | 10.9% | | 5 | Company Q | China | 29.7 | 9.4% | 170.1% | | 6 | Company N | China | 18.2 | 5.8% | 127.8% | | 7 | Company N | China | 18.0 | 5.7% | 81.8% | | 8 | Company K | South Korea | 10.0 | 3.2% | 11.1% | | 9 | Company H | South Korea | 8.0 | 2.5% | <5% | | 10 | Our Company | China | 4.4 | 1.4% | 1,664.0% |

Source: SNE Research, CIC Notes: 1. Company P is a lithium-ion energy storage solution provider established in China in 2019, focusing on full-scenario energy storage batteries and system solutions, and is a non-listed company.

2. Company Q is a lithium-ion battery manufacturer established in China in 2017, primarily providing traction batteries and energy storage batteries, and is a company listed on the Hong Kong Stock Exchange.

Barriers to Entry in the Lithium-Ion Battery Market

**Technological capabilities.** Leading lithium-ion battery manufacturers possess comprehensive advantages across the entire technology and production chain, including deep expertise in electrochemical systems, proprietary material formulations, advanced cell and battery pack design capabilities, and highly optimized process engineering. They also benefit from years of accumulated real-world data and iterative refinements, enabling them to achieve superior product consistency, safety performance, and cost control at scale. New entrants face severe challenges in closing the technology gap, establishing vertically integrated capabilities, and validating product reliability under mass production conditions.

**Customer coverage and expertise.** The lithium-ion battery market serves a broad range of customers across segments including consumer electronics, new energy vehicles, and energy storage systems. Each of these sub-segments has unique requirements for battery performance, longevity, and cost. Building strong, long-term relationships with customers is critical, as traction battery and energy storage battery suppliers must undergo extensive validation cycles in order to meet the high standards of automotive manufacturers and energy companies. The ability to cater to a broad customer base not only expands market reach but also promotes stability through diversified revenue streams.

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Industry Overview

**Localized delivery capabilities.** As demand for lithium-ion batteries across different industries continues to rise globally, battery manufacturers must establish robust localized production and supply chain networks. Localized production and supply chain networks enable battery manufacturers to respond quickly to regional market demands and regulatory requirements, ensuring timely delivery of high-quality products.

Lithium-Ion Battery Cost Analysis

The cathode is the primary cost component of lithium-ion batteries, accounting for approximately 50% of total material costs. The prices of lithium-ion battery cathode materials are most significantly influenced by the prices of raw materials such as lithium cobalt oxide and lithium carbonate, and their price trends reflect supply and demand dynamics.

According to data from CIC (灼識諮詢), the industry average price of lithium cobalt oxide increased from approximately RMB 310,000 yuan/tonne (RMB 310 thousand/tonne) in the first half of 2021 to approximately RMB 510,000 yuan/tonne (RMB 510 thousand/tonne) in the first half of 2022, after which the price of lithium cobalt oxide gradually declined and fell to RMB 190,000 yuan/tonne (RMB 190 thousand/tonne) in the first half of 2025, before recovering to approximately RMB 250,000 yuan/tonne (RMB 250 thousand/tonne) in the third quarter of 2025. The average price of lithium carbonate increased from approximately RMB 40,000 yuan/tonne (RMB 40 thousand/tonne) in the second half of 2020 to approximately RMB 160,000 yuan/tonne (RMB 160 thousand/tonne) in the second half of 2021, and further increased to approximately RMB 520,000 yuan/tonne (RMB 520 thousand/tonne) in the second half of 2022, after which the price of lithium carbonate gradually declined to approximately RMB 70,000 yuan/tonne (RMB 70 thousand/tonne) in the third quarter of 2025.

**Global Average Prices of Lithium Cobalt Oxide and Lithium Carbonate, 2020 to Q3 2025**

RMB thousand/tonne

``` 600 | | ── Lithium Cobalt Oxide 500 | ── Lithium Carbonate | 400 | | 300 | | 200 | | 100 | | 0 |____________________________________________________ 2020-01-01 2021-01-01 2022-01-01 2023-01-01 2024-01-01 2025-01-01 2026-01-01 ```

*Source: CIC (灼識諮詢)*

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Source of Industry Data

CIC (灼識諮詢) was commissioned to conduct research, provide analysis, and prepare a report on the global and Chinese lithium-ion battery market and other relevant economic data, for a fee of RMB 600,000. The commissioned report was prepared by CIC and is not influenced by our Company or other interested parties.

CIC conducted both primary and secondary research using a variety of resources. Primary research included interviews with key industry experts and leading industry participants. Secondary research included analysis of data from various publicly available sources, including the National Bureau of Statistics of China, information released by the Chinese government, annual reports published by relevant industry participants, industry organisations, and CIC's internal database, among others.

The market forecasts in the commissioned report are based on the following key assumptions: (i) the overall global social, economic and political environment is expected to maintain stable trends during the forecast period; (ii) certain key industry drivers, including the development of the global and Chinese consumer electronics, new energy vehicle, and energy storage system markets, continued growth in demand for lithium-ion batteries, and technological developments, may continue to drive market growth during the forecast period; and (iii) during the forecast period, there will be no extreme force majeure events or unforeseen industry regulations that cause material or fundamental impacts on the market. The Directors, having made reasonable enquiries, confirm that no material adverse change has occurred in the market data since the date of the CIC report that would qualify, contradict or have an impact on the information set out in this section.

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Regulatory Overview

Overview of PRC Regulations

Industry Policies and Regulatory Requirements

Pursuant to the *Outline of the People's Republic of China 14th Five-Year Plan for National Economic and Social Development and the Long-Range Objectives Through the Year 2035* promulgated by the National People's Congress ("NPC") on 11 March 2021 and effective on the same date, subsequent efforts will focus on strategic emerging industries such as new energy, new energy vehicles, and green environmental protection, accelerating the innovative application of key core technologies, strengthening factor support capacity, and cultivating new drivers of industrial development.

Pursuant to the *Opinions on Completely, Accurately and Comprehensively Implementing the New Development Concept to Do a Good Job in Carbon Peaking and Carbon Neutrality* promulgated by the Central Committee of the Communist Party of China and the State Council on 22 September 2021 and effective on the same date, efforts shall be made to accelerate the development of strategic emerging industries such as new energy, new materials, new energy vehicles, and green environmental protection. Renewable energy substitution actions shall be implemented, vigorously developing wind energy, solar energy, biomass energy, ocean energy, geothermal energy, and continuously increasing the proportion of non-fossil energy consumption. The large-scale application of pumped-storage hydropower and new types of energy storage shall be accelerated. The development of new energy and clean energy vehicles and vessels shall be expedited, and intelligent transportation promoted. A convenient, efficient, and moderately forward-looking charging and battery-swapping network system shall be swiftly established.

Pursuant to the *Action Plan for Carbon Peaking Before 2030* promulgated by the State Council on 24 October 2021 and effective on the same date, it is proposed to actively develop "new energy + energy storage", source-grid-load-storage integration, and multi-energy complementarity, support the rational configuration of energy storage systems for distributed new energy, and accelerate the demonstration, promotion and application of new types of energy storage.

Pursuant to the *Implementation Plan for Accelerating Comprehensive Utilisation of Industrial Resources* promulgated by the Ministry of Finance ("MOF"), the National Development and Reform Commission ("NDRC"), the Ministry of Industry and Information Technology ("MIIT") and five other ministries on 27 January 2022 and effective on the same date, management systems shall be improved, and full life-cycle traceability management for new energy vehicle power batteries shall be strengthened. Cooperation between upstream and downstream participants in the industrial chain shall be promoted to jointly establish recycling channels and build a cross-regional recycling and utilisation system. Safe cascade utilisation of used power batteries in areas such as backup power and charging/battery-swapping shall be advanced.

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Regulatory Overview

Pursuant to the *14th Five-Year Plan for a Modern Energy System* jointly promulgated by the NDRC and the National Energy Administration ("NEA") on 29 January 2022 and effective on the same date, electrochemical energy storage, hydrogen energy, and other construction standards shall be established and improved; the large-scale application of new types of energy storage technology shall be accelerated. Efforts shall be made to vigorously advance the development of energy storage on the power generation side, rationally configure energy storage capacity, improve the output characteristics of new energy plants, and support the rational configuration of energy storage systems for distributed new energy; to optimise the layout of energy storage on the grid side, giving full play to the multiple roles of energy storage in accommodating new energy, peak shaving and valley filling, enhancing grid stability, and providing emergency power supply; and to actively support the diversified development of energy storage on the user side, improving the reliability of power supply to users, and encouraging user-side energy storage such as electric vehicles and uninterruptible power supplies to participate in system peak regulation and frequency regulation. Concentrated research on key technologies for new types of energy storage shall be carried out, to accelerate the achievement of independent development of core energy storage technologies, promote the continued reduction of energy storage costs and large-scale application, improve energy storage technology standards and management systems, and enhance safe operation levels.

Pursuant to the *14th Five-Year Plan Implementation Plan for the Development of New Types of Energy Storage* jointly promulgated by the NDRC and the NEA on 29 January 2022 and effective on the same date, by 2030, new types of energy storage shall achieve fully market-oriented development. Deep integration with all aspects of the power system shall be achieved, basically meeting the needs of building a new power system and fully supporting the timely achievement of the carbon peaking target in the energy sector.

Pursuant to the *14th Five-Year Plan for Renewable Energy Development* jointly promulgated by the NDRC, the NEA and seven other ministries on 1 June 2022 and effective on the same date, research and development of frontier and core technologies for renewable energy shall be strengthened, and high energy density storage technologies such as sodium-ion batteries, liquid metal batteries, solid-state lithium-ion batteries, metal-air batteries, and lithium-sulfur batteries shall be researched and reserved. The independent market status of new types of energy storage shall be clarified, trading mechanisms and technical standards for energy storage participation in various electricity markets shall be improved, the multiple functions of energy storage for peak shaving, frequency regulation, emergency backup, and capacity support shall be brought into play, and the application of energy storage in multiple scenarios on the generation side, grid side, and user side shall be promoted.

Pursuant to the *Guiding Opinions on Promoting the Development of the Energy Electronics Industry* promulgated by MIIT, the NEA and four other ministries on 3 January 2023 and effective on the same date, industrialisation technology research on new types of energy storage batteries shall be strengthened, and the large-scale application of advanced energy storage technologies and products shall be promoted. Research shall be conducted to break through key technologies such as ultra-long-life high-safety battery systems, large-scale high-capacity efficient energy storage, and mobile energy storage for transportation vehicles, and research and development of new types of batteries such as solid-state batteries, sodium-ion batteries, and hydrogen energy storage/fuel cells shall be accelerated.

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Regulatory Overview

The security of key resources such as lithium, nickel, cobalt, and platinum shall be enhanced, and the development and application of alternative materials shall be strengthened. Hybrid energy storage systems based on complementary power-type and energy-type electrochemical energy storage technologies shall be promoted. Support shall be provided for establishing full life-cycle traceability management platforms for lithium batteries and other products, research into carbon footprint accounting standards and methodologies for batteries shall be carried out, and a carbon emission management system for battery products shall be explored and established.

Pursuant to the *Implementation Opinions on Strengthening the Integration and Interaction between New Energy Vehicles and the Power Grid* promulgated by the NDRC, the NEA, MIIT and one other ministry on 13 December 2023 and effective on the same date, research on key technologies for power batteries shall be intensified, and the cycle life of power batteries shall be increased to 3,000 times or more without significantly increasing costs, and battery safety prevention and control technology under high-frequency bidirectional charge-discharge conditions shall be developed.

Pursuant to the *Catalogue for Guiding Industrial Structure Adjustment (2024 Edition)* most recently revised by the NDRC on 27 December 2023 and effective on 1 February 2024, new types of lithium primary batteries (lithium iron disulfide, lithium thionyl chloride, etc.), lithium-ion batteries, semi-solid-state and all-solid-state lithium batteries, fuel cells, sodium-ion batteries, flow batteries, new structure (bipolar, lead-cloth horizontal, wound, tubular, etc.) sealed lead-acid batteries, lead-carbon batteries, next-generation hydrogen fuel cells, electrochemical energy storage, and other new types of batteries and new power system technologies are classified as encouraged industries by the state.

Pursuant to the *Implementation Plan for Establishing a Carbon Footprint Management System* promulgated by the Ministry of Ecology and Environment of the People's Republic of China, the NDRC, MIIT and twelve other ministries on 22 May 2024 and effective on the same date, priority shall be given to key products such as electricity, lithium batteries, new energy vehicles, photovoltaics, and electronic appliances, and accounting rules and standards shall be formulated and released. Efforts shall be made to promote the formulation of international standards for product carbon footprints in areas such as lithium batteries, photovoltaics, new energy vehicles, and electronic appliances.

Pursuant to the *Opinions of the Central Committee of the Communist Party of China and the State Council on Accelerating the Comprehensive Green Transformation of Economic and Social Development* jointly promulgated by the Central Committee of the Communist Party of China and the State Council on 31 July 2024 and effective on the same date, non-fossil energy shall be vigorously developed, with the proportion of non-fossil energy consumption increasing to approximately 25% by 2030. Low-carbon transportation vehicles shall be promoted. New energy vehicles shall be vigorously promoted,

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Regulatory Overview

and the electrification substitution of urban public service vehicles shall be advanced. Ships, aircraft, non-road mobile machinery and other equipment shall be promoted to adopt clean power, ageing transportation vehicles shall be phased out in an accelerated manner, zero-emission freight transportation shall be advanced, the research and development and application of sustainable aviation fuel shall be strengthened, and the research, development, production, and application of net-zero emission marine fuel shall be encouraged. By 2030, the carbon emission intensity per unit of converted turnover for operational transportation vehicles shall decrease by approximately 9.5% compared to 2020. By 2035, new energy vehicles shall become the mainstream of newly sold vehicles.

Laws and Regulations on Work Safety, Environmental Protection, and Energy Conservation Review

Work Safety

Pursuant to the *Work Safety Law of the People's Republic of China* (the "Work Safety Law"), most recently revised by the Standing Committee of the National People's Congress ("NPCSC") on 10 June 2021 and effective on 1 September 2021, entities engaged in production and business operations within China must comply with the Work Safety Law and other laws and regulations related to work safety. Production and business operation entities shall strengthen work safety management, establish and improve work safety responsibility systems and rules and regulations, improve work safety conditions, advance the standardisation of work safety, improve work safety levels, and ensure work safety. The principal responsible person of a production and business operation entity shall bear overall responsibility for the work safety of the entity. Violations of the Work Safety Law shall be subject to fines, suspension of production and business operations, or orders to cease production and operations depending on the circumstances of the violation, and criminal liability shall be pursued where a crime is constituted.

Environmental Protection

Pursuant to the *Environmental Protection Law of the People's Republic of China* (the "Environmental Protection Law"), most recently revised by the NPCSC on 24 April 2014 and effective on 1 January 2015, any entity that discharges or is about to discharge pollutants in the course of operations or other activities must adopt effective environmental protection measures to control and properly handle harmful substances generated by such activities, including waste gases, waste water, waste residues, dust, malodorous gases, radioactive substances, noise, vibration, and electromagnetic radiation. The state implements a pollutant discharge permit management system in accordance with law.

Pursuant to the *Environmental Impact Assessment Law of the People's Republic of China* promulgated by the NPCSC on 29 December 2018 and effective on the same date, the *Regulations on Environmental Protection Administration of Construction Projects* revised by the State Council on 16 July 2017 and effective on 1 October 2017, and the *Interim Measures for Acceptance Inspection of Environmental Protection for Completed Construction Projects* promulgated by the former Ministry of Environmental Protection on 20 November 2017 and effective on the same date, a system of environmental impact assessment for construction projects shall be implemented within China. The construction entity shall

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Regulatory Overview

submit an environmental impact report or environmental impact statement for approval before commencing construction of the project, or file an environmental impact registration form for the record in accordance with the provisions of the environmental protection administrative authority of the State Council. In addition, upon completion of a construction project for which an environmental impact report or environmental impact statement has been prepared, the construction entity shall, in accordance with the standards and procedures prescribed by the environmental protection administrative authority of the State Council, conduct acceptance inspection of the environmental protection facilities built in conjunction with the project, and prepare an acceptance inspection report. For construction projects that are built in phases and put into production or use in phases, the corresponding environmental protection facilities shall be subject to phased acceptance inspection. Environmental protection facilities built in conjunction with a construction project must pass acceptance inspection before the project may be put into production or use; projects that have not undergone acceptance inspection or have failed acceptance inspection shall not be put into production or use.

Pursuant to the *Law of the People's Republic of China on the Prevention and Control of Environmental Pollution by Solid Waste* (the "Solid Waste Law"), most recently revised by the NPCSC on 29 April 2020 and effective on 1 September 2020, any entity or individual that produces, collects, stores, transports, utilises, or disposes of solid waste shall take measures to prevent or reduce environmental pollution caused by solid waste, and shall bear legal responsibility for any environmental pollution caused thereby. Where hazardous waste is present among solid waste, it shall be managed in accordance with the regulations for hazardous waste. In addition, the Solid Waste Law for the first time incorporates into law the extended producer responsibility system for products such as vehicle power batteries; the extended producer responsibility system requires producers of vehicle power battery products to establish, in accordance with the regulations and either by self-construction or by commission, a recycling system for used products commensurate with their product sales volumes, making important arrangements at the top-level design level for the establishment of a system for the recycling and disposal of used vehicle power batteries.

With regard to the "extended producer responsibility" system covered by the Solid Waste Law, the *Interim Measures for the Management of Recycling and Utilisation of Power Batteries for New Energy Vehicles* jointly promulgated by MIIT, the Ministry of Science and Technology, the Ministry of Transport and five other ministries on 26 January 2018 and effective on 1 August 2018 stipulates that automobile manufacturers shall bear the primary responsibility for the recycling of power batteries, and power battery manufacturers shall fulfil corresponding responsibilities in the design, production and other stages, such as adopting standardised, universally applicable and easily disassemblable product structure designs in the design stage, and using recycled materials as much as possible; and in the production stage, cooperating with automobile manufacturers to encode power batteries produced in accordance with national standard requirements, and timely uploading power battery codes and relevant new energy vehicle information through the traceability information system.

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*This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.*

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Regulatory Overview

On 16 December 2024, MIIT issued the *Standard Conditions for the Comprehensive Utilisation Industry of Used Power Batteries for New Energy Vehicles (2024 Edition)*. This updated policy improves the technical indicator system, guiding enterprises to strengthen technological innovation and improve processes. At the same time, new dismantling and coding standards for used power-type batteries were added, standardising the entire process of comprehensive utilisation of new energy vehicles. In addition, the policy also sets out new requirements for lithium-ion batteries used in electric bicycles, strengthening product quality management and enterprise site selection standards.

On 6 February 2024, the General Office of the State Council issued the *Opinions on Accelerating the Construction of a Waste Recycling System*. The said opinions emphasise the importance of resource recycling and utilisation, advocate the implementation of waste classification and resource recycling, expand the scale of utilisation of household solid waste, and accelerate the advancement of the construction of a waste recycling system.

Pursuant to the *Water Pollution Prevention and Control Law of the People's Republic of China*, most recently revised by the NPCSC on 27 June 2017 and effective on 1 January 2018, enterprises, public institutions, and other producers and operators that directly or indirectly discharge industrial wastewater and medical sewage into water bodies, as well as other wastewater and sewage that, as required by law, may only be discharged upon obtaining a pollutant discharge permit, shall obtain a pollutant discharge permit. In addition, construction projects and other water facilities that directly or indirectly discharge pollutants into water bodies that are newly built, renovated, or expanded shall undergo environmental impact assessment in accordance with law. Water pollution prevention and control facilities shall be designed, constructed, and put into operation simultaneously with the main project.

Pursuant to the *Atmospheric Pollution Prevention and Control Law of the People's Republic of China*, most recently revised by the NPCSC on 26 October 2018 and effective on the same date, enterprises, public institutions, and other producers and operators shall, in accordance with relevant national regulations and monitoring standards, monitor the industrial waste gases they discharge and the toxic and hazardous atmospheric pollutants listed in the catalogue published pursuant to Article 78 of the *Atmospheric Pollution Prevention and Control Law of the People's Republic of China*, and retain original monitoring records. Those that discharge industrial waste gases

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Regulatory Overview

or enterprises and institutions that emit toxic and hazardous air pollutants listed in the aforementioned catalogue, as well as other units subject to pollutant discharge permit management in accordance with the law, shall obtain a pollutant discharge permit. In addition, enterprises, institutions, and other producers and operators that construct projects which have an impact on the atmospheric environment shall conduct environmental impact assessments and disclose environmental impact assessment documents in accordance with the law; those that discharge pollutants into the atmosphere shall comply with atmospheric pollutant emission standards and observe the requirements for total quantity control of key atmospheric pollutant emissions.

Pursuant to the Regulations on the Administration of Pollutant Discharge Permits promulgated by the State Council on January 24, 2021 and effective March 1, 2021, enterprises, institutions, and other producers and operators subject to pollutant discharge permit management shall discharge pollutants in accordance with the provisions of the Regulations on the Administration of Pollutant Discharge Permits, and those that have not obtained a pollutant discharge permit shall not discharge pollutants. Environmental protection authorities shall impose administrative penalties on individuals or enterprises that violate the Environmental Protection Law, including fines, orders to make corrections, restrictions on production, orders to suspend production for rectification, and orders to cease operations.

Fire Prevention

Pursuant to the Fire Prevention Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on April 29, 2021 and effective on the same date, the emergency management department of the State Council and the emergency management departments of local people's governments at or above the county level shall exercise supervisory administration over fire prevention work; the fire prevention design and construction of construction projects must comply with national engineering construction fire prevention technical standards.

Pursuant to the Interim Provisions on the Administration of Fire Prevention Design Review and Acceptance of Construction Projects, as most recently amended by the Ministry of Housing and Urban-Rural Development on August 21, 2023 and effective October 30, 2023, special construction projects shall undergo fire prevention design review and fire prevention acceptance inspection, while construction projects other than special construction projects shall file a record with the competent authority regarding fire prevention acceptance of the project.

Energy Conservation Review

Pursuant to the Energy Conservation Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on October 26, 2018 and effective on the same date, the State implements a system of energy conservation assessment and review for fixed asset investment projects. For projects that do not comply with mandatory energy conservation standards, the construction entity shall not commence construction; for projects that have already been completed, they shall not be put into production or use. For government investment projects that do not comply with mandatory energy conservation standards, the authorities responsible for project approval in accordance with the law shall not approve construction. Specific measures shall be formulated by the department of the State Council responsible for energy conservation work together with relevant departments of the State Council.

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Regulatory Overview

Pursuant to the Measures for Energy Conservation Review of Fixed Asset Investment Projects, as amended by the National Development and Reform Commission (NDRC) on March 28, 2023 and effective June 1, 2023, the energy conservation review opinion for a fixed asset investment project serves as an important basis for commencement of construction, completion acceptance, and operational management of the project. For government investment projects, the construction entity shall obtain the energy conservation review opinion issued by the energy conservation review authority before submitting the project feasibility study report. For enterprise investment projects, the construction entity shall obtain the energy conservation review opinion issued by the energy conservation review authority before commencing construction. For projects that have not undergone energy conservation review or whose energy conservation review has not been approved, the construction entity shall not commence construction, and projects already completed shall not be put into production or use.

Laws and Regulations Relating to Product Quality

Pursuant to the Product Quality Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on December 29, 2018 and effective on the same date, the market supervision and administration department of the State Council shall be in charge of product quality supervision nationwide, and producers are prohibited from producing or selling products that do not meet the standards and requirements for protecting human health and safety of persons and property. Products shall not contain unreasonable dangers that threaten personal safety and property safety. Where personal injury or damage to property of others is caused by a defective product, the victim may demand compensation from the producer or seller of the product. Producers and sellers of substandard products may be ordered to cease production and sales, and may have their products confiscated and/or be fined; where illegal gains are obtained, such illegal gains shall also be confiscated; in serious cases, their business licenses may be revoked.

Laws and Regulations Relating to Import and Export of Goods

Pursuant to the Foreign Trade Law of the People's Republic of China (the "Foreign Trade Law"), promulgated by the Standing Committee of the National People's Congress on May 12, 1994 and amended on December 30, 2022, with effect from December 30, 2022, foreign trade operators are no longer required to complete foreign trade operator registration and filing. Prior to December 30, 2022, foreign trade operators engaged in the import and export of goods or technology were required to register and file with the foreign trade authority of the State Council or its authorized institutions, except as otherwise provided by laws, administrative regulations, and the foreign trade authority of the State Council. Where a foreign trade operator fails to complete registration and filing, the customs authority shall not process declaration and clearance procedures for import and export goods.

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Regulatory Overview

Pursuant to the Customs Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on April 29, 2021 and effective on the same date, customs is the supervisory and administrative authority of the State for the entry and exit of borders, and is authorized, in accordance with relevant laws and administrative regulations, to supervise transport vehicles, goods, baggage, postal items, and other articles entering and leaving the customs territory, levy customs duties and other taxes and fees, investigate and intercept smuggling, compile customs statistics, and handle other customs affairs. Customs declaration entities refer to importers and exporters of goods and customs declaration enterprises that have registered with the customs authority. Importers and exporters of goods may handle customs declaration procedures on their own or entrust a customs declaration enterprise to act as their agent.

Pursuant to the Import and Export Commodity Inspection Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on April 29, 2021 and effective on the same date, and the Implementing Regulations of the Import and Export Commodity Inspection Law of the People's Republic of China, as most recently amended by the State Council on March 29, 2022 and effective May 1, 2022, the General Administration of Customs of the People's Republic of China ("GACC") shall be in charge of import and export commodity inspection nationwide; the entry-exit inspection and quarantine institutions under its jurisdiction shall conduct inspections of import and export commodities listed in the catalogue and other import and export commodities required by laws and administrative regulations to be inspected by entry-exit inspection and quarantine institutions. For import and export commodities other than those subject to the aforementioned inspections, entry-exit inspection and quarantine institutions shall conduct random sampling inspections in accordance with state regulations. Import commodities subject to mandatory inspection that have not been inspected shall not be sold or used. Export commodities subject to mandatory inspection that have not been inspected or have failed inspection shall not be exported. Consignees or consignors of import and export commodities may handle inspection declaration procedures on their own or entrust an agent inspection enterprise to do so.

Pursuant to the Regulations of the People's Republic of China on the Administration of Registration of Customs Declaration Entities, promulgated by the GACC on November 19, 2021 and effective January 1, 2022, customs declaration entities refer to importers and exporters of goods and customs declaration enterprises that have registered with customs in accordance with these Regulations. Importers and exporters of goods and customs declaration enterprises applying for registration shall obtain market entity qualification; importers and exporters of goods applying for registration shall also obtain foreign trade operator registration.

Pursuant to the Notice on Matters Relating to the Registration and Filing of Importers and Exporters of Goods, promulgated by the Enterprise Management and Audit Department of the GACC on January 3, 2023 and effective on the same date, importers and exporters of goods applying for registration and filing shall obtain market entity qualification, and are not required to obtain foreign trade operator registration and filing.

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Regulatory Overview

Laws and Regulations Relating to Labor, Social Insurance, and Housing Provident Fund

Labor Law and Labor Contract Law

Pursuant to the Labor Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on December 29, 2018 and effective on the same date, the Labor Contract Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on December 28, 2012 and effective July 1, 2013, and the Implementing Regulations of the Labor Contract Law of the People's Republic of China, promulgated by the State Council on September 18, 2008 and effective on the same date, employers that establish employment relationships with employees shall enter into written labor contracts. Employers are prohibited from forcing employees to work overtime, and must pay employees overtime compensation in accordance with state regulations. In addition, employee wages shall not be lower than the local minimum wage standard and must be paid to employees in a timely manner.

Social Insurance and Housing Provident Fund

Pursuant to the Social Insurance Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on December 29, 2018 and effective on the same date, and the Regulations on the Administration of Housing Provident Funds, as most recently amended by the State Council on March 24, 2019 and effective on the same date, as well as other relevant laws and regulations, employers within China shall provide their employees with benefit plans covering basic pension insurance, basic medical insurance, unemployment insurance, maternity insurance, work-related injury insurance, and housing provident fund.

In addition, employers that fail to contribute to the aforementioned social insurance and housing provident funds as required may be ordered to make up the contributions within a specified period. If contributions remain outstanding beyond the deadline, penalties may be imposed, and the people's court may be applied to for enforcement of the outstanding contributions.

Laws and Regulations Relating to Intellectual Property

Patents

Pursuant to the Patent Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on October 17, 2020 and effective June 1, 2021, and the Implementing Regulations of the Patent Law of the People's Republic of China, as most recently amended by the State Council on December 11, 2023 and effective January 20, 2024, patents are classified into three categories: invention patents, utility model patents, and design patents. The term of an invention patent is 20 years, the term of a utility model patent is 10 years, and the term of a design patent is 15 years, all calculated from the date of filing.

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Regulatory Overview

Trademarks

Pursuant to the Trademark Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on April 23, 2019 and effective November 1, 2019, and the Implementing Regulations of the Trademark Law of the People's Republic of China, as most recently amended by the State Council on April 29, 2014 and effective May 1, 2014, trademarks approved and registered by the Trademark Office of the National Intellectual Property Administration are registered trademarks, including commodity trademarks, service marks, collective marks, and certification marks. The validity period of a registered trademark is 10 years, calculated from the date of approval of registration. Upon expiration of the validity period of a registered trademark, if continued use is required, renewal procedures shall be completed within 12 months prior to expiration in accordance with the relevant provisions; the validity period of each renewed registration is 10 years, calculated from the day following the expiration of the previous validity period of the trademark.

Copyright

Pursuant to the Copyright Law of the People's Republic of China, as most recently amended by the Standing Committee of the National People's Congress on November 11, 2020 and effective June 1, 2021, works of citizens, legal persons, or unincorporated organizations within China — being intellectual creations in the literary, artistic, and scientific fields that are original and can be expressed in a certain form — shall enjoy copyright in accordance with the law, whether published or not. Copyright includes a series of personal rights and property rights, such as the right of publication, the right of authorship, the right of revision, the right to protect the integrity of works, and the right of reproduction.

Pursuant to the Measures for the Registration of Computer Software Copyright, promulgated by the National Copyright Administration on February 20, 2002, and the Regulations on the Protection of Computer Software, as amended by the State Council on January 30, 2013 and effective March 1, 2013, the National Copyright Administration shall be in charge of the administration of computer software copyright registration nationwide, and has designated the Copyright Protection Center of China as the software registration institution. The Copyright Protection Center of China shall issue registration certificates to applicants for computer software copyright that meet the requirements of the Measures for the Registration of Computer Software Copyright and the Regulations on the Protection of Computer Software.

Domain Names

Pursuant to the Administrative Measures for Internet Domain Names, promulgated by the Ministry of Industry and Information Technology on August 24, 2017 and effective November 1, 2017, domain name registration is handled through domain name service institutions established in accordance with relevant regulations, and applicants become domain name holders upon successful registration.

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Regulatory Overview

Laws and Regulations Relating to Taxation

Enterprise Income Tax

The Enterprise Income Tax Law of the People's Republic of China (the "Enterprise Income Tax Law") and its implementing regulations are the primary laws and regulations governing enterprise income tax in China. Pursuant to the Enterprise Income Tax Law and its implementing regulations, enterprises are classified as resident enterprises and non-resident enterprises. A resident enterprise refers to an enterprise established within China in accordance with the law, or an enterprise established in accordance with the laws of a foreign country (region) but whose actual management body is located within China. A non-resident enterprise refers to an enterprise established in accordance with the laws of a foreign country (region) whose actual management body is not located within China, but which has established an institution or place of business within China, or which has not established an institution or place of business within China but has income sourced from within China. A uniform income tax rate of 25% applies to all resident enterprises and to income sourced from within China of non-resident enterprises that have established institutions or places of business within China, or income arising outside China but having an actual connection with the institutions or places of business established within China. High and new technology enterprises requiring key support from the State are subject to enterprise income tax at a reduced rate of 15%. Non-resident enterprises that have not established institutions or places of business within China, or that have established institutions or places of business within China but where the income obtained by such enterprises has no actual connection with the institutions or places established therein, shall pay enterprise income tax on their income sourced from within China at a rate of 10%.

Value-Added Tax

Pursuant to the Provisional Regulations of the People's Republic of China on Value-Added Tax, as most recently amended by the State Council on November 19, 2017 and effective on the same date, and the Implementing Rules of the Provisional Regulations of the People's Republic of China on Value-Added Tax, as most recently amended by the Ministry of Finance on October 28, 2011 and effective November 1, 2011, all entities and individuals engaged in the sale of goods, provision of processing, repair and maintenance services, or importation of goods within China are subject to value-added tax. Unless otherwise provided in the aforementioned regulations, the general VAT rate for goods sold or imported by taxpayers is 17%.

Pursuant to the Notice on Adjusting Value-Added Tax Rates (Cai Shui [2018] No. 32), promulgated by the Ministry of Finance and the State Taxation Administration ("STA") on April 4, 2018 and effective May 1, 2018, for taxpayers engaged in VAT taxable sales activities or importing goods that were previously subject to tax rates of 17% and 11%, the rates are adjusted to 16% and 10% respectively.

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Regulatory Overview

Pursuant to the Announcement on Relevant Policies Concerning the Deepening of VAT Reform (Announcement No. 39 of 2019 of the Ministry of Finance, the State Taxation Administration, and the General Administration of Customs), promulgated by the Ministry of Finance, the STA, and the GACC on March 20, 2019 and effective April 1, 2019, for VAT taxable sales activities or importation of goods previously subject to tax rates of 16% and 10%, the rates are adjusted to 13% and 9% respectively.

Laws and Regulations Relating to Foreign Investment, Overseas Investment, and Foreign Exchange Regulation

Company Law

Pursuant to the Company Law of the People's Republic of China (the "Company Law"), as most recently amended by the Standing Committee of the National People's Congress on December 29, 2023 and effective July 1, 2024, companies established within China may take the form of a limited liability company or a joint stock limited company. Companies enjoy the status of a legal person and have independent property. The Company Law also applies to foreign-invested enterprises.

Foreign Investment

Pursuant to the Foreign Investment Law of the People's Republic of China, promulgated by the National People's Congress on March 15, 2019, and the Implementing Regulations of the Foreign Investment Law of the People's Republic of China, promulgated by the State Council on December 26, 2019 (both effective January 1, 2020), the State implements a pre-establishment national treatment plus negative list management system for foreign investment. The negative list specifies fields in which investment is prohibited, and foreign investors shall not invest in such fields; for fields in which investment is restricted as specified in the negative list, foreign investors shall meet the prescribed investment conditions; foreign investment outside the negative list shall be administered in accordance with the principle of consistency between domestic and foreign investment. At the same time, relevant government authorities formulate catalogues of industries encouraging foreign investment in accordance with the needs of national economic and social development, specifying particular industries, fields, and regions where foreign investors are encouraged and guided to invest.

The current industry access provisions governing investment activities of foreign investors within China are contained in two catalogues: the Special Administrative Measures for Foreign Investment Access (Negative List) (2024 Edition), jointly promulgated by the NDRC and the Ministry of Commerce on September 6, 2024 and effective November 1, 2024; and the Catalogue of Industries Encouraging Foreign Investment (2022 Edition), jointly promulgated by the NDRC and the Ministry of Commerce on October 26, 2022 and effective January 1, 2023. These two catalogues further

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Regulatory Overview

classify foreign investment businesses into three categories: "encouraged," "restricted," and "prohibited." Industries not listed in these three categories are generally regarded as a fourth category, namely industries "permitted" for foreign investment, unless subject to specific restrictions under other laws and regulations within China. Pursuant to the Catalogue of Industries Encouraging Foreign Investment (2022 Edition), the power battery manufacturing, new energy storage system equipment, and battery recycling businesses involved in our operations are classified as industries encouraging foreign investment.

Overseas Investment

Pursuant to the Administrative Measures for Overseas Investment promulgated by the Ministry of Commerce on September 6, 2014 and implemented on October 6, 2014, the Ministry of Commerce and provincial-level commerce authorities administer overseas investments by enterprises through either filing (備案) or approval (核准) procedures, depending on the specific circumstances of the overseas investment. Overseas investments by enterprises involving sensitive countries and regions or sensitive industries are subject to approval management; overseas investments in other circumstances are subject to filing management.

Pursuant to the Administrative Measures for Enterprise Overseas Investment promulgated by the National Development and Reform Commission on December 26, 2017 and implemented on March 1, 2018, domestic enterprises ("investing entities") engaging in overseas investment shall complete overseas investment project ("project") approval, filing and other procedures, report relevant information, and cooperate with supervision and inspection. The scope of approval management includes sensitive projects conducted directly by investing entities or through overseas enterprises controlled by them, specifically including projects involving sensitive countries and regions and sensitive industries. The scope of filing management covers non-sensitive projects conducted directly by investing entities, namely non-sensitive projects involving the investing entity directly contributing assets or equity interests, or providing financing or guarantees.

Foreign Exchange Regulation

Pursuant to the Regulations of the People's Republic of China on Foreign Exchange Administration, as most recently revised by the State Council on August 5, 2008 and implemented on the same date, transactions under the current account in the balance of payments — including goods, services, income and current transfers — whose foreign exchange expenditures shall be paid in accordance with the regulations on payment and purchase of foreign exchange promulgated by the State Council's foreign exchange administration authority, either using one's own foreign exchange supported by valid documentation or by purchasing foreign exchange from financial institutions engaged in foreign exchange settlement and sale business; domestic institutions and domestic individuals engaging in direct overseas investment or in the issuance and trading of overseas securities and derivative products shall complete registration in accordance with the regulations of the State Council's foreign exchange administration authority.

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Regulatory Overview

Pursuant to the Notice on Relevant Issues Concerning Foreign Exchange Administration for Overseas Listing promulgated by the State Administration of Foreign Exchange (SAFE) on December 26, 2014 and effective on the same date, domestic companies shall complete overseas listing registration with the SAFE branch at their place of registration within 15 working days from the date of completion of the overseas listing and issuance. Funds raised by domestic companies through overseas listings may be remitted back to China or kept overseas; the use of such funds shall be consistent with the relevant content set out in this document and other publicly disclosed documents.

In February 2015, the SAFE promulgated the Notice on Further Simplifying and Improving Direct Investment Foreign Exchange Management Policies (partially repealed in December 2019), which provides that foreign exchange registration under overseas direct investment shall be directly reviewed and processed by banks, and the SAFE and its branches shall exercise indirect supervision over the foreign exchange registration and review of overseas direct investment through banks.

Laws and Regulations on Anti-Unfair Competition

Pursuant to the Anti-Unfair Competition Law of the People's Republic of China (the "Anti-Unfair Competition Law"), as most recently revised by the Standing Committee of the National People's Congress on April 23, 2019 and effective on the same date, business operators in market transactions shall follow the principles of voluntariness, equality, fairness and good faith, and comply with laws and commercial ethics. Unfair competition as referred to in the Anti-Unfair Competition Law means acts by business operators in their production and business activities that violate the provisions of the Anti-Unfair Competition Law, disrupt the order of market competition, and damage the lawful rights and interests of other business operators or consumers. Business operators who violate the provisions of the Anti-Unfair Competition Law shall bear civil liability, administrative liability and criminal liability according to the specific circumstances.

Pursuant to the Anti-Monopoly Law of the People's Republic of China (the "Anti-Monopoly Law"), as most recently revised on June 24, 2022 and implemented on August 1, 2022, monopolistic conduct in economic activities within the territory of China, as well as monopolistic conduct outside the territory of China that has the effect of eliminating or restricting competition in the domestic market, shall be subject to the Anti-Monopoly Law. Monopolistic conduct as provided in the Anti-Monopoly Law includes business operators entering into monopoly agreements, business operators abusing their dominant market position, and concentrations of business operators that have or may have the effect of eliminating or restricting market competition. The authority designated by the State Council to perform anti-monopoly law enforcement duties shall be responsible for anti-monopoly law enforcement in accordance with the Anti-Monopoly Law. The State Council's anti-monopoly law enforcement authority may, as required by its work, authorize the corresponding authorities of the people's governments of provinces, autonomous regions and municipalities directly under the Central Government to be responsible for relevant anti-monopoly law enforcement work. Business operators who violate the provisions of the Anti-Monopoly Law may be subject to fines, confiscation of illegal gains, and orders to cease the illegal conduct by the anti-monopoly law enforcement authority.

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Regulatory Overview

Regulations on Overseas Issuance of Securities and Listing by Domestic Enterprises

The Securities Law of the People's Republic of China (the "Securities Law"), as most recently revised by the Standing Committee of the National People's Congress on December 28, 2019 and effective on March 1, 2020, comprehensively regulates activities in China's domestic securities markets, including the issuance and trading of securities, acquisitions of listed companies, stock exchanges and securities firms, and the duties of securities regulatory authorities. The Securities Law further provides that domestic enterprises in China that directly or indirectly issue securities overseas or list securities overseas shall comply with the relevant regulations of the State Council; the specific measures for subscribing for and trading shares of domestic Chinese companies in foreign currencies shall be separately stipulated by the State Council. The China Securities Regulatory Commission (CSRC) is the securities regulatory authority established by the State Council and is responsible for supervising and administering the securities market in accordance with the law, maintaining market order, and safeguarding the lawful operation of the market. Currently, the issuance and trading of H shares are primarily regulated by regulations and rules promulgated by the State Council and the CSRC.

Pursuant to the Trial Administrative Measures for Overseas Issuance of Securities and Listing by Domestic Enterprises promulgated by the CSRC on February 17, 2023 and effective from March 31, 2023, domestic enterprises conducting an initial public offering or listing overseas shall file with the CSRC within three working days after submitting the listing application documents overseas.

Pursuant to the Provisions on Strengthening Confidentiality and Archives Administration Related to Overseas Issuance of Securities and Listing by Domestic Enterprises, jointly promulgated by the CSRC and other departments on February 24, 2023 and effective on March 31, 2023, domestic enterprises engaging in overseas securities issuance and listing activities, as well as securities firms and securities service institutions providing corresponding services to them, shall strictly comply with relevant Chinese laws and regulations and the requirements of these Provisions, enhance their legal awareness of maintaining state secrets and strengthening archives management, establish and improve systems for confidentiality and archives work, take necessary measures to implement confidentiality and archives management responsibilities, and shall not divulge state secrets or working secrets of state organs, nor damage national or public interests. Where domestic enterprises provide or publicly disclose, or provide or publicly disclose through their overseas listing entities, documents or materials involving state secrets or working secrets of state organs, to securities firms, securities service institutions, overseas regulatory authorities and other entities and individuals, they shall obtain approval from the competent authority with approval jurisdiction in accordance with the law, and file with the confidentiality administrative authority at the same level.

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Regulatory Overview

Overview of Hong Kong Regulatory Framework

Set out below are the principal applicable Hong Kong laws and regulations relevant to our business operations and subsidiaries incorporated in Hong Kong. This overview is not intended to be a comprehensive description of all laws and regulations applicable to our business and operations in Hong Kong and/or that may be material to potential investors.

Business

**Business Registration Ordinance** **(Chapter 310 of the Laws of Hong Kong)**

Section 5 of the Business Registration Ordinance (Chapter 310 of the Laws of Hong Kong) provides that all persons (whether companies or individuals) carrying on business in Hong Kong must register with the Inland Revenue Department and obtain a Business Registration Certificate within one month of commencing business. Business registration is an application process and does not involve government approval. Once the prescribed criteria are met, a Business Registration Certificate will be issued. Business registration serves to inform the Inland Revenue Department of the incorporation of companies in Hong Kong and facilitates the collection of tax from companies in Hong Kong.

**Import and Export Ordinance** **(Chapter 60 of the Laws of Hong Kong)**

The Import and Export Ordinance (Chapter 60 of the Laws of Hong Kong) aims to regulate and control the import and export of articles into and from Hong Kong, the movement and carriage of articles that have been imported into or may be exported from Hong Kong within Hong Kong, and any matters incidental thereto or connected therewith. Sections 6C and 6D of the Import and Export Ordinance (Chapter 60 of the Laws of Hong Kong) provide that certain articles may not be imported or exported unless a relevant licence issued pursuant to Section 3 of the Import and Export Ordinance has been obtained.

**Import and Export (Registration) Regulations** **(Chapter 60E of the Laws of Hong Kong)**

Under Sections 4 and 5 of the Import and Export (Registration) Regulations, any person (including a company) who imports, exports or tranships any article that is not an exempted article under Section 3 of the Import and Export (Registration) Regulations must lodge accurate and complete import or export declarations in respect of that article with the Commissioner of Customs and Excise and any Deputy Commissioner or Assistant Commissioner of Customs and Excise, using the services of a prescribed body, in accordance with requirements specified by the Commissioner of Customs and Excise. Each declaration must be lodged within 14 days after the import or export of the article to which the declaration relates.

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Regulatory Overview

**Inland Revenue Ordinance** **(Chapter 112 of the Laws of Hong Kong)**

The Inland Revenue Ordinance (Chapter 112 of the Laws of Hong Kong) is an ordinance to provide for the levy of taxes on property, earnings and profits in Hong Kong. It provides, among other things, that any person (including corporations, partnerships, trustees and bodies of persons) carrying on any trade, profession or business in Hong Kong shall be charged tax on the profits (excluding profits arising from the sale of capital assets) arising in or derived from Hong Kong from such trade, profession or business.

Employment

**Employment Ordinance** **(Chapter 57 of the Laws of Hong Kong)**

The Employment Ordinance (Chapter 57 of the Laws of Hong Kong) regulates the general conditions of employment in Hong Kong and related matters. The Ordinance provides for various employment-related benefits and rights to which employees are entitled. The Employment Ordinance (Chapter 57 of the Laws of Hong Kong) provides comprehensive employment protection and benefits for employees, including (among others) wage protection, paid annual leave, maternity protection, statutory holidays, severance payments and long service payments.

**Mandatory Provident Fund Schemes Ordinance** **(Chapter 485 of the Laws of Hong Kong)**

Under the Mandatory Provident Fund Schemes Ordinance (Chapter 485 of the Laws of Hong Kong), employers must take all practicable steps within the first 60 days of employment to ensure that all their employees who are between the ages of 18 and 65 and employed for 60 days or more become members of a registered scheme (except for certain exempted persons).

Employers are also required to make mandatory contributions to the Mandatory Provident Fund scheme. For each contribution period commencing after the initial period: (i) the employer must contribute to the relevant registered scheme from the employer's own funds, in an amount determined in accordance with the Mandatory Provident Fund Schemes Ordinance (Chapter 485 of the Laws of Hong Kong); and (ii) a deduction must be made from the relevant income of the employee during that contribution period as the employee's contribution to the scheme, in an amount determined in accordance with the Mandatory Provident Fund Schemes Ordinance (Chapter 485 of the Laws of Hong Kong).

**Employees' Compensation Ordinance** **(Chapter 282 of the Laws of Hong Kong)**

The Employees' Compensation Ordinance (Chapter 282 of the Laws of Hong Kong) provides that where an employee sustains a personal injury by accident arising out of and in the course of employment, the employer shall be liable under the Employees' Compensation Ordinance (Chapter 282 of the Laws of Hong Kong).

It further provides that an employer shall not employ any employee in any work unless the employer has in force a valid policy of insurance issued by an insurer in respect of that employee, under which the amount insured in respect of the employer's liability is not less than the specified amount.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Overview of SIX Swiss Exchange Regulations**

For so long as any of the Company's Global Depositary Receipts ("GDRs") remain listed on the SIX Swiss Exchange, the Company must comply with the listing rules and any additional regulations promulgated by the SIX Swiss Exchange (collectively, the "SIX Swiss Exchange Listing Rules"). The following description outlines the principal obligations of issuers of GDRs listed on the SIX Swiss Exchange pursuant to the SIX Swiss Exchange's Depositary Receipts Standard. This overview is in summary form and is not exhaustive.

For so long as the Company's GDRs remain listed on the SIX Swiss Exchange, the Company must comply with certain admission requirements, including: (i) the Company's articles of association must comply with the applicable national laws; (ii) the Company must report in accordance with International Financial Reporting Standards, US GAAP, or PRC GAAP (permitted for Chinese companies only); (iii) the depositary designated by the relevant company must be subject to the Swiss Banking Act (BA), or as a securities firm, subject to the Financial Institutions Act (FinIA) or subject to equivalent foreign regulation; and (iv) the depositary agreement between the designated depositary and the relevant company must provide that the depositary holds the relevant shares on a fiduciary basis (or based on a similar arrangement under applicable law) on behalf of the investors entitled to hold the relevant GDRs, so that these shares can be segregated in favour of the investors in the event of the depositary's debt restructuring or insolvency, and that the custodian may exercise all proprietary and membership rights related to the underlying shares for the benefit of such investors.

**Ad Hoc Announcements**

Pursuant to the SIX Swiss Exchange Listing Rules, companies with securities listed on the SIX Swiss Exchange must disclose price-sensitive facts arising in the course of their business activities with respect to the price of GDRs, A-shares or other securities. Facts that are not yet public and that, from an ex-ante perspective, are capable of causing a significant price movement are classified as price-sensitive. A company must determine on a case-by-case basis whether a fact is price-sensitive (with the exception of annual or interim financial reports or other financial data, which must always be published in the form of an ad hoc announcement). Price-sensitive facts may include but are not limited to financial data and reports, changes in key personnel positions (including changes affecting the composition of the board of directors or senior management), mergers, acquisitions, spin-offs, business restructurings, capital changes, takeover bids, changes in business operations (such as new sales partners, important new products, withdrawal or recall of important products), information on transaction results (such as material changes in earnings, including profit decreases/increases or profit warnings and discontinuation of dividend payments), material changes in shareholder structure, and financial restructuring. Generally, a company will be required to disclose immediately upon becoming aware of a material factor relating to any price-sensitive fact. Disclosure must be made to the SIX Swiss Exchange (90 minutes in advance if published during trading hours), to no fewer than two electronic stock market information systems (such as Bloomberg, Reuters or Telekurs), to no fewer than two nationally distributed Swiss newspapers, and upon request to all relevant parties.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Ongoing Reporting Obligations**

Companies with GDRs listed on the SIX Swiss Exchange must notify GDR holders at the same time as reporting any changes to the depositary or depositary agreement to the SIX Swiss Exchange regulatory authority.

In addition, companies with GDRs listed on the SIX Swiss Exchange must also report certain events relating to the company or the GDRs, such as name changes, changes of auditors, or certain information related to the annual general meeting. The SIX Swiss Exchange regulatory authority requires GDR issuers to provide an annual overview of outstanding unissued GDRs.

**Corporate Governance Report**

Companies with GDRs listed on the SIX Swiss Exchange are obligated to state in their annual report their compliance with the corporate governance standards of their domestic market.

**Management Transaction Disclosure Directive**

Companies with equity securities or GDRs listed on the SIX Swiss Exchange must ensure that their board members and senior management disclose transactions in the company's securities that they have conducted. Under SIX Swiss Exchange rules, the relevant individuals must disclose any such transactions to the relevant company, and the company must in turn forward such information to the SIX Swiss Exchange. Such transactions will subsequently be published on the SIX Swiss Exchange website on an "anonymous" basis.

**Corporate Calendar**

Companies with equity securities or GDRs listed on the SIX Swiss Exchange must prepare and keep updated a corporate calendar covering at least the current financial year. The corporate calendar must contain information on dates that are material for investors during the year (in particular the annual general meeting), as well as the dates of publication of annual and interim financial statements and the corresponding reports.

**Swiss Securities Laws**

**Insider Trading Rules**

Swiss securities law prohibits the use of insider information in relation to securities admitted to trading on a Swiss trading venue and restricts the disclosure of insider information. Swiss law provides for administrative prohibitions as well as criminal law prohibitions, with sanctions including imprisonment or fines.

"Insider information" refers to confidential price-sensitive information, meaning information whose expected disclosure would significantly affect the price of securities traded on a Swiss trading venue.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

The criminal law provisions of Swiss law classify insider information holders into three categories:

- **Primary insider information holders:** Any member of a management or supervisory body (e.g. the board of directors), and any person who has intentional access to insider information by virtue of their position or function (e.g. the head of legal or M&A departments).

- **Secondary insider information holders:** Persons who have obtained insider information from a primary insider information holder (i.e. a tippee) or through a criminal offence or felony.

- **Accidental insider information holders:** Persons who have accidentally obtained insider information, for example an employee who finds confidential documents left in the office printer, or a taxi driver who inadvertently overhears a confidential discussion.

Subject to certain exceptions (the so-called "safe harbours"), persons in possession of insider information may not:

- Use insider information to acquire or dispose of securities admitted to trading on a Swiss trading venue or derivatives using such securities;

- Use insider information to recommend to a third party the acquisition or disposal of securities admitted to trading on a Swiss trading venue or derivatives using such securities;

- Disclose insider information to any other person.

Swiss securities law provides for safe harbour provisions in respect of two exceptions to the prohibition on disclosing insider information (among others), permitting disclosure on a "need to know" basis.

(a) Insider information may be disclosed to a recipient who needs the insider information to fulfil their statutory or contractual obligations.

(b) An exception also applies where the disclosure of insider information is required for the purpose of concluding a contract, and the disclosing party (i) informs the recipient that the insider information may not be used, and (ii) records the disclosure of the insider information and the notification given pursuant to (i) above.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Market Abuse Rules**

Similar to insider trading, Swiss law provides for both administrative prohibitions and criminal law prohibitions, with sanctions including imprisonment or fines.

Administrative law provisions apply to persons who publicly disseminate information that they know (or should know) would send false or misleading signals regarding the supply, demand or price of securities; or who buy or sell securities that they know (or should know) would send false or misleading signals regarding the supply, demand or price of securities.

Criminal law provisions apply to persons who, in order to obtain an unlawful economic advantage, disseminate misleading information known to be false; or who influence the buying and selling of securities conducted directly or indirectly by the same person or by a group of persons acting in concert for that purpose.

**Overview of Indian Regulations**

**General Statutory Legislation**

**Companies Act 2013 ("Companies Act")**

The Companies Act 2013 has replaced the Companies Act 1956 in stages. The Companies Act received the assent of the President of India on 29 August 2013. The Companies Act provides for the incorporation of companies, the process of incorporation and post-incorporation matters. The Companies Act 2013 also provides for the conversion of private companies into public companies (and vice versa). Procedures relating to the appointment of directors form part of the Companies Act. Procedures relating to winding up, voluntary winding up and the appointment of liquidators also form part of the Companies Act.

**Indian Contract Act, 1872 ("Contract Act")**

The Contract Act provides for the manner in which contracts are formed, executed and performed, and the consequences of breach of contract. The Contract Act contains limiting factors relating to the formation, execution and remedies for breach of contract, and is amended from time to time. The Contract Act provides for the enforcement of such rights and obligations between contracting parties. It also contains provisions relating to indemnity, guarantee, bailment and agency.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Transfer of Property Act, 1882 ("Transfer of Property Act")**

The Transfer of Property Act governs the transfer of property between living persons, including immovable property, except for transfers effected by operation of law. The Transfer of Property Act provides for the general principles relating to the transfer of property, including identifying the categories of property that can be transferred, the persons qualified to transfer property, the validity of restrictions and conditions imposed on transfers, and the creation of contingent and vested interests in property.

**Indian Stamp Act, 1899 ("Stamp Act")**

Under the Stamp Act, instruments evidencing the transfer, creation or termination of any right, title or interest in immovable property are subject to stamp duty. All instruments specified under the Stamp Act must be stamped at the rates prescribed in the schedule to the Stamp Act. The applicable rates of stamp duty for chargeable instruments vary from state to state.

**Registration Act, 1908 ("Registration Act")**

The Registration Act was enacted to maintain proper custodial records of transactional documents by authorised personnel, so as to ensure the safety of original documents. The Act provides for two types of document registration: one is compulsory registration as prescribed under Section 17 of the Registration Act. The other type of registration is established under Section 18 of the Act and covers documents that may be registered optionally or at discretion.

**Insolvency and Bankruptcy Code, 2016 ("Bankruptcy Code")**

The Bankruptcy Code covers insolvency of companies, limited liability partnerships (LLPs), unlimited liability partnerships and individuals. The Bankruptcy Code establishes a collective mechanism in India for resolving insolvency matters, maintaining a delicate balance among all stakeholders to preserve the economic value of insolvency proceedings within a stipulated time limit.

**Foreign Exchange Laws**

**Foreign Exchange Management Act, 1999 ("FEMA") and Regulations made thereunder**

Foreign investment in India is primarily regulated by FEMA, administered through the Reserve Bank of India ("RBI") and the policy of the Department for Promotion of Industry and Internal Trade. Under FEMA, foreign direct investment (FDI) in permitted sectors within the prescribed sectoral limits can be made through the "automatic route" without prior approval from the RBI. However, for sectors not covered under the automatic route or exceeding sectoral limits, FDI requires prior approval from the RBI and/or the Foreign Investment Promotion Board (FIPB).

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Intellectual Property Legislation**

**Trade Marks Act, 1999 ("Trade Marks Act")**

The Trade Marks Act provides statutory protection for trade marks and prohibits the use of marks that appear similar. In respect of goods and services, applications to register a trade mark may be filed with the Trade Marks Registry on the basis of actual use or intended future use. Once approved, registration is valid for a period of 10 years and may be renewed thereafter unless cancelled.

**Tax-related Laws**

Some of the tax laws that may be applicable to the operations of Sunwoda (欣旺達) and Yingwang (盈旺) include:

i. The Central Goods and Services Tax Act, 2017 (as amended) and the state laws enacted thereunder;

ii. The Integrated Goods and Services Tax Act, 2017;

iii. The Income-tax Act, 1961 and the rules made thereunder (as amended by the Finance Act of the relevant year); and

iv. The Customs Act, 1962.

**Labour Laws**

The employment of workers/employees in India is governed by various applicable labour laws. Based on our review, we note that Sunwoda (欣旺達) and Yingwang (盈旺) are required to comply with the following labour laws (and applicable rules made thereunder):

**Factories Act, 1948 ("Factories Act")**

The Factories Act provides (among other things) for: (a) the requirement to obtain prior approval for the establishment of a factory; and (b) the requirement for factories to obtain a licence. In addition, the Act contains provisions relating to the conditions of service for workers, standards for safeguarding the health, safety and welfare of all workers within factory premises, and the proper maintenance of factory premises.

**Employees' Provident Funds and Miscellaneous Provisions Act, 1952 ("EPF Act")**

The EPF Act is a social security legislation that provides for the mandatory contribution of savings for eligible employees. The Act establishes a retirement fund for eligible employees through contributions from both employees and employers, while also providing pension and insurance schemes.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Employees' State Insurance Act, 1948** ("Employees' State Insurance Act")

The Employees' State Insurance Act is a piece of social security legislation that provides medical protection and financial assistance to eligible employees in respect of illness, occupational injury, death and disability, funded by contributions from both employers and employees.

**Maternity Benefit Act, 1961** ("Maternity Act")

The Maternity Act regulates the employment arrangements for female employees in applicable establishments before and after childbirth/lawful adoption, providing benefits including maternity leave and wage payments.

**Minimum Wages Act, 1948** ("Minimum Wages Act")

The Minimum Wages Act sets, regulates and enforces minimum wage standards for workers/employees engaged in scheduled employments, with specific standards prescribed by the relevant Central or State Government.

**Payment of Bonus Act, 1965** ("Bonus Act")

The Bonus Act requires employers to provide a statutory minimum bonus to eligible employees. The Act mandates the payment of a minimum bonus of not less than 8.33% and not more than 20% of wages to eligible employees, based on the available surplus of the company.

**Payment of Gratuity Act, 1972** ("Gratuity Act")

The Gratuity Act provides, among other things, that applicable employers must provide gratuity benefits/compensation to every employee who has completed five (5) years of continuous service prior to the termination/cessation of their employment.

**Payment of Wages Act, 1936** ("Wages Act")

The Wages Act regulates the payment of wages to certain categories of persons employed in industrial establishments. The Act prescribes, among other things, the standards and obligations of employers with respect to the payment of wages, determination of wage periods, time of payment and mode of payment.

**Rights of Persons with Disabilities Act, 2016** ("Disabilities Act")

The Disabilities Act provides, among other things, for non-discrimination and accessibility measures and standards for persons with disabilities.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Transgender Persons (Protection of Rights) Act, 2019** ("Transgender Persons Act")

The Transgender Persons Act prohibits, among other things, any establishment from discriminating against transgender persons.

**Human Immunodeficiency Virus and Acquired Immune Deficiency Syndrome (Prevention and Control) Act, 2017** ("HIV/AIDS Act")

The HIV/AIDS Act prohibits, among other things, discrimination against persons living with HIV/AIDS, requires protection of their HIV status confidentiality, and imposes an obligation on establishments to provide a safe working environment.

**Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013** ("POSH Act")

The POSH Act provides for the establishment of a framework to protect women from sexual harassment at the workplace and sets up a mechanism for handling complaints of sexual harassment.

**Contract Labour (Regulation and Abolition) Act, 1970** ("Contract Labour Act")

The Contract Labour Act regulates the employment of contract labour in certain establishments and prescribes obligations relating to the benefits and conditions of service of contract workers/employees, including but not limited to the filing of returns and maintenance of registers/records.

**Equal Remuneration Act, 1976** ("Equal Remuneration Act")

The Equal Remuneration Act provides for equal remuneration to men and women for the same or similar work, and specifically prohibits gender discrimination in employee/recruitment practices.

**Industrial Employment (Standing Orders) Act, 1946** ("Standing Orders Act")

The Standing Orders Act requires, among other things, certain establishments to draft, certify and display standing orders so as to define key conditions of service governing their employees.

**Employment Exchanges (Compulsory Notification of Vacancies) Act, 1959** ("Employment Exchanges Act")

The Employment Exchanges Act requires applicable employers to notify vacancies at their establishments and to submit periodic employment returns to designated employment exchange agencies.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Industrial Disputes Act, 1947** ("Industrial Disputes Act")

The Industrial Disputes Act provides, among other things, for a framework for the prevention and settlement of industrial disputes. Further, the Act aims to regulate strikes and lockouts and prescribes procedures and compensation in respect of retrenchment, layoffs and closure of establishments.

**Environmental Laws**

**Environment (Protection) Act, 1986** ("Environment Protection Act")

The Environment Protection Act aims to protect and improve the environment. The Act provides that no person carrying on any industry, operation or process shall discharge or permit to be discharged any environmental pollutant in excess of prescribed standards.

**Water (Prevention and Control of Pollution) Act, 1974** ("Water Act")

The Water Act aims to prevent and control water pollution by empowering Central and State Pollution Control Boards. It requires industries or operations that may discharge sewage or trade effluent to obtain the consent of the relevant State Board.

**Air (Prevention and Control of Pollution) Act, 1981** ("Air Act")

The Air Act aims to prevent, control and abate air pollution through the establishment of Central and State Pollution Control Boards. Any industrial plant located in an air pollution control area must obtain the consent of the State Board before commencing operations.

**Hazardous and Other Wastes (Management and Transboundary Movement) Rules, 2016** ("Hazardous Waste Rules")

The Hazardous Waste Rules provide that all facility operators engaged in the handling of "hazardous waste" and other wastes must obtain authorisation from the Pollution Control Board of the relevant area. The Rules require operators to follow specific steps in managing hazardous waste and other wastes, including: prevention, minimisation, reuse, recycling, recovery, utilisation (including co-processing) and safe disposal of waste.

**Bio-Medical Waste Management Rules, 2016** ("Bio-Medical Waste Rules")

The Bio-Medical Waste Rules apply to all persons who generate, collect, receive, store, transport, treat, dispose of or handle bio-medical waste in any form. The Bio-Medical Waste Rules require all institutional operators that generate bio-medical waste to take necessary steps to ensure that such waste is handled in a manner that does not pose a hazard to human health and the environment, including by providing a safe place for bio-medical waste.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**E-Waste (Management) Rules, 2022** ("E-Waste Rules")

The E-Waste Rules apply to all entities involved in the manufacture, sale, purchase, refurbishment, dismantling, recycling or processing of e-waste and related components. Manufacturers must register and file returns on the portal of the Central Pollution Control Board.

**Plastic Waste Management Rules, 2016** ("Plastic Waste Rules")

The Plastic Waste Rules require all institutional plastic waste generators to, among other things, segregate and store waste as generated, transfer segregated waste to authorised waste processing or disposal facilities and collection centres, and file returns through the portal developed by the Central Pollution Control Board.

**Battery Waste Management Rules, 2022** ("Battery Rules")

The Battery Rules are made under the Environment Protection Act and apply to all battery producers, dealers, consumers and entities involved in the collection, segregation, transportation, refurbishment and recycling of waste batteries. The Battery Rules set out the responsibilities and functions of battery producers, consumers, collection and segregation entities, refurbishers and recyclers, and also prescribe provisions for the imposition of environmental compensation.

**Public Liability Insurance Act, 1991** ("Public Liability Insurance Act")

The Public Liability Insurance Act provides that owners or controllers of hazardous substances shall be liable for death or injury to any person (other than a workman) and for damage to any property arising out of an accident involving such hazardous substances. Among other requirements, owners or handlers are also required to take out insurance policies to cover liabilities that may arise under this legislation.

**U.S. Outbound Investment Rules**

On October 28, 2024, the U.S. Department of the Treasury ("Treasury") Office of Investment Security promulgated final rules (the "Outbound Investment Rules") establishing a new regulatory regime governing certain technology-related investments by U.S. persons in, or involving, the People's Republic of China, Hong Kong and Macau (collectively, "Countries of Concern").

The Outbound Investment Rules came into effect on January 2, 2025, and are intended to implement Executive Order No. 14105 ("Order") "Addressing United States Investments in Certain National Security Technologies and Products in Countries of Concern" (dated August 9, 2023).

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Overview**

The Outbound Investment Rules apply to U.S. persons who engage in "covered transactions" involving "covered foreign persons." A covered foreign person is a "person of a country of concern" that engages in certain "covered activities." Depending on the nature of the "covered activities," the relevant transactions will either be completely prohibited (prohibited transactions) or required to be notified to Treasury (notifiable transactions).

"Covered activities" refer to the relevant activities described in the definitions of "prohibited transactions" and "notifiable transactions," including research, development or production involving "covered national security technologies and products," which refers to sensitive technologies and products with military application, intelligence collection, surveillance capability or cyber warfare capability in the fields of semiconductors and microelectronics, quantum information technology and AI.

Generally, activities and technologies considered to pose the most acute threat to national security will be prohibited, while other designated activities will be subject to notification requirements.

The Outbound Investment Rules also set out "excepted transactions" that may be excluded from "covered transactions," and authorise the Secretary of the Treasury to establish a case-by-case review mechanism to exempt certain covered transactions from compliance with the Outbound Investment Rules.

**U.S. Persons**

Under the Outbound Investment Rules, a "U.S. person" is:

- A U.S. citizen or lawful permanent resident, regardless of their location;

- An entity organised under the laws of the United States or any jurisdiction within the United States (including any foreign branch of any such entity), regardless of where its business is conducted; or

- Any person physically located within the United States.

U.S. persons are required to take "all reasonable steps" to ensure that their "controlled foreign entities" also comply with the Outbound Investment Rules.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Covered Transactions**

Under the Outbound Investment Rules, "covered transactions" include the following:

- Acquisition of equity or contingent equity interests in a covered foreign person;

- Provision of debt financing to a covered foreign person where such debt financing provides or is convertible into an interest in the profits of the covered foreign person, the right to appoint members of the board of directors of the covered foreign person, or other similar financial or governance rights that are characteristic of an equity investment but not typical of a loan;

- Acquisition, lease or other development of a business, land, property or other assets within a country of concern that would assist in establishing a covered foreign person;

- Conversion of contingent equity interests into equity in a covered foreign person (where such contingent equity interests were acquired on or after January 2, 2025);

- Formation of a joint venture with a covered foreign person to carry on certain business activities; or

- Passive investment in a non-U.S. investment fund that engages in covered transactions.

**Covered Activities**

"Covered activities" refer to any activities described in the definitions of prohibited transactions and notifiable transactions. The table below sets out the activities conducted by covered foreign persons or joint ventures associated with each category of prohibited transaction or notifiable transaction.

Notifiable transactions must be reported to Treasury within 30 days of the completion of the transaction.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

| | Prohibited Transactions | Notifiable Transactions | |---|---|---| | **Semiconductors and Microelectronics** | Covered transactions involving a covered foreign person engaging in the following activities: developing or producing any electronic design automation software for the design of integrated circuits ("ICs") or advanced packaging; developing or producing (1) semiconductor manufacturing equipment designed to perform front-end IC volume fabrication; (2) equipment for performing advanced packaging at volume; or (3) commodities, materials, software or technology specifically designed for, or for use with, extreme ultraviolet lithography fabrication equipment; designing ICs that meet or exceed certain performance parameters or that are designed to operate at certain temperatures; fabricating ICs that meet specified standards; packaging ICs using advanced packaging techniques; or designing, selling or producing supercomputers powered by advanced ICs capable of operating at certain thresholds. | Covered transactions involving a covered foreign person engaging in the following activities: designing, fabricating or packaging any ICs that do not meet the parameters of prohibited transactions. |

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

| | Prohibited Transactions | Notifiable Transactions | |---|---|---| | **Quantum Information Technology** | Developing a quantum computer or producing critical components required to produce a quantum computer (e.g., dilution refrigerators or two-stage pulse tube cryocoolers); developing or producing quantum sensing platforms designed for, or intended to be used for, military, government intelligence or mass-surveillance end-uses; or developing or producing quantum networking or communications systems designed for, or intended to be used for, the following purposes: networking to expand the computing power of quantum computers; secure communications; or any other applications with military, government intelligence or mass-surveillance end-uses. | None. |

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

| | Prohibited Transactions | Notifiable Transactions | |---|---|---| | **AI Systems** | Developing AI systems designed for, or intended to be used for, military, government intelligence or mass-surveillance end-uses; or developing AI systems that meet the standard of being trained using a specified amount of computing power (general-purpose computing power reaching 10²⁵ operations, or computing power reaching 10²⁴ operations where the system is primarily trained using biological sequence data). | Developing AI systems whose designed end-uses include, but are not limited to, military, government intelligence or mass-surveillance end-uses; developing AI systems intended for use in cybersecurity applications, digital forensics tools, penetration testing tools or robotics system control; or developing AI systems with a training computing power exceeding 10²³ operations. |

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

| | Prohibited Transactions | Notifiable Transactions | |---|---|---| | **Sanctioned Persons** | Covered transactions involving a covered foreign person engaging in covered activities (including notifiable transactions) where such covered foreign person is any of the following: listed on the BIS Entity List or Military End-User List; meets BIS's definition of "military intelligence end user"; listed on Treasury's Specially Designated Nationals and Blocked Persons List (SDN List), or is an entity in which one or more SDN-listed individuals or entities hold, individually or in the aggregate, directly or indirectly, a 50% or greater interest; listed on Treasury's Non-SDN Chinese Military-Industrial Complex Companies List (NS-CMIC List); or designated by the Secretary of State as a foreign terrorist organisation pursuant to Section 1189 of Title 8 of the United States Code. | None. |

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Covered Foreign Persons**

A "covered foreign person" is:

- A person of a country of concern that engages in covered activities; or

- A person that holds voting rights, equity interests, board seats, or has contractual power to direct or cause the direction of the management or policies, in a person of a country of concern, where 50% or more of one key financial metric of the entity is attributable to that person of a country of concern; and

- A person of a country of concern that participates in a joint venture with a U.S. person, where such joint venture engages in activities subject to prohibition or notification requirements.

A "person of a country of concern" refers to:

- An individual who is a citizen or permanent resident of a country of concern (but is not a U.S. citizen or permanent resident);

- An entity that is incorporated, headquartered, registered or has its principal place of business in a country of concern under the laws of a country of concern;

- The government of a country of concern, including any of its subdivisions, political parties, agencies or instrumentalities; any person acting for or on behalf of the government of a country of concern; or any entity in which a country of concern, individually or in the aggregate, directly or indirectly holds 50% or more of the outstanding voting interest, board voting rights or equity interest, or otherwise has the power to direct or cause the direction of the management and policies thereof (whether through ownership of voting securities, by contract or otherwise);

- An entity in which any of the above categories of persons holds at least 50% of any of the following interests: outstanding voting interest, board voting rights or equity interest; or

- Any entity in which one or more persons described in the preceding paragraph, individually or in the aggregate, directly or indirectly holds at least 50% of any of the following interests: outstanding voting interest, board voting rights or equity interest.

The Order designates China (including the Hong Kong and Macau Special Administrative Regions) as a "country of concern."

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

Regulatory Overview

**Penalties**

Violations of the Outbound Investment Rules include:

- Taking any prohibited action;

- Failing to take any required action within the prescribed time and in the prescribed manner;

- Making any materially false or misleading statement to Treasury, or falsifying, concealing or omitting any material fact in submitting required information; or

- Evading or avoiding any prohibition.

For violations of the Outbound Investment Rules, the maximum civil penalty that may be imposed is twice the value of the violating transaction, or USD 250,000 (or USD 368,136 as adjusted for inflation from January 12, 2024), whichever is greater. For willful violations of the Outbound Investment Rules, criminal penalties of up to USD 1,000,000 may be imposed, and imprisonment of up to 20 years may be sentenced.

Excepted Transactions

The Outbound Investment Rules provide for a number of "excepted transactions" that are not subject to the notification or prohibition requirements of the Outbound Investment Rules. Excepted transactions include investments by U.S. persons in publicly traded securities. Investments in publicly traded securities made on U.S. and non-U.S. exchanges (such as the Stock Exchange of Hong Kong) are generally treated as excepted transactions, provided that such investments do not confer upon U.S. persons rights beyond standard minority shareholder protections (with respect to covered foreign persons).

However, the Treasury Department has emphasized that if a U.S. person acquires equity interests in a covered foreign person that are not yet publicly traded in order to facilitate an initial public offering — for example, purchases made with the intent to create a market for securities trading or for resale of securities in the secondary market (such as as part of an underwriting arrangement) — such transactions constitute covered transactions.

In other words, subsequent acquisitions by U.S. persons of equity interests and equity interest rights in a covered foreign person after its listing on the Stock Exchange of Hong Kong would generally not constitute "covered transactions."

Other excepted transactions include investments in securities issued by investment companies, such as index funds, mutual funds, or exchange-traded funds.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Regulatory Overview

Certain investments made by limited partners in venture capital funds, private equity funds, funds of funds, or other pooled investment funds may qualify as excepted transactions, provided that the limited partner's committed capital, aggregated with investments and co-investment vehicles in that fund, does not exceed USD 2 million; or the limited partner receives a binding contractual assurance that its capital will not be used to engage in prohibited transactions or notifiable transactions.

However, if an investment confers upon a U.S. person rights beyond standard minority shareholder protections (with respect to a covered foreign person), such investment does not qualify as an excepted transaction.

Even with respect to excepted transactions, U.S. persons may still be required to conduct due diligence to ensure compliance with the Outbound Investment Rules.

The Outbound Investment Rules separately provide for a "national interest exemption." Pursuant to this provision, the Secretary of the Treasury, in consultation with the Secretary of Commerce, the Secretary of State, and the heads of relevant agencies (as applicable), may exempt a transaction from the prohibition or notification requirements on the basis that the transaction is in the national interest of the United States.

U.S. persons may, on their own behalf or on behalf of their controlled foreign entities, request that the Treasury Department review a potential transaction under the national interest exemption. Such review will be based on a holistic assessment of all relevant facts and circumstances, and exemptions are expected to be granted only under extraordinarily exceptional circumstances.

We do not engage in any covered activities, and we do not have relationships with entities that engage in covered activities of the type described in the Outbound Investment Rules. Therefore, we are not a covered foreign person, and the covered transactions under the Outbound Investment Rules do not apply to us. Accordingly, having consulted our legal advisors on this matter, we are of the view that the Outbound Investment Rules will not affect our business or [REDACTED].

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

History, Development and Corporate Structure

Overview

The Company was founded in 1997 by Mr. Wang Mingwang and Mr. Wang Wei, our single largest shareholder. Mr. Wang Mingwang began his career in 1991 in battery sales, during which time he accumulated knowledge and expertise in battery production and sales. He subsequently commenced operations of several mold and electronics processing factories together with his brother Mr. Wang Wei from 1992 to 1995, thereby gaining further industry insights into battery production and sales. From 1995 to 1997, in light of the rapid development of the lithium battery market, Mr. Wang Mingwang and Mr. Wang Wei shifted their focus to lithium battery manufacturing and established a limited liability company under PRC law, named Shenzhen Xinwangda Electronics Co., Ltd. (深圳市欣旺達電子有限公司), being the Company.

Since its establishment, the Company has been focused on the research and development, manufacturing, and sales of lithium battery modules and consumer batteries. In 2016, in view of the rapid development of the power battery market, we expanded into the fields of power batteries and energy storage cells. For further details, please refer to the section headed "– Key Corporate and Business Development Milestones" below. After nearly 30 years of development, we have become a leading global enterprise in lithium battery technology innovation.

Since April 2011, our A Shares have been listed on the Shenzhen Stock Exchange. In November 2022, our GDRs were successfully listed on the SIX Swiss Exchange. For further details, please refer to the section headed "– Corporate Development and Key Changes in Shareholding" below.

Key Corporate and Business Development Milestones

The following is a summary of the key corporate and business development milestones of our Group:

| Year | Event | |------|-------| | 1997 | We commenced operations in Shenzhen, Guangdong. | | 2008 | The Company was converted into a joint stock limited company. | | 2011 | Our A Shares were listed on the Shenzhen Stock Exchange. | | 2014 | We achieved mass production of consumer cells. | | 2016 | We established a subsidiary to operate the energy storage system business. | | 2017 | We established our first overseas base in India, operating the consumer battery business. |

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History, Development and Corporate Structure

| Year | Event | |------|-------| | 2018 | We commenced production of our power cells. | | 2021 | Our power battery business expanded rapidly, with multiple projects launched in Jiangxi and Shandong. | | 2022 | The Xinwangda (欣旺達) Zhejiang Liwei Industrial Park officially commenced operations. Our GDRs were listed on the SIX Swiss Exchange. | | 2024 | Our energy storage battery business grew significantly, ranking tenth globally by energy storage battery shipment volume in 2024. | | 2025 | We commenced construction of our first overseas consumer cell production base in Vietnam. |

Our Principal Subsidiaries

The table below sets out details of our principal subsidiaries as at the Latest Practicable Date:

| Subsidiary Name | Date of Incorporation and Commencement of Business | Place of Incorporation | Equity Interest Held by the Company | Principal Activities | |---|---|---|---|---| | Hong Kong Xinwei Electronics Co., Ltd. (香港欣威電子有限公司) | November 6, 2008 | Hong Kong | 100% | Sales and investment holding | | Xinwangda Huizhou New Energy Co., Ltd. (欣旺達惠州新能源有限公司) | October 11, 2012 | China | 100% | Industrial park property management and investment holding | | Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (深圳市前海弘盛創業投資服務有限公司) | February 7, 2014 | China | 100% | Venture capital and proprietary investment, technology development and commercialization services | | Xinwangda Power Technology (欣旺達動力科技) | October 29, 2014 | China | 40.21% | Research and development, production and sales of power batteries |

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

History, Development and Corporate Structure

| Subsidiary Name | Date of Incorporation and Commencement of Business | Place of Incorporation | Equity Interest Held by the Company | Principal Activities | |---|---|---|---|---| | Shenzhen Xinwangda Intelligent Technology Co., Ltd. (深圳欣旺達智能科技有限公司) | August 30, 2016 | China | 100% | Research and development, production and sales of consumer batteries | | Huizhou Liwei New Energy Technology Co., Ltd. (惠州鋰威新能源科技有限公司) | September 23, 2016 | China | 100% | Research and development, production and sales of consumer batteries | | Xinwangda Electronics India Limited (欣旺達電子印度有限公司) | December 8, 2016 | India | 99.99% | Production and sales of consumer batteries | | Xinwangda Huizhou Power New Energy Co., Ltd. (欣旺達惠州動力新能源有限公司) | May 9, 2017 | China | 100% | Research and development, production and sales of power batteries and energy storage batteries | | Huizhou Xinzhiwang Electronics Co., Ltd. (惠州欣智旺電子有限公司) | May 25, 2018 | China | 100% | Research and development, production and sales of hardware | | Huizhou Yingwang Precision Technology Co., Ltd. (惠州市盈旺精密技術股份有限公司) | September 18, 2018 | China | 82.53% | Research and development, production and sales of precision structural components and precision molds | | Nanjing Xinwangda New Energy Co., Ltd. (南京市欣旺達新能源有限公司) | April 29, 2019 | China | 100% | Production and sales of power batteries | | Zhejiang Xinwangda Electronics Co., Ltd. (浙江欣旺達電子有限公司) | March 24, 2020 | China | 100% | Research and development, production and sales of consumer batteries | | Zhejiang Liwei Energy Technology Co., Ltd. (浙江鋰威能源科技有限公司) | March 24, 2020 | China | 100% | Research and development, production and sales of consumer batteries | | Nanchang Xinwangda New Energy Co., Ltd. (南昌欣旺達新能源有限公司) | August 26, 2021 | China | 100% | Production and sales of power batteries and energy storage cells | | Shandong Xinwangda New Energy Co., Ltd. (山東欣旺達新能源有限公司) | December 31, 2021 | China | 100% | Production and sales of power batteries | | Deyang Xinwangda New Energy Co., Ltd. (德陽欣旺達新能源有限公司) | April 13, 2022 | China | 100% | Production and sales of energy storage cells |

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

History, Development and Corporate Structure

| Subsidiary Name | Date of Incorporation and Commencement of Business | Place of Incorporation | Equity Interest Held by the Company | Principal Activities | |---|---|---|---|---| | Shenzhen Xinwei Zhiwang Technology Co., Ltd. (深圳欣威智旺科技有限公司) | April 14, 2022 | China | 100% | Research and development, production and sales of consumer batteries | | Hubei Dongyu Xinsheng New Energy Co., Ltd. (湖北東昱欣晟新能源有限公司) | December 9, 2022 | China | 51% | Production and sales of power batteries |

We have applied to the Stock Exchange of Hong Kong for, and the Stock Exchange has [granted], a waiver from strict compliance with paragraph 26 of Appendix D1A to the Listing Rules, regarding the requirement to disclose details of any changes in capital of any member of our Group during the two years immediately preceding the date of publication of this document. For further details, please refer to "Waivers and Exemptions – Waiver in relation to Changes in Share Capital." For changes in the shareholding of our principal subsidiaries during the two years immediately preceding the date of publication of this document, please refer to "Statutory and General Information – Further Information about Our Group – Changes in Share Capital of Our Principal Subsidiaries" in Appendix IV to this document.

Corporate Development and Key Changes in Shareholding

Early Development of the Company

From 1997 to 2006, based on capital contributions by Mr. Wang Mingwang and Mr. Wang Wei (whose shareholdings remained unchanged), the registered capital of the Company increased from RMB 1 million to RMB 50 million.

Conversion into a Joint Stock Limited Company in 2008

During the period from 2006 to 2008, Mr. Wang Mingwang and Mr. Wang Wei transferred certain of their shares in the Company to certain employees and investors who were independent third parties. In October 2008, the Company was converted into a joint stock limited company with a registered capital of RMB 141,000,000, with the then existing shareholders acting as promoters. Upon completion of the conversion, Mr. Wang Mingwang and Mr. Wang Wei held interests of 44.13% and 18.43%, respectively, in the Company.

Listing on the Shenzhen Stock Exchange in April 2011

In April 2011, the Company completed the initial public offering and listing of A Shares on the Shenzhen Stock Exchange (stock code: 300207.SZ), pursuant to which an aggregate of 47,000,000 new A Shares were issued. Immediately following such offering, our registered capital increased to RMB 188 million, and Mr. Wang Mingwang and Mr. Wang Wei held interests of 33.10% and 13.82%, respectively, in the Company.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

History, Development and Corporate Structure

Key Changes in Shareholding Following Our Listing on the Shenzhen Stock Exchange

Non-Public Issuance of A Shares in 2018

In November 2017, the Company obtained approval from the CSRC for a non-public issuance of A Shares, the proceeds of which were intended to be used for the expansion of consumer lithium battery module production, the construction of power lithium battery production lines, and to supplement general working capital requirements. The non-public issuance comprised 258,000,000 new A Shares at a price of RMB 9.90 per share, placed to four institutional investors (all of whom were independent third parties), with net proceeds raised of RMB 2,526,265,942.58. Upon completion of the non-public issuance of A Shares, our registered capital increased to RMB 1,548,674,500 in June 2018. As at the Latest Practicable Date, all proceeds raised from the 2018 non-public issuance of A Shares have been applied in accordance with the designated use of proceeds.

Issuance and Redemption of Xinwangda Convertible Bonds

On July 14, 2020, the Company publicly issued 6-year convertible bonds with a principal amount of RMB 1,120 million (the "Xinwangda Convertible Bonds"), which were listed on the Shenzhen Stock Exchange. Pursuant to the offering circular for the Xinwangda Convertible Bonds, the convertible bonds were convertible into A Shares at a specified conversion price as set out in the offering circular during the period from January 20, 2021 to July 13, 2026. On June 16, 2021, the Company resolved to exercise the conditional redemption right under the Xinwangda Convertible Bonds to redeem all then-outstanding bonds at par value plus accrued interest. Upon completion of the redemption on September 14, 2021, as a result of the exercise of the conversion rights under the Xinwangda Convertible Bonds, the Company's share capital increased by 52,651,982 A Shares to 1,626,451,553 A Shares.

Non-Public Issuance of A Shares in 2021

In October 2021, the Company obtained approval from the CSRC for a non-public issuance of A Shares, the proceeds of which were intended to be used for consumer cell expansion projects, consumer battery module expansion projects, laptop lithium battery module expansion projects, and to supplement general working capital requirements. The non-public issuance comprised 93,438,233 new A Shares at a price of RMB 41.90 per share, placed to 16 institutional investors, all of whom were our independent third parties, with net proceeds raised of RMB 3,881,170,209.72. Upon completion of the non-public issuance of A Shares, our registered capital increased to RMB 1,718,957,276 in January 2022. As at the Latest Practicable Date, all proceeds raised from the 2021 non-public issuance of A Shares have been applied in accordance with the designated use of proceeds.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

History, Development and Corporate Structure

Listing on the SIX Swiss Exchange

In November 2022, our GDRs (securities code: SWD) were listed on the SIX Swiss Exchange. Each GDR represents an interest in five A Shares. In connection with the GDR listing, we issued an aggregate of 143,795,000 A Shares, representing 8.37% of the Company's share capital immediately following our GDR listing at that time.

Our Single Largest Shareholder

Pursuant to a concert party agreement dated August 6, 2008 entered into between Mr. Wang Mingwang and Mr. Wang Wei, Mr. Wang Mingwang and Mr. Wang Wei acknowledged that (i) they would act in concert at board meetings and general meetings of the Company; and (ii) in the event that consensus could not be reached, the opinion of the party holding the largest shareholding in the Company would prevail. Unless terminated by either party, the agreement remains in effect indefinitely.

As at the Latest Practicable Date, Mr. Wang Mingwang and Mr. Wang Wei (being our single largest shareholder) jointly controlled approximately 26.75% of the total share capital of the Company. Immediately following completion of [REDACTED] (assuming [REDACTED] is not exercised), Mr. Wang Mingwang and Mr. Wang Wei will continue to collectively hold approximately [REDACTED]% of the total share capital of the Company, and will remain our single largest shareholder.

Material Acquisitions, Disposals and Mergers

During the Track Record Period and up to the Latest Practicable Date, we did not undertake any material acquisitions, disposals or mergers that were significant to us.

Listing on the Shenzhen Stock Exchange ChiNext and the SIX Swiss Exchange

The Company has been listed on the ChiNext of the Shenzhen Stock Exchange and the SIX Swiss Exchange since April 2011 and November 2022, respectively. Based on the advice of our PRC legal advisers and our local legal advisers on SIX Swiss Exchange compliance matters, our Directors confirm that we have not been in serious violation of the rules of the Shenzhen Stock Exchange or the SIX Swiss Exchange or other applicable PRC securities laws and regulations in any material respect, and to the best knowledge of the Directors after having made all reasonable enquiries, there are no material matters regarding our compliance record on the Shenzhen Stock Exchange or the SIX Swiss Exchange that should be brought to the attention of [REDACTED].

The Company seeks the [REDACTED] of its H Shares on the Stock Exchange, with the aim of further advancing the Company's internationalisation strategy, enhancing the Company's international brand image, strengthening the Company's core competitiveness, and improving the Company's operational and management standards. For further details, please refer to "Business — Our Strategies" and "Future Plans and [REDACTED] Use of Proceeds".

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History, Development and Corporate Structure

Public Float and [REDACTED]

Compliance with Public Float Requirements

Rule 8.08(1) of the Listing Rules (as amended and replaced by Rule 19A.13A) provides that if a new applicant is a PRC issuer with other listed shares at the time of listing, this generally means that the portion of H Shares sought to be listed that is held by the public at the time of listing must either (a) represent at least 10% of the total number of issued shares of the class to which the H Shares belong (excluding treasury shares); or (b) have an expected market capitalisation of not less than HK$3 billion.

Our A Shares are listed on the Shenzhen Stock Exchange. The total number of H Shares to be issued pursuant to [REDACTED] represents approximately [REDACTED]% of the Company's enlarged issued share capital (assuming the [REDACTED] is not exercised). Based on [REDACTED] HK$ per H Share (being the lower end of the indicative [REDACTED] range), the portion of the H Shares sought to be [REDACTED] that is held by the public is expected to be [REDACTED] HK$ million after [REDACTED] (assuming the [REDACTED] is not exercised), which complies with Rule 8.08(1) of the Listing Rules (as amended and replaced by Rule 19A.13A).

[REDACTED]

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(7)

– 185 –

(1)

Notes:

100%

100%

100%

99.93%

100%

100%

The Company

0.05%

Mr. Zeng Di(2)

Deyang Xinwangda New Energy Co., Ltd. (China)

100%

10.31%

Dongguan Liwei New Energy Technology Co., Ltd. (China)

0.10%

Dr. Xiao Guangyu(2)

Shandong Xinwangda New Energy Co., Ltd. (China)

Xinwangda Power Technology(3) (China)

40.21%

Xinwangda Huizhou New Energy Co., Ltd. (China)

Nanchang Xinwangda New Energy Co., Ltd. (China)

100%

0.07%

Shenzhen Xinwei Electronics Co., Ltd. (China)

7.17%

Mr. Wang Wei(1)(2)

89.69%

Hubei Dongyuxinsheng New Energy Co., Ltd.(4) (China)

51%

Zhejiang Liwei Energy Technology Co., Ltd. (China)

100%

100%

73.11%

Other A Share Shareholders

Zhejiang Xinwangda Electronics Co., Ltd. (China)

0.01%

Mr. Liang Rui(2)

Huizhou Liwei New Energy Technology Co., Ltd. (China)

0.02%

Mr. Liu Jie(2)

(5)

Huizhou Yingwang Precision Technology Co., Ltd. (China)

82.53%

Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (China)

100%

Huizhou Xinzhiwang Electronics Co., Ltd. (China)

100%

Shenzhen Xinzhiwang Electronics Co., Ltd. (China)

100%

Other Subsidiaries(6)

our single largest shareholder."

Mr. Wang Mingwang and Mr. Wang Wei are brothers and are the single largest shareholders of the Company. Since the establishment of the Company, no group of shareholders has held an interest in the Company in excess of that of the single largest shareholder. Please refer to "— Our Single Largest Shareholder" above in this section.

Nanjing Xinwangda New Energy Co., Ltd. (China)

Shenzhen Xinwei Zhiwang Technology Co., Ltd. (China)

100%

Shenzhen Xinwangda Intelligent Technology Co., Ltd. (China)

Xinwangda Huizhou Power New Energy Co., Ltd. (China)

100%

Xinwangda Electronics India Limited (India)

99.99%

Hong Kong Xinwei Electronics Co., Ltd. (Hong Kong)

100%

19.58%

Mr. Wang Mingwang(1)

The following table sets out our corporate and shareholding structure immediately before completion of [REDACTED]:

Our Corporate Structure Immediately Before Completion of [REDACTED]

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

History, Development and Corporate Structure

Each is a Director and/or senior management member of the Company. For details, please refer to "Directors and Senior Management" in this document.

As at the Latest Practicable Date, the remaining equity interests in Xinwangda Power Technology are held by a group of shareholders (including its employee shareholding platforms, prominent state-owned enterprises, financial institutions and private enterprises).

As at the Latest Practicable Date, the remaining equity interests are ultimately held by Dongfeng Motor Group Co., Ltd.

As at the Latest Practicable Date, the remaining equity interests are held by our employee shareholding platforms.

Other subsidiaries in aggregate include 196 subsidiaries incorporated in various jurisdictions as at the Latest Practicable Date.

As at the Latest Practicable Date, the remaining equity interests are held by (i) a director of Xinwangda Electronics India Limited (our connected person at the subsidiary level); and (ii) three employees who are all independent third parties.

(2)

(3)

(4)

(5)

(6)

(7)

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History, Development and Corporate Structure

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100%

100%

99.93%

100%

The Company

[REDACTED]%

Mr. Zeng Di(2)

Deyang Xinwangda New Energy Co., Ltd. (China)

100%

10.31%

Dongguan Liwei New Energy Technology Co., Ltd. (China)

[REDACTED]%

Dr. Xiao Guangyu(2)

Shandong Xinwangda New Energy Co., Ltd. (China)

Xinwangda Power Technology(3) (China)

40.21%

100%

[REDACTED]%

Mr. Wang Wei(1)(2)

Xinwangda Huizhou New Energy Co., Ltd. (China)

Nanchang Xinwangda New Energy Co., Ltd. (China)

100%

0.07%

Shenzhen Xinwei Electronics Co., Ltd. (China)

100%

[REDACTED]%

Mr. Wang Mingwang(1)

Note: For details, please refer to the sub-section headed "— Our Corporate Structure Immediately Before Completion of [REDACTED]" above.

Nanjing Xinwangda New Energy Co., Ltd. (China)

Shenzhen Xinwei Zhiwang Technology Co., Ltd. (China)

100%

Shenzhen Xinwangda Intelligent Technology Co., Ltd. (China)

Xinwangda Huizhou Power New Energy Co., Ltd. (China)

100%

Xinwangda Electronics India Limited (India)

99.99%

Hong Kong Xinwei Electronics Co., Ltd. (Hong Kong)

100%

no other changes have occurred):

89.69%

Hubei Dongyuxinsheng New Energy Co., Ltd.(4) (China)

51%

Zhejiang Liwei Energy Technology Co., Ltd. (China)

100% 100%

100%

[REDACTED]%

Other A Share Shareholders

Zhejiang Xinwangda Electronics Co., Ltd. (China)

[REDACTED]%

Mr. Liang Rui(2)

Huizhou Liwei New Energy Technology Co., Ltd. (China)

[REDACTED]%

Mr. Liu Jie(2)

100%

Huizhou Yingwang Precision Technology Co., Ltd.(5) (China)

82.53%

Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (China)

[REDACTED]%

H Share Shareholders

Huizhou Xinzhiwang Electronics Co., Ltd. (China)

100%

Shenzhen Xinzhiwang Electronics Co., Ltd. (China)

100%

Other Subsidiaries(6)

The following table sets out our corporate and shareholding structure immediately following completion of [REDACTED] (assuming the [REDACTED] is not exercised and that the issued share capital of the Company has undergone

Our Corporate Structure Immediately Following Completion of [REDACTED]

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

History, Development and Corporate Structure

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Business

Overview

We are a leading lithium battery technology innovation enterprise, committed to providing sustainable and efficient integrated new energy solutions. We are primarily engaged in the research and development, design, manufacturing and sale of lithium batteries, covering a rich product matrix including consumer batteries, power batteries and energy storage systems, providing customers with comprehensive solutions from cells, modules to systems as well as battery testing and recycling.

Having been deeply engaged in the lithium battery industry for nearly 30 years, we have become the world's largest lithium-ion battery manufacturer based on total shipment volume of mobile phone, laptop and tablet-related batteries in 2024. According to data from CIC (灼識諮詢), based on 2024 shipment volume, we rank first globally in the mobile phone battery market with a market share of 34.3%. According to the same source, we are also the world's second largest laptop and tablet battery manufacturer with a market share of 21.6%. In addition, we have been actively expanding our power battery and energy storage system businesses, achieving rapid growth and quickly entering the forefront of the industry.

Our Market Leadership

Our customer base includes(6)

| | | |---|---| | No. 1 globally for five consecutive years | Mobile phone battery manufacturer1 | | 34.3% | Global mobile phone battery market share2 | | No. 2 globally | Laptop and tablet battery manufacturer2 | | 21.6% | Global laptop and tablet battery market share2 | | No. 10 globally | Power battery manufacturer3 | | | Energy storage battery manufacturer4 | | Fastest growing | Among global scaled power battery and energy storage battery manufacturers5 |

| | | |---|---| | Top 10 globally | Mobile phone brands7 | | Top 5 globally | Laptop and tablet manufacturers8 | | 8 out of global top 10 | New energy vehicle OEMs9 | | Top 5 globally | AC-side energy storage system brands10 |

Notes:

1. Based on data from CIC, based on shipment volume from 2020 to 2024.

2. Based on data from CIC, based on 2024 shipment volume.

3. Based on data from CIC, based on 2024 shipment volume, with a market share of 2.1%.

4. Based on data from CIC, based on 2024 shipment volume, with a market share of 1.4%.

5. Based on data from CIC, based on the shipment volume growth rate of 1,664% from 2023 to 2024, the fastest-growing company among the global top ten power battery manufacturers and the global top ten energy storage battery manufacturers, respectively.

6. Based on data from CIC, customer rankings are based on 2024 shipment volume. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 62.5%, 61.1%, 62.5% and 56.4% of our revenue, respectively.

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Business

7. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 54.6%, 51.3%, 46.2% and 43.3% of our revenue, respectively.

8. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 33.0%, 29.1%, 25.9% and 20.1% of our revenue, respectively.

9. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed 6.9%, 8.9%, 13.9% and 10.2% of our revenue, respectively.

10. In 2022, 2023 and 2024 and the nine months ended 30 September 2025, these customers contributed nil, 0.1%, 2.9% and 2.4% of our revenue, respectively.

Our Business

We started with our consumer battery business and gradually expanded into power batteries, energy storage systems and other related fields, forming a comprehensive and integrated business layout spanning battery research and development, design, manufacturing, sales, testing and recycling.

Consumer Batteries

| Product application areas | | Power Batteries | | Energy Storage Systems | |---|---|---|---|---| | Mobile phones | Smart home | Pure electric vehicles | Service robots | Grid energy storage | | Laptops | Smart wearables | Hybrid electric vehicles | Power grid | Commercial & industrial | | Tablets | Smart mobility | Commercial vehicles | | Home | | | | Engineering machinery | | Data centres |

| Integrated service capabilities | | | | | |---|---|---|---|---| | Demand-driven product R&D and design | Intelligent, localised production | Rapid-response after-sales service | Global sales network | Full industry chain layout |

| Full industry chain layout | | | | | | |---|---|---|---|---|---| | Materials | Cells | Modules | Systems | Testing | Recycling |

Consumer Batteries

We started by providing lithium-ion batteries for consumer electronics products such as mobile phones, laptops and tablets, and have gradually expanded into emerging categories such as smart home, smart wearables, smart mobility and service robots.

We have established long-term and stable cooperative relationships with globally leading technology companies. We are a major supplier to the world's largest smartphone company, Xiaomi, Lenovo, OPPO, vivo, Honor and Transsion and other important industry participants, and are actively further penetrating the supply chains of other domestic and international top-tier participants. Based on data from CIC, to date, all top ten global mobile phone manufacturers and top five global laptop and tablet manufacturers by 2024 shipment volume are our customers. We are also continuously expanding our influence in emerging consumer electronics segments, supplying to companies such as Roborock (石頭科技) and Ninebot (九號公司).

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Business

Power Batteries

Our power battery products are not only widely used in the new energy passenger vehicle market, fully meeting the various performance and compatibility requirements of BEV, EREV, PHEV and HEV, but also extend to new energy commercial vehicles, engineering machinery and other scenarios.

We have become an important power battery supplier to leading automotive OEMs, including Li Auto (理想), XPENG (小鵬), Leapmotor (零跑), GAC (廣汽), SAIC (上汽), Renault and Nissan. Based on data from CIC, to date, we supply power batteries to eight of the top ten global new energy vehicle manufacturers by sales volume in 2024.

Energy Storage Systems

We provide integrated energy storage system solutions, covering a wide range of application scenarios including grid energy storage, commercial and industrial energy storage, home energy storage and data centre energy storage.

We have been continuously expanding our customer base across multiple countries and regions. We have experience in successfully delivering large-scale solutions in global markets. Based on data from CIC, to date, we supply energy storage system products to the top five global AC-side energy storage system brands by shipment volume in 2024.

Our R&D Capabilities

After years of accumulation, we have established a solid R&D system, built a balanced lithium battery technology matrix, and have developed into a leading technology innovation enterprise in the global lithium battery field. Our R&D is always driven by customer needs, and we have established a full-chain customer-driven technology innovation mechanism spanning from technology pre-research to product realisation and then to large-scale delivery, forming a virtuous closed loop of "customer needs — technological advancement — product validation", with a shorter cycle from laboratory to mass production, higher R&D efficiency and cost-effectiveness, more effectively meeting the constantly changing and diversified needs of customers and end markets.

Leveraging our insight into the market and deep understanding of products, we continue to invest in and innovate on new technologies, new products and intelligent manufacturing, driven by customer needs. We continue to lead industry innovation across various business segments. Based on data from CIC, our innovations include, but are not limited to:

• One of the few manufacturers in the industry to achieve mass production of silicon-carbon anode batteries. Silicon-carbon anode technology is an advanced technology in which the battery anode uses silicon-carbon composite materials, offering higher energy density compared to traditional graphite anode batteries;

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• The world's first manufacturer to launch a 200W ultra-fast flash charging platform;

• The world's first manufacturer to launch a 1,400A ultra-fast flash charging power battery; and

• The world's first manufacturer to launch a 10-metre liquid-cooled integrated mobile energy storage vehicle, with a capacity of up to 2 megawatt-hours.

We also actively deploy industry-leading battery technologies, such as silicon anode high-energy-density batteries, semi-solid-state batteries, solid-state batteries, lithium manganese iron phosphate (LMFP) batteries, sodium-ion batteries, and SiP technology modularization, with the aim of maintaining a leading position in technological development and seizing first-mover advantages.

**Our Footprint**

We are customer-demand-driven and scientifically plan our production capacity layout, adhering to the principle of proximity-based supply to improve efficiency and resource allocation. As of September 30, 2025, we have 25 major production bases in operation or under construction, of which 19 are located in China, distributed across Guangdong, Zhejiang, Jiangxi, Jiangsu, Shandong, and other provinces, and the remaining six are located overseas, distributed across India, Vietnam, Thailand, and Hungary. Our footprint enables us to respond promptly and meet the product needs of domestic and international customers.

We have established mature standardized, flexible, and intelligent manufacturing capabilities. By dividing customer product requirements into 40 to 50 standardized modular units, we have reduced production costs and shortened manufacturing cycles. We employ flexible manufacturing for consumer batteries, enabling product changeovers within eight hours with an equipment reuse rate of approximately 85%. Our intelligent production lines (including AI-enabled production lines) achieve an automation rate of over 90%.

We have 11 major overseas marketing and service centers in key global markets, enabling us to better serve and expand our international customer base. We have established localized teams in these regions to provide customers with more efficient and timely support.

**Our Market Opportunity**

Leveraging our extensive experience and accumulated capabilities in the lithium battery industry, we will continue to expand our customers and application scenarios across consumer batteries, power batteries, and energy storage systems, and steadily increase the self-supply ratio of consumer cells, thereby achieving sustainable business development and improvements in profitability.

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**Business**

**Consumer Batteries.** The wave of AI applications is driving further growth in the consumer electronics industry. Demand for AI-enabled products is strong, and such products require batteries with higher energy density and superior performance. We will seize this market opportunity and, leveraging our high-quality products and services, further consolidate and expand our globally leading position in the consumer battery sector. As the next generation of consumer electronics continues to emerge, we will also actively expand the application of our products in diverse areas such as smart home, smart wearables, smart mobility, and service robots. At the same time, we are steadily increasing the self-supply ratio of cells to provide customers with integrated solutions.

**Power Batteries.** The global trend toward vehicle electrification is well established, with Chinese companies leading the new energy transformation of the automotive industry. We will continue to expand our partnerships with leading global new energy vehicle OEMs. Electrification is rapidly extending from passenger vehicles to commercial vehicles, construction machinery, new energy vessels, and other segments. We are committed to tailoring a diversified product portfolio for a broad range of application scenarios to meet evolving demand.

**Energy Storage Systems.** Driven by the development of renewable energy generation and data centers, the global energy storage market will grow at a high rate. Leveraging our superior product quality, advanced technological capabilities, and strong service capabilities, we will continue to expand our energy storage business.

**Our Financial Performance**

Our business achieved steady growth during the track record period, with a significant improvement in profitability. Our revenue grew from RMB 52.2 billion (人民幣522億元) in 2022 to RMB 56.0 billion (人民幣560億元) in 2024, representing a compound annual growth rate (CAGR) of 3.6%. Gross profit grew from RMB 6.3 billion (人民幣63億元) in 2022 to RMB 8.2 billion (人民幣82億元) in 2024, representing a CAGR of 14.2%. Net profit attributable to owners of the Company grew from RMB 1.1 billion (人民幣11億元) in 2022 to RMB 1.5 billion (人民幣15億元) in 2024, representing a CAGR of 17.5%. Taking into account non-controlling interests, our profit for the year decreased from RMB 763.4 million (人民幣763.4百萬元) in 2022 to RMB 330.7 million (人民幣330.7百萬元) in 2023, and then increased to RMB 534.3 million (人民幣534.3百萬元) in 2024, while our adjusted net profit (non-IFRS measure) decreased from RMB 1,030.5 million (人民幣1,030.5百萬元) in 2022 to RMB 535.1 million (人民幣535.1百萬元) in 2023, and subsequently increased to RMB 729.5 million (人民幣729.5百萬元) in 2024. For the nine months ended September 30, 2024 and September 30, 2025, our revenue was RMB 38.3 billion (人民幣383億元) and RMB 43.5 billion (人民幣435億元), respectively, representing a year-on-year increase of 13.7%. Gross profit grew from RMB 5.9 billion (人民幣59億元) to RMB 7.1 billion (人民幣71億元), representing a year-on-year increase of 20.8%, and net profit attributable to owners of the Company grew from RMB 1.2 billion (人民幣12億元) to RMB 1.4 billion (人民幣14億元), representing a year-on-year increase of 16.6%. Taking into account non-controlling interests, our profit for the period increased from RMB 553.5 million (人民幣553.5百萬元) to RMB 779.1 million (人民幣779.1百萬元), representing a year-on-year increase of 40.8%, while our adjusted net profit (non-IFRS measure) increased from RMB 726.1 million (人民幣726.1百萬元) to RMB 938.6 million (人民幣938.6百萬元), representing a year-on-year increase of 29.3%.

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*This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.*

**Business**

During the track record period, the fluctuations in our adjusted net profit (non-IFRS measure) and profit attributable to owners of the Company primarily reflected changes in our net profit during the relevant periods. The adjusted net profit (non-IFRS measure) was further mainly affected by the following factors: a decrease in the fair value change of convertible bonds in 2023, an increase in share-based payments (partially offset by the absence of fair value changes following the full conversion of convertible bonds in 2023), and an increase in [redacted] (partially offset by a decrease in share-based payments for the nine months ended September 30, 2025). Profit attributable to owners of the Company was also affected by net losses allocated to non-controlling interests, which fluctuated during the track record period due to the performance of certain subsidiaries. Please refer to "Financial Information" for details.

**Our Sustainability Initiatives**

We are committed to contributing to the global low-carbon transition, and have formulated a comprehensive sustainability strategy titled "Towards a Sustainable Future," with four core objectives clearly defined: Life Cycle, Eco-Friendly, Responsible Business, and Win-Win Partners. This strategy is aligned with our long-term objective of creating value and actively responds to evolving regulatory requirements, industry trends, and stakeholder expectations.

We actively support China's "carbon peaking and carbon neutrality goals," adopting a structured carbon management approach under our ESG governance framework. Our goal is to achieve a peak in operational carbon emissions by 2029 and full operational carbon neutrality by 2050. To achieve these goals, we are advancing the use of renewable energy, promoting energy-saving technologies, and integrating clean energy into our operations. In 2024, we completed more than 200 energy efficiency improvement measures, saving approximately 66.70 million kWh of electricity, equivalent to a reduction of more than 35,000 tonnes of carbon dioxide emissions.

We are deeply engaged in battery recycling and the practice of the circular economy. By leveraging intelligent dismantling technology and a vertically integrated industrial layout, we have established a closed-loop recycling system to achieve efficient recovery of key materials such as nickel, cobalt, and lithium, which are then reapplied in battery production. These efforts help reduce environmental pollution, conserve natural resources, and enhance supply chain resilience.

Our ESG performance has received wide recognition. Our Wind ESG rating is "AA," our MSCI ESG rating is "A," and our CDP Climate Change score is "B." We have also been included in the Fortune China ESG Impact List for two consecutive years. We actively participate in major sustainability initiatives and alliances, including the United Nations Global Compact, the Global Battery Alliance, and the China ESG Alliance.

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**Our Competitive Strengths**

We believe the following core competitive strengths will enable us to fully capture industry development opportunities and continuously enhance our global competitiveness:

**The world's largest manufacturer of mobile phone, laptop, and tablet batteries, with rapid growth in power batteries and energy storage systems**

We are a globally leading lithium-ion battery technology innovation company with the most comprehensive product portfolio in the industry, covering consumer batteries, power batteries, and energy storage systems. Our broad business coverage is conducive to diversifying our revenue streams, enhancing growth resilience and potential, while consolidating our influence and brand recognition in the global market.

We are a globally leading consumer battery manufacturer. According to data from Frost & Sullivan (灼識諮詢), by shipment volume in 2024, we are the world's largest mobile phone battery manufacturer, with a global market share as high as 34.3%. Our global market share in laptop and tablet batteries has also increased from 15.1% in 2022 to 21.6% in 2024, making us the world's second-largest manufacturer in this segment. In addition, we continue to expand the diversified applications of our products in emerging consumer electronics fields such as smart home, smart wearables, smart mobility, and service robots, and continuously expand our product portfolio in line with the evolving needs and business development of our downstream customers.

Leveraging our deep market insight and extensive expertise in lithium-ion battery R&D, large-scale manufacturing, and integrated services, we have also rapidly become a major player in the power battery and energy storage system sectors.

- **Power Batteries.** Our power battery business has undergone rapid development and has become an important growth driver. According to data from Frost & Sullivan (灼識諮詢), by shipment volume, we ranked among the top 10 global power battery manufacturers in 2024, and by shipment volume growth rate from 2023 to 2024, we were the fastest-growing company among the top 10 global power battery manufacturers.

- **Energy Storage Systems.** In 2024, our energy storage system sales volume reached 9.6 GWh, representing a year-on-year increase of 108.7%. According to data from Frost & Sullivan (灼識諮詢), by energy storage battery shipment volume in 2024, we ranked 10th globally, and by shipment volume growth rate from 2023 to 2024, we were the fastest-growing company among the top 10 global energy storage battery manufacturers in 2024.

**Building technological moats grounded in innovation and R&D**

We conduct R&D driven by customer needs, with a clear understanding of customer requirements and market trends. By combining internal innovation with collaborative development with customers, we deliver customized solutions that meet specific application needs. This demand-driven model improves R&D efficiency, shortens time-to-market, and supports continuous product innovation and iteration, enabling us to maintain a strong technological lead and rapidly respond to evolving customer needs.

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**Business**

In the consumer battery sector, we have achieved mass production of silicon-carbon anode cells with a volumetric energy density of 850 Wh/L, and we are one of the few manufacturers to have launched a 200W ultra-fast charging platform. By integrating the design and development of cells and modules, we provide integrated, efficient, and safe solutions, and customize our products according to customer design specifications. Our products include irregularly shaped and miniaturized batteries suitable for devices such as TWS earphones, AI glasses, and smartwatches, helping customers improve space utilization and design freedom. In the power battery sector, we provide system integration solutions based on CTP, CTB, and CTC architectures. Our products feature ultra-fast charging performance, high energy density, and strong adaptability. We have achieved mass production of 6C BEV batteries and have launched 6C to 12C "flash charge" BEV batteries capable of efficient charging within 8 to 10 minutes, while our HEV batteries can achieve up to 60C flash charging and 70C flash discharging. Our energy storage system products focus on characteristics such as large capacity and long cycle life. We have achieved mass production of 280 Ah and 314 Ah energy storage cells, and have launched large-capacity products of 588 Ah and 684 Ah, with a product cycle life ranging from 8,000 to 12,000 charge cycles. We have also launched liquid-cooled mobile energy storage system solutions designed to support flexible and diversified deployment scenarios.

In addition, we focus on emerging battery technologies, including silicon anode high-energy-density batteries, semi-solid-state batteries, solid-state batteries, lithium manganese iron phosphate (LMFP) batteries, sodium-ion batteries, and SiP technology modularization. For example, our first-generation semi-solid-state batteries have entered small-scale production and have been applied in low-altitude aircraft. We are currently conducting pilot production of our second-generation semi-solid-state batteries, with the aim of achieving an energy density of 360 to 400 Wh/kg. In the solid-state battery sector, our third-generation products have completed laboratory validation and process validation, with an energy density of 400 Wh/kg, while our fourth-generation prototype samples using lithium metal anodes achieve an energy density of 500 Wh/kg.

As of September 30, 2025, we have applied for more than 10,000 patents, of which more than 6,900 have been granted. We have also participated as a core member of the drafting committee in the discussion, review, and revision of several important national standards, such as the Safety Technical Specifications for Lithium-ion Batteries and Battery Packs for Portable Electronic Products (2022), China's first mandatory safety standard for energy storage systems Safety Requirements for Lithium Accumulators and Battery Packs for Electric Energy Storage Systems (2024), and Safety Requirements for Traction Battery of Electric Vehicles (2025). We have also established joint laboratories with well-known universities and research institutions in areas such as battery materials and recycling for collaborative research.

**A high-quality customer base covering the top tier of the industry, with continuously deepening customer relationships**

With superior product quality, solid R&D capabilities, comprehensive supporting facilities, and years of industry accumulation, we have built an extensive and high-quality customer base and continue to receive recognition from domestic and international customers. Our customer base covers leading participants in the consumer electronics, electric vehicle, and energy storage sectors. Customers of our consumer battery business include the world's leading mobile phone, laptop, and tablet manufacturers, including the top ten global mobile phone manufacturers by shipment volume in 2024

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**Business**

and the top five global laptop and tablet manufacturers. In our power battery business, we have established long-term cooperation with automotive OEMs, including eight of the top ten global new energy vehicle manufacturers by sales volume in 2024. In our energy storage business, we support customers in grid-scale energy storage, residential energy storage, and commercial and industrial energy storage sectors, including the top five global AC-side energy storage system brands by shipment volume in 2024.

The long-term cooperative relationships we maintain with our customers, the high-quality products and services we continuously provide, and our strong brand reputation continue to enhance our competitiveness, enabling us to provide customers with integrated solutions and continuously expand the application boundaries of our products, diversify our revenue streams, and grow our business scale alongside our customers' business expansion. For example, we began our cooperative relationship with Xiaomi in 2012 by supplying mobile phone batteries, and subsequently deepened and expanded the collaboration around Xiaomi's ecosystem products, starting to supply a range of products from 2015 to 2016, including smart speakers, electric scooters, smart home devices, and smart door locks, beginning to supply laptop batteries in 2017, beginning to supply AI IoT batteries in 2021, and now we cover almost all of their major consumer electronics product categories.

This deep cooperation with customers is built upon years of trust and a strong track record. Customers are particularly selective in their choice of battery manufacturers, with stringent requirements for product safety and reliability. The supplier development, testing, and certification cycle can be as long as 36 months. We have passed our customers' various testing and certification processes, thereby maintaining a stable position within our customers' supply ecosystems. Furthermore, the majority of our downstream customers are well-reputed direct-to-consumer enterprises that tend to select manufacturers with extensive experience, a proven track record, and a strong reputation.

**Global integrated service capabilities enabling timely response to customer needs**

**Production and Manufacturing**

We are customer-demand-driven and scientifically plan our production capacity layout, adhering to the principle of proximity-based supply to efficiently allocate resources. As of September 30, 2025, we have 25 major production bases completed or under construction, of which 19 are located in China and six are located overseas (distributed across India, Vietnam, Thailand, and Hungary), forming a global manufacturing network to achieve regional synergies, reduce transportation costs, and enhance our capacity to serve global customers. We have established a highly standardized, flexible, and digitalized manufacturing system. By modularizing customized product requirements into 40 to 50 standard process units, we cover more than 80% of mainstream application scenarios while improving stability and reducing costs. Our flexible consumer battery production lines support changeovers within eight hours and achieve an equipment reuse rate of approximately 85%. The automation rate of key production lines exceeds 90%, with AI optimization helping to shorten production launch cycles. Our 5G-enabled production lines incorporate 5G communication modules, industrial gateways, and computing devices, enabling real-time equipment connectivity and comprehensive visualization of production data. These capabilities collectively enable us to respond rapidly to evolving customer demands in global markets while maintaining high operational efficiency and cost competitiveness.

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**Business**

**Supply Chain**

Our comprehensive supply chain system and efficient procurement management framework further reinforce our global delivery capabilities. Our supply chain partners cover all key component areas required for lithium-ion battery production, including the five major cell materials, electrical components, thermal management systems, and structural components, ensuring the consistency and stability of our lithium battery product quality from the source. As we expand our international customer base and improve our overseas production capacity, we are simultaneously introducing a complementary global supply chain network aligned with our operational requirements, in order to enhance the efficiency and resilience of our supply chain and enable us to maintain timely and reliable supply in global markets.

Integrated Capabilities

We possess strong integrated product delivery and service capabilities, along with a rapid response advantage. Starting from R&D, we collaborate closely with customers, and are able to efficiently and cost-effectively advance complex product technical requirements from concept to commercially viable, stable mass production. This enables us to provide customized product solutions to meet the diverse needs of different customers.

We offer a complete end-to-end suite of services covering everything from cells to modules, systems, and solutions for different application scenarios. In the consumer battery business, we have extended our module manufacturing upstream into cell production. Our cell technology and quality are at industry-leading levels, and we have successfully entered the supply chains of top-tier customers in smartphones and laptops, achieving successful vertical integration of the consumer battery value chain. In the first three quarters of 2025, our self-supply ratio of consumer cells reached approximately 43%, further demonstrating our capability to provide customers with integrated solutions.

Forward-Looking Management Team, Leading Sustainable Development

As one of the first companies in China engaged in lithium battery production, we have built a strong and experienced management team. Each member possesses extensive industry experience and exceptional execution capabilities. Our management team has a profound understanding of the entire lithium battery value chain, encompassing market dynamics, technological developments, and large-scale production operations. This enables them to accurately forecast industry trends, identify strategic opportunities, and translate vision into concrete action. Under their leadership, we have continuously launched high-quality innovative products, consolidated customer relationships, and expanded our business across numerous end-market application areas with strong growth potential.

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Over the years, our management team has remained highly stable, with core senior management members serving the Company for an average of more than 15 years. This long-term continuity has helped us maintain a consistent strategic focus, deep organizational cohesion, and an innovation-driven culture.

Our management team is guided by the mission of driving progress in the new energy world through innovation, and under this shared belief, they have led us on the path to becoming a globally respected new energy enterprise. This mission also helps us attract and retain a large number of dedicated and like-minded professionals across management, technical, and operational functions. This reflects our relentless pursuit of excellence, our culture of innovation, and our commitment to providing customers with first-class products and services.

Our Strategies

Continue to Consolidate Our Leading Position in the Consumer Battery Business While Actively Expanding the Power Battery and Energy Storage System Businesses

We are committed to strengthening our global leadership position in the smartphone, laptop, and tablet battery segments, actively maintaining long-term cooperative relationships with key customers, keeping pace with market trends and customer needs, and continuously conducting R&D on higher-performance battery requirements against the backdrop of rapid artificial intelligence development. We aim to maintain the global competitiveness of our solutions and expand our market share. At the same time, we will pay close attention to evolving trends in the consumer battery sector and actively expand our diversified applications in emerging, high-growth areas such as smart home, smart wearables, smart mobility, and service robots. In addition, we will continue to expand our cell business, enhance R&D capabilities and production capacity, increase the self-supply ratio of cells across various products, and further improve the overall profit margins of our products.

We will continue to expand our domestic and international power battery customer base, deepen cooperation mechanisms, and meet customer needs with superior product quality and professional services, providing customers with competitive integrated solutions to win greater power battery market share. At the same time, we are actively positioning our power battery products for applications in commercial vehicles, marine vessels, construction machinery, and other fields, enabling our products to adapt to diverse market needs.

We are vigorously developing our energy storage system business, building innovative and leading solutions based on the requirements of various application scenarios, while ensuring high standards of product quality and safety. In terms of application scenarios, we are focusing on two major business scenarios — "Zero-Carbon Industrial Parks" and "Zero-Carbon Mobility" — to provide comprehensive, end-to-end, full lifecycle integrated services.

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Strengthen R&D and Innovation Capabilities

We plan to further increase R&D investment, enhance technological innovation capabilities, and advance product and technology development across multiple areas of the new energy value chain (including battery materials, cells, modules, and systems for consumer batteries, power batteries, and energy storage systems). Leveraging keen market insight and the ability to respond to constantly changing needs, we will accelerate product iteration and technology upgrades. We will also deepen collaboration with customers through joint R&D programs (including the establishment of joint laboratories) to launch market-driven products and technologies, further enhancing the global competitiveness of our products.

We will continue to attract, develop, and retain top R&D, technical, and engineering talent — particularly individuals with strong leadership and management capabilities — with the goal of building a world-class technology team. At the same time, we will invest in advanced laboratory infrastructure and digital R&D platforms to ensure our teams have access to the most cutting-edge tools, improving the effectiveness and efficiency of our innovation efforts.

Expand International Business and Influence

We plan to further develop overseas markets and international customer networks, progressively entering more global supply chain systems and expanding our supply share within them. To better serve international customers, we will strategically establish production facilities near major customer locations to strengthen customer relationships and enhance our influence and market share.

We will strengthen our global operational capabilities by establishing localized teams near major international customers and in key overseas markets, providing customers with more comprehensive services and support, achieving rapid response to customer needs, and further improving customer recognition and satisfaction.

Further Enhance Intelligent Manufacturing Capabilities to Improve Production Efficiency and Optimize Costs

We plan to continuously upgrade our intelligent manufacturing capabilities by adopting more automated flexible production lines and advanced production equipment, in order to increase capacity and efficiency while reducing overall costs.

We aim to elevate the level of digitalization and intelligence in our manufacturing operations to improve production management, cost control, and large-scale product customization capabilities. For example, we are advancing factory visualization, developing digital models of physical assets such as production equipment, components, and products, and achieving real-time data collection, monitoring, and traceability. By connecting manufacturing execution systems with production equipment through networking, we are able to achieve real-time data exchange and coordination across the entire production process via cloud connectivity, thereby improving the responsiveness and efficiency of our manufacturing systems.

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Deepen ESG Practices and Implement Sustainable Development Initiatives

We will further refine our sustainable development strategy and management framework, integrating ESG principles with the Company's operational development, and continuously building a robust sustainable development management architecture across the dimensions of decision-making, management, operations, and execution. This will reinforce ESG management and ensure the implementation of sustainable development initiatives.

We are committed to achieving peak carbon emissions at the operational level by 2029, and carbon neutrality at the operational level by 2050. To this end, we are actively exploring emission reduction pathways and systematically conducting work to address climate change. We will continue to improve our carbon emissions management framework and promote its implementation across all levels of the Group. We have introduced a digital carbon footprint accounting application platform to conduct carbon footprint assessments for key products. We have also established a digital battery passport platform that, by integrating digital technologies such as blockchain, the Internet of Things, and artificial intelligence, achieves end-to-end monitoring and data management across the industrial chain. At the same time, we will continue to promote environmentally responsible manufacturing by implementing energy-saving and emission-reduction measures throughout the full value chain, aiming to minimize environmental impact at every stage of production.

Our Business Model and Products

We are primarily engaged in the R&D, design, production, and sale of lithium-ion batteries, and are committed to providing high-performance, customized battery solutions for diverse application scenarios.

Consumer Battery Business

We are a global leader in the consumer battery industry. In the consumer battery sector, we possess core technological advantages including high energy density, high-rate charging, long cycle life, and integrated cell-module design, covering customers' diverse performance requirements for capacity improvement, fast charging, miniaturized structures, and safety and stability. We have become an important supplier to a number of globally leading consumer electronics brands. Our consumer battery products are widely used in various consumer electronics including smartphones, laptops, tablet computers, smart home devices, smart wearables, smart mobility devices, and service robots, and we are continuously driving the application of consumer battery products in emerging scenarios.

Power Battery Business

In the power battery sector, we focus on key technological directions including fast-charging efficiency, high power output, long cycle life, and wide temperature range adaptability, and have established a product portfolio covering mainstream technology platforms including BEV, EREV, PHEV, and HEV. Our power battery products have been widely applied in passenger vehicles and commercial vehicles, achieving steady mass production, winning orders from more leading automotive companies, and continuously increasing our market share.

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Energy Storage System Business

Our energy storage system products include modules, cabinets, and containerized energy storage power stations, featuring core technical characteristics such as long cycle life, high safety, and multi-platform compatibility. Our energy storage products have been widely applied in scenarios including grid-scale energy storage, industrial and commercial energy storage, residential energy storage, and data center energy storage, and are capable of providing efficient and reliable energy storage solutions for different types of customers.

In addition, based on serving the diverse needs of customers, we also provide supporting products and services such as precision structural components, smart hardware, battery recycling, and battery testing. These businesses are built on the value of our core products and form a strategically synergistic system that integrates battery product R&D, manufacturing, application, and full lifecycle management.

The following table sets out the breakdown of our revenue by product type for the periods indicated:

| | Year Ended December 31 | | | | Nine Months Ended September 30 | | | | |---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | | (RMB '000, except percentages) | | | | | | (Unaudited) | | | | | Consumer Batteries | 32,015,431 | 61.4% | 28,543,283 | 59.6% | 30,405,096 | 54.3% | 21,064,583 | 55.0% | 22,514,819 | 51.7% | | Power Batteries | 12,686,520 | 24.3% | 10,794,809 | 22.6% | 15,138,528 | 27.0% | 10,139,795 | 26.5% | 12,366,970 | 28.4% | | Energy Storage Systems | 454,947 | 0.9% | 1,110,059 | 2.3% | 1,889,216 | 3.4% | 1,030,191 | 2.7% | 1,463,468 | 3.4% | | Others | 7,005,371 | 13.4% | 7,414,076 | 15.5% | 8,587,794 | 15.3% | 6,044,112 | 15.8% | 7,188,491 | 16.5% | | — Precision Structural Components | 2,331,111 | 4.5% | 2,787,292 | 5.8% | 3,404,443 | 6.1% | 2,509,839 | 6.6% | 2,384,450 | 5.5% | | — Smart Hardware | 3,505,106 | 6.7% | 2,551,140 | 5.4% | 2,403,537 | 4.3% | 1,989,754 | 5.2% | 2,412,116 | 5.5% | | — Other Products and Services | 1,169,154 | 2.2% | 2,075,644 | 4.3% | 2,779,814 | 4.9% | 1,544,519 | 4.0% | 2,391,925 | 5.5% | | Total | 52,162,269 | 100.0% | 47,862,227 | 100.0% | 56,020,634 | 100.0% | 38,278,681 | 100.0% | 43,533,748 | 100.0% |

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BUSINESS

The following table sets out the breakdown of gross profit and gross profit margin by product type for the periods indicated:

| | Year Ended December 31 | | | | Nine Months Ended September 30 | | | | |---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | | | (RMB '000, except percentages) | | | | | | (Unaudited) | | | | | Consumer Batteries | 4,858,360 | 15.2% | 4,611,975 | 16.2% | 5,569,283 | 18.3% | 4,010,159 | 19.0% | 4,334,054 | 19.2% | | Power Batteries | 1,013,868 | 8.0% | 989,966 | 9.2% | 1,331,973 | 8.8% | 1,029,070 | 10.1% | 1,685,531 | 13.6% | | Energy Storage Systems | 102,832 | 22.6% | 211,321 | 19.0% | 385,972 | 20.4% | 257,508 | 25.0% | 354,831 | 24.2% | | Others | 931,832 | 13.3% | 933,708 | 12.6% | 1,215,255 | 14.2% | 834,113 | 13.8% | 956,490 | 13.3% | | — Precision Structural Components | 413,780 | 17.8% | 417,862 | 15.0% | 430,497 | 12.6% | 302,416 | 12.0% | 267,387 | 11.2% | | — Smart Hardware | 295,605 | 8.4% | 252,565 | 9.9% | 294,104 | 12.2% | 159,924 | 8.0% | 275,777 | 11.4% | | — Other Products and Services | 222,447 | 19.0% | 263,281 | 12.7% | 490,654 | 17.6% | 371,773 | 24.1% | 413,326 | 17.3% | | Inventory Impairment Losses | (622,292) | N/A | (628,926) | N/A | (299,652) | N/A | (276,913) | N/A | (257,816) | N/A | | Total | 6,284,600 | 12.0% | 6,118,044 | 12.8% | 8,202,831 | 14.6% | 5,853,937 | 15.3% | 7,073,090 | 16.2% |

Our products are sold across major global markets, and we have established strong market influence in a number of countries and regions. By continuously optimizing our global business structure and strengthening localized operations, we are able to respond swiftly to changes in market demand and continue delivering high-quality products and services. Our global footprint not only brings the Company stable growth opportunities, but also enables us to efficiently integrate resources across different regions to enhance our competitiveness.

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BUSINESS

The following table sets out the breakdown of our revenue by geographic market, presented in absolute amounts and as a percentage of total revenue, based on the destination of delivery or the destination of shipment as indicated on customs declarations, for the periods indicated.

| | Year Ended December 31 | | | | Nine Months Ended September 30 | | | | |---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | | (RMB '000, except percentages) | | | | | | (Unaudited) | | | | | Mainland China (excluding special customs supervision areas) | 29,576,325 | 56.7% | 27,406,020 | 57.3% | 32,589,324 | 58.2% | 22,028,461 | 57.5% | 26,308,529 | 60.4% | | China Special Customs Supervision Areas | 17,697,221 | ...

33.9% | 14,078,068 | 29.4% | 15,222,790 | 27.2% | 10,224,326 | 26.7% | 9,770,115 | 22.5%

United States . . . . . . . . . . . . . . . . . | 254,635 | 0.5% | 417,346 | 0.9% | 1,348,432 | 2.4% | 1,140,502 | 3.0% | 464,899 | 1.1%

European Union . . . . . . . . . . . . . . . . . | 637,469 | 1.2% | 1,102,896 | 2.3% | 1,833,417 | 3.3% | 1,130,093 | 3.0% | 1,540,018 | 3.5%

Other countries or regions(1) . . . . . . . | 3,996,619 | 7.7% | 4,857,897 | 10.1% | 5,026,671 | 8.9% | 3,755,299 | 9.8% | 5,450,187 | 12.5%

Total . . . . . . . . . . . . . . . . . | 52,162,269 | 100.0% | 47,862,227 | 100.0% | 56,020,634 | 100.0% | 38,278,681 | 100.0% | 43,533,748 | 100.0%

Notes: (1) Other countries or regions mainly include the markets of India, Vietnam and Hong Kong.

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**Our Business Model**

We have always been customer-demand driven, building an integrated research-production-sales business model that encompasses customer needs insights, product development, manufacturing and delivery, and after-sales support. We are committed to providing customized, scalable lithium battery solutions for customers across different industries. The diagram below illustrates our collaboration process with customers and suppliers of lithium battery solutions.

R&D Design

Manufacturing & Delivery Supply Chain Support

Technology Pre-research

Quality Sampling Inspection

Customer Needs / Feedback

Customer

Continuous Iteration

Customer Validation

Internal Product Testing

Product Development

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Small-batch Trial Production

Large-scale Delivery

Battery Testing

**Identifying Customer Needs.** We work closely with customers from the early stages of product development, jointly identifying market needs, defining product functions, and setting core performance benchmarks in the context of customers' product application scenarios. We also collaborate with certain key customers and are deeply involved in decision-making at the design stage, thereby improving the alignment between products and customer needs and enhancing delivery efficiency.

**Research and Development and Design.** Our R&D and design system consists of five core stages: "Technology Pre-research – Product Development – Internal Product Testing – Customer Feedback – Continuous Iteration."

- **Technology Pre-research.** Focusing on industry technology development trends and market frontiers, we prioritize the evaluation of new technology routes with commercial potential and define R&D directions and key focus areas.

- **Product Development.** Based on existing technologies, we integrate cross-disciplinary resources to develop new products with strong market application prospects, enhancing the capability to translate technology into real-world applications.

- **Internal Product Testing.** We conduct multiple rounds of functional verification and environmental adaptability testing to assess product stability and reliability across multiple scenarios, laying the foundation for large-scale mass production.

- **Customer Feedback.** We collect and organize customer feedback regarding pain points and suggestions arising during application, ensuring that products remain closely aligned with market needs.

- **Continuous Iteration.** Guided by customer feedback, we continuously optimize product performance, functionality, and user experience, driving ongoing technological evolution and product feature upgrades.

**Manufacturing and Supply.** We have established manufacturing bases at multiple locations both domestically and overseas, with comprehensive manufacturing capabilities covering cell, module, and battery system integration. Leveraging standardized, flexible, and enhanced production capabilities, we can achieve concurrent multi-product production and rapid line switching to promptly meet the diverse needs of different customers. At the same time, we have built a supply chain management system covering key raw materials, ensuring stability in large-scale delivery and effective cost control.

**Quality Control and Delivery.** During the manufacturing and delivery phase, we typically first conduct small-batch trial production. After confirming that the process and quality control procedures are mature, we then commence large-scale production and delivery. We have established a quality control system covering the entire manufacturing process. All finished products must pass comprehensive performance testing before leaving the factory, including evaluation of core battery parameters, communication and control functions, and safety indicators, to ensure that each batch of products meets customer standards.

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**BUSINESS**

We possess full-chain product delivery capabilities covering cells, modules, battery packs, and system-level solutions. Our products are widely applied across multiple end-use scenarios, including mobile phones, laptops, smart devices, passenger vehicles, commercial vehicles, and industrial and commercial energy storage. Through a platform-based product architecture and a flexible engineering services system, we can effectively meet the diverse product form and performance requirements of customers during their business expansion.

**Customer Feedback.** After receiving products, customers may submit feedback through established channels if they identify issues or have further optimization suggestions. We will analyze the problems and optimize our products or services accordingly, forming a closed-loop response mechanism.

Leveraging our customer-centric business model and extensive lithium battery product portfolio, we are able to support customers as their needs evolve — from providing a single product to participating in broader, multi-category collaboration. As customers' businesses grow and diversify, we correspondingly expand our product and service offerings, enabling them to accelerate product launches, explore new applications, and enter new markets. This mutual growth strengthens long-term cooperative relationships and deepens strategic alignment.

**Case Study – Collaboration with Xiaomi**

We began our collaboration with Xiaomi in 2012, initially providing battery solutions primarily for its smartphone products. Through outstanding product performance, stable delivery capabilities, and rapid technical responsiveness, we have gradually become one of its leading battery suppliers and have continuously expanded the dimensions of our services throughout the course of the collaboration.

As Xiaomi continued to expand its presence in smart home and broader consumer electronics sectors, our collaboration has correspondingly extended to a wider range of product categories. From 2015 to 2016, we successively supplied batteries for products in its ecosystem chain, including smart speakers, electric scooters, robotic vacuum cleaners, and smart door locks; from 2017, we entered the supply chain for high-power portable devices such as laptops; and in 2021, we further expanded to IoT device batteries such as smart wearable devices. We provide customized, highly reliable battery solutions tailored to different application scenarios, comprehensively meeting its diverse requirements in terms of energy efficiency, safety, structure, and battery life.

Currently, we have achieved near-complete battery supply coverage for Xiaomi's major consumer electronics product lines, encompassing its core terminal devices and other ecosystem products. The cooperative relationship has gradually evolved from a single category to multi-product-line collaboration, and the scope of services has expanded from functional-level components to systematic technical support, fully demonstrating our full-chain delivery capabilities in the lithium battery industry and our sustained ability to support Xiaomi's business expansion.

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**Our Products**

We have been deeply engaged in the lithium battery sector for nearly 30 years and, through continuous technological innovation and accumulation, have established comprehensive R&D capabilities. We have always focused on customer needs and are able to provide customized battery solutions for different application scenarios to meet the requirements of various products in terms of form and performance. We have steadily developed three core business segments — consumer batteries, power batteries, and energy storage systems — while maintaining a keen awareness of industry trends. In response to changing market demands, we continuously advance technological innovation and product upgrades to ensure that we continue to create value for customers in diverse application scenarios and further deepen our relationships with strategic partners.

**Consumer Batteries**

Consumer batteries are our core business and have been our largest revenue source throughout the track record period. According to data from CIC (灼識諮詢), in terms of total relevant battery shipments in 2024, we are the world's largest manufacturer of lithium batteries for mobile phones, laptops, and tablets. Among these, we hold a leading position in the global mobile phone battery market, with a market share of 34.3% by shipments in 2024. By shipments, our market share in the laptop and tablet battery segment has also increased from 15.1% in 2022 to 21.6% in 2024, further consolidating our market position.

Building on our leading position in mobile phone, laptop, and tablet battery segments, we are actively expanding into diverse smart terminal application scenarios, including smart home, smart wearables, smart mobility, and service robots, forming a consumer battery application landscape characterized by higher frequency and more complex demands. Our rapid penetration across diversified product lines has not only further strengthened customer stickiness and product adaptability but has also consolidated our market position in consumer batteries.

**Business Model**

We are deeply involved in the definition and development process of customers' products, providing integrated solutions encompassing overall solution design and mass production delivery. For products that require greater innovation or involve higher levels of complexity or system integration, we participate from the early stages of customers' product planning, working closely with customers to jointly develop battery solutions, including assessing the feasibility of battery technology and ensuring that battery designs fully align with the hardware specifications planned by customers. This development path is typically adopted by our major customers and enables us to be closely involved throughout the entire product definition and development cycle (covering functional specifications, structural design, and system integration). Such in-depth involvement is conducive to better aligning with customer needs, shortening product development cycles, and enhancing customer stickiness.

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For customers with clearly defined functional requirements or mature platforms, we leverage our existing technological foundation to provide customized services in terms of structural parameters, performance specifications, and integration solutions, enabling rapid product development and flexible delivery. We have established a customer-needs-centric and technology-effectiveness-oriented advancement mechanism, strengthening our full-chain response capability from technology pre-research to product realization and then to large-scale delivery, significantly enhancing customer stickiness and product development efficiency.

**Key Customer Base**

Our customers in the consumer battery segment are primarily the world's leading consumer electronics manufacturers. We have generally established long-term and stable cooperative relationships with our customers; as of the Latest Practicable Date, the duration of our cooperation with the top five consumer battery customers is mostly in excess of ten years. We have become a leading battery supplier to the world's top mobile phone, laptop, and tablet manufacturers, with customers including the world's largest smartphone company, Xiaomi, Lenovo, OPPO, vivo, Honor, and Transsion, and have gradually entered the cell supply system of top-tier domestic and international manufacturers. We are also a supplier to several leading smart hardware companies and emerging consumer electronics enterprises, including Roborock (石頭科技) and Ninebot (九號公司).

**Key Technological Capabilities**

We possess systematic technological capabilities spanning the core stages of R&D and manufacturing of lithium-ion batteries, forming a full-process technological layout covering material system design, structural development, thermal management, safety mechanisms, and system integration. This system not only supports our continuous breakthroughs in product performance, energy density, safety, and packaging flexibility but also lays a solid foundation for our delivery of efficient, customized overall solutions to customers. Against the backdrop of consumer electronics products continually raising requirements for battery slimness, fast charging, safety, and integration capabilities, we have consistently maintained dynamic alignment between our technological evolution and end-user demands, continuously driving the iteration of core capabilities. The following are representative key technologies we have developed in our consumer battery business:

- **Silicon-Carbon Anode Technology.** We have progressively introduced silicon-carbon anode material systems since 2021, increasing the silicon content in stages to improve cell energy density. We have currently achieved mass production capability with 10% silicon content and plan to further increase this to 15%–20%, driving volumetric energy density from approximately 850 Wh/L towards 900 Wh/L and above, with a long-term goal of reaching an advanced level of 1,000 Wh/L.

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- **Steel-Cased Battery Technology.** Starting in 2022, we launched a dedicated steel-cased battery technology development program, transitioning from a wound to a stacked structure, and progressively increasing silicon content from 3% to 12% to improve energy density, while continuously optimizing for weight reduction, thermal abuse resistance, and mechanical reliability. The next steps will focus on improving mechanical reliability and thermal abuse compatibility.

- **High-Rate Fast-Charging Technology.** We have built a cell product portfolio covering charging rates of 0.7C to 5C, supporting fast-charging power from 18W to 200W, applicable to a wide range of terminal products with high charging efficiency requirements such as mobile phones, laptops, and smart wearable devices, significantly enhancing the charging experience of end users.

- **Cell Structure Optimization.** To meet the packaging requirements of miniaturized terminal devices, we have developed various special cells, including coin cells, ultra-compact miniature elongated cells, and other integrated solutions, with improvements made in size control, grouping efficiency, and packaging processes, widely applied in highly integrated scenarios such as TWS earphones and smart watches.

- **High Intrinsic Cell Safety.** Starting in 2019, we launched dedicated R&D projects to systematically advance cell technology upgrades with stability under extreme operating conditions, introducing safe cell solutions that do not catch fire or leak under mechanical abuse conditions, significantly improving the intrinsic safety of products under extreme test conditions such as drop, crush, and puncture tests, meeting the high standards for intrinsic product safety required by international brand customers.

- **Cell-Module Synergy Capability.** We have established a collaborative system centered on the integrated development of "cell + module," achieving simultaneous optimization across multiple dimensions including structural design, thermal management, electrical interfaces, and system integration, significantly improving the development efficiency and system adaptability of customized projects, and providing customers with system-level solution support from cells to complete battery packs.

- **Power Management System SiP Packaging.** Starting in 2020, we began applying System-in-Package (SiP) technology in power management systems, replacing traditional PCBA solutions to achieve a significant improvement in BMU modular design, miniaturization, and reliability. Leveraging industry-leading dedicated SiP production lines, we support mass production of 01005 miniature components (0.4 × 0.2 mm), have achieved breakthroughs in ultra-dense placement technology at 70 μm pitch, and fill ultra-low gaps (10 μm) for WLCSP/BGA. This technology has cumulatively provided miniaturization solutions for 12 leading global consumer electronics brands, reducing the thickness of end products to below 0.8 mm.

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**Key Product Features**

Our consumer battery products have consistently maintained industry-leading performance across multiple key indicators, reflecting our deep technological accumulation in material systems, cell structure, electrical performance, and system integration. Centered on the multi-dimensional requirements of terminal devices for high energy efficiency, fast-charging capability, miniaturization, safety, and system adaptability, we have built a product system with broad adaptability and a high degree of customization capability, not only meeting the core performance requirements of leading customers in flagship products but also supporting the rapid deployment of emerging categories across multiple scenarios. These differentiated capabilities have become an important foundation for deepening customer cooperation and expanding market share. The following are the advantages of our consumer battery products across key performance dimensions:

- **High Energy Density.** By adopting high-voltage material systems, optimizing electrode sheet structures, and introducing silicon-carbon anodes, our batteries can provide longer battery life per unit volume, meeting the requirements of terminal devices such as mobile phones and laptops that have strict demands for high energy density.

- **Excellent Fast-Charging Performance.** Our cell products significantly shorten the charging time of terminal devices, meeting the demands of flagship smartphones and high-performance wearable devices for fast-paced charging scenarios.

- **Structural Miniaturization and High Integration.** We have developed cell products with various miniaturized and irregular structures that have significant advantages in space utilization, assembly compatibility, and packaging flexibility, suitable for miniature terminals such as TWS earphones and smart watches, enhancing the structural adaptability and design freedom of customers' products.

- **Robust Safety Performance.** Through optimizing the cell's internal structural design and upgrading material system selection, our products possess the capability of no leakage and no fire under extreme conditions such as drop, crush, and puncture, meeting the stringent safety certification standards applicable globally for international brand customers.

- **Highly Customized Design.** Leveraging our integrated development and delivery capabilities, we can directionally design the parameter systems of cells and modules according to customers' product positioning, structural requirements, and performance preferences, achieving full customization from material systems to system integration, effectively improving terminal adaptability efficiency and customer dependency.

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**Key Products**

Our consumer battery products are widely applied in mobile phones, laptops, tablets, and other emerging application scenarios, meeting customers' comprehensive requirements for high energy efficiency, miniaturization, safety, and system integration capabilities:

-

Mobile Phone Batteries. These products are primarily used in mobile phones and feature high energy density, ultra-thin form factors, and fast-charging capabilities. They represent the company's highest-volume consumer product category. Our products offer excellent compatibility and rapid response delivery capabilities, and are widely used by multiple mainstream global mobile phone brand customers.

•

Laptop and Tablet Batteries. These products are widely used in slim laptops and medium-to-large-sized tablet devices, with an emphasis on high energy density, thermal stability, and long cycle life. Our products have achieved large-scale delivery across multiple system platforms and size specifications, with a high degree of system compatibility and packaging flexibility, broadly meeting customers' comprehensive requirements for performance stability and integration efficiency.

•

Emerging Application Scenarios. We continue to expand the coverage of consumer batteries in emerging scenarios such as smart home products, smart wearable devices, and IoT devices. Product formats include miniaturized irregular-shaped batteries, button cells, and highly integrated modules, featuring high safety, high energy efficiency, and packaging flexibility. These products have been widely deployed across a variety of smart hardware devices.

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The following sets out certain details of our main consumer battery products:

| Product and Application Scenario | Product Image | Key Features and Specifications | |---|---|---| | Mobile Phone – Pouch Cell | | Rated Capacity: 2,350mAh Energy Density: 566Wh/L Cycle Life: 1,000 cycles >80% SOC Charging Rate: 8.5C Wide Temperature Range: Charging -15~55°C, Discharging -20~60°C Uses aerospace-grade 2D boron nitride thermally conductive material to enhance heat dissipation, achieving 10–13 minute fast charging while reducing temperature rise | | Laptop – Pouch Cell | | Rated Capacity: 9,742mAh (capacity enhanced using silicon-doped anode) Energy Density: 900Wh/L Cycle Life: 1,000 cycles >70% SOC Charging Rate: 1.2C Wide Temperature Range: Charging 0~60°C, Discharging -20~63°C |

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| Product and Application Scenario | Product Image | Key Features and Specifications | |---|---|---| | Tablet – Pouch Cell | | Large Capacity: 10,000mAh (capacity enhanced using silicon-doped anode) Energy Density: 727Wh/L Cycle Life: 1,000 cycles >80% SOC Charging Rate: 1.2C Wide Temperature Range: Charging 0°C–50°C, Discharging -20°C–60°C | | Smart Home: Robotic Vacuum Cleaner – Ternary Battery | | Industry's first smart cell specifically designed for robotic vacuum cleaners – Xinyuan 001, enabling real-time precise detection of voltage, current, temperature, and other parameters of each individual cell AFE (Analog Front End) + MCU (Micro Control Unit) integrated fusion architecture, improving system integration and reliability 29 safety alerts and intelligent safety interlocking Cloud-based AI collaboration enabling remote monitoring, data analysis, early warning notifications, predictive maintenance, and more |

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| Product and Application Scenario | Product Image | Key Features and Specifications | |---|---|---| | Mobility: Electric Motorcycle – Lithium Iron Phosphate Battery | | Industry's first super-fast charging battery for electric motorcycles: fast charging to 80% in 20 minutes; single battery 5KW+ high power output Supports random lossless parallel connection of 2 to 4 batteries to enhance vehicle power and extend range Ultra-long cycle life: 2,000+ cycles High safety: passes nail penetration test, thermal propagation, crush, impact, and other extreme abuse tests | | Wearable Devices: AI Glasses – Pouch Cell | | Rated Capacity: 255mAh Energy Density: 493Wh/L Cycle Life: 500 cycles >80% SOC Charging Rate: 3C Wide Temperature Range: Charging 0°C–60°C, Discharging -20°C–60°C | | Smart Hardware: TWS Earphones – Button Cell | | Rated Capacity: 64mAh Energy Density: 484Wh/L Cycle Life: 500 cycles >80% SOC Charging Rate: 4C Wide Temperature Range: Charging 0°C–60°C, Discharging -20°C–60°C |

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Currently, we have achieved mass production of multiple types of consumer cells and hold significant advantages in cycle energy retention, low swelling, and high energy density. Building on our existing consumer cell product portfolio, we will further expand our technology footprint targeting emerging consumer electronics devices. We plan to focus on developing next-generation miniaturized high-energy batteries for wearable and micro-devices such as TWS earphones, smart watches, and AR/VR glasses. By optimizing material systems and structural design, we aim to enhance spatial adaptability and power consumption matching efficiency to meet the core requirements of lightweight design and long battery life in highly integrated scenarios. At the same time, for the market of high-end mobile phones and ultra-slim laptops, which have more demanding requirements for battery form and performance, the company will accelerate the engineering realization of high-voltage systems and ultra-thin irregular-shaped cells. Leveraging our accumulated expertise in cell integration technology (i.e., combining cells into a compact module), we will build system solutions that combine high energy density with structural integration, providing customized and platform-based product support for brand customers, and further strengthening our technological leadership and market penetration in the consumer battery segment. In developing new consumer batteries, we are committed to optimizing dimensions, reducing weight, extending battery life, and further improving safety performance while maintaining high energy density, thereby enhancing user experience and enabling greater possibilities for multi-scenario applications.

The following table sets out certain details of our upcoming consumer battery products:

| Product Category | Product Features | Planned Launch / Mass Production Date | |---|---|---| | Mobile Phone Battery | High energy density: 930Wh/L | Q4 2026 | | Laptop / Tablet Battery | High energy density: 950Wh/L | Q4 2026 | | TWS Earphone Battery | Battery with built-in current audio noise elimination function, reducing user usage noise by 6–9dB | Q3 2026 | | AI Smart Glasses Battery | Uses stacking process, high energy density, silicon doping ratio approximately 20% | Q3 2026 |

Power Batteries

Our power battery business has expanded steadily in recent years. In 2024, our power battery sales volume reached 25.3GWh, representing a year-on-year growth of 125.9% from 2023 to 2024. We have established a product portfolio covering BEV, EREV, PHEV, and HEV new energy vehicle powertrain architectures. According to data from Frost & Sullivan (灼識諮詢), in 2024, we ranked among the top 10 global power battery manufacturers by shipment volume, and among the top 10 global power battery manufacturers, we achieved the fastest growth rate by shipment volume growth rate from 2023 to 2024.

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Business Model

Our production and operations are primarily driven by the customization requirements of new energy vehicle OEMs. When planning future sales, we comprehensively reference forecast data provided by customers, our own market research results, and the market penetration rate of relevant vehicle models in the overall market, combined with their historical sales performance, to derive reasonable demand estimates.

To further enhance the sustainability of our business and resource utilization efficiency, we actively implement a platform-based strategy during the product development process. By conducting product design and development on a unified platform, products on the same platform can be adapted to multiple customers and multiple vehicle models. This satisfies the diverse needs of customers while improving product versatility and reusability, thereby effectively mitigating the adverse impact on the overall business caused by a high degree of customer customization or sales volume fluctuations of a single customer.

At the production execution level, our flexible production lines are capable of making adjustments within a reasonable range when customer demand changes, thereby ensuring the stability and continuity of the overall production plan. At the same time, most of our production lines are compatible lines that can support mixed-model production of multiple product types, which helps to improve production line utilization, optimize resource allocation, and enhance overall operational flexibility.

Key Customer Base

Our customers include major domestic automobile manufacturers as well as multiple leading international brands, with whom we have established strategic cooperation relationships spanning multiple vehicle models. Certain products have already achieved large-scale vehicle installation. We have become an important power battery supplier to well-known automakers including Li Auto (理想), XPeng (小鵬), Leapmotor (零跑), GAC (廣汽), SAIC (上汽), Renault (雷諾), and Nissan (日產), and have in recent years obtained designated supplier qualifications from major international customers such as Volvo (沃爾沃) and Volkswagen (大眾). According to data from Frost & Sullivan (灼識諮詢), we have established business relationships with eight of the top ten global new energy vehicle manufacturers by sales volume.

Key Technical Capabilities

In the field of power batteries, we have built a research, development, and product system covering multiple technology paths, multiple product formats, and multiple application scenarios. We possess full-chain technical capabilities spanning cell material system development, cell structural design, BMS, and system integration solution optimization. The company has achieved parallel development of both ternary material and lithium iron phosphate systems, covering prismatic, pouch, and cylindrical cell structures, and has the capability to support all vehicle platform types including BEV, EREV, PHEV, and HEV. At the

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system level, we have established a modular integration solution that incorporates the features of CTP, CTB, and CTC architectures, combining high energy efficiency with structural flexibility and supporting deep adaptation to different vehicle models. The highlights of our core technical capabilities in the power battery sector include:

•

BEV Ultra-Fast Charging Platform. We have launched "Flash Charging" battery products compatible with both 800V high-voltage and 400V standard-voltage systems, and in 2024 released the "Flash Charging Battery 3.0" series — LFP Xinxingchi (欣星馳) and NCM Xinxingyao (欣星耀) — with a maximum charging rate of 6C, capable of replenishing 500–700 km of range within 10 minutes. The LFP Xinxingchi achieves an energy density of 450Wh/L with a system volumetric utilization rate exceeding 73%. 6C products have currently been brought to mass production, with system-level 80% pack efficiency and thermal propagation suppression capability, achieving zero thermal propagation throughout the entire lifecycle. We also possess 10–12C ultra-fast charging platform technology and system capabilities. In April 2025, we released the "Flash Charging Battery 4.0" series of new core products — Xinxingchi 2.0 Kiloampere Extreme Charging Battery, Xinxingchi 2.0 Long Range Battery, and Xinxingyao 2.0 Kiloampere Extreme Charging Battery — further enhancing ultra-fast charging and long-range capabilities. Among these, the Xinxingchi 2.0 Kiloampere Extreme Charging Battery is the world's first ultra-fast charging battery product to increase charging current to 1,400A.

•

EREV and PHEV Battery Platform. We have deployed plug-in hybrid battery products covering a range of 100–500 km, with charging rates of 2C–6C, suitable for application scenarios with high requirements for rapid energy replenishment, high energy efficiency, and safety. Related products have been introduced to customers and large-scale delivery has commenced.

•

HEV Battery Platform. We have completed the development of three generations of HEV high-power cell platforms and achieved mass production, with cumulative shipments exceeding 1.6 million units. Products feature high power output, long cycle life, high safety, and cost control advantages, supporting 120kW peak discharge, -30°C cold start, and over 100,000 cycle uses.

•

High-Precision BMS Control Capability. Our battery management system achieves high precision in both physical measurement and system estimation, thereby improving battery efficiency and vehicle control. Specifically, our BMS achieves voltage detection accuracy within ±3mV, temperature control accuracy within 2°C, and state of charge (SOC) estimation error of less than 3%. The system also ensures stable transmission of critical data, supporting intelligent vehicle control and diagnostics.

•

System Integration Capability. We have built a system integration solution that incorporates the technical features of CTP, CTB, and CTC, with modular and structurally flexible design capabilities. It supports both upright and inverted cell placement, is compatible with multiple types of vehicle platform structures, and achieves high space utilization and integration efficiency, capable of meeting the customized requirements of different customers.

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Key Product Features

Our power battery products hold significant advantages across multiple key performance indicators, capable of meeting the comprehensive requirements of different new energy vehicle platform types in terms of range capability, charging efficiency, safety, and system integration.

•

Outstanding Ultra-Fast Charging Capability. Our power battery charging rates cover 2C to 12C, and we have achieved mass production of 6C ultra-fast charging products. Our 6C products meet the rapid energy replenishment requirement of "replenishing 500–700 km of range within 10 minutes" under an 800V high-voltage platform.

•

Leading Energy Density. Through material system optimization and improvements in structural integration efficiency, our flagship BEV product platform achieves an energy density of 450Wh/L. Combined with system-level integration efficiency, this can extend the overall vehicle driving range and improve vehicle platform energy efficiency.

•

Excellent Cycle Life. HEV platform products support over 100,000 charge-discharge cycles; EREV and PHEV platforms also feature long-life performance, meeting reliability requirements in high-frequency start-stop and deep-cycle usage scenarios, and extending the service life of the vehicle's battery system.

•

Strong Adaptability to Extreme Environments. The low-voltage pouch platform can achieve 25C pulse discharge at -20°C; HEV platform products support -30°C low-temperature cold start, ensuring startup response and stable operation of the vehicle system in low-temperature environments.

•

BMS Enabling Battery Performance Enhancement. Our BMS solution supports multiple voltage platforms of 48V, 400V, and 800V, enabling seamless compatibility with various mainstream passenger vehicle and commercial vehicle models. The system adopts a modular architecture to facilitate rapid deployment across different platforms and improve adaptability and integration performance. Combined with advanced energy management strategies and comprehensive battery protection mechanisms, our BMS achieves improvements in vehicle range, safety, and overall performance.

•

High System Integration Efficiency. A system integration solution incorporating the technical features of CTP, CTB, and CTC has been built, supporting both upright and inverted cell placement, with good structural flexibility and platform adaptability. System volumetric utilization rate exceeds 73% and pack efficiency reaches over 80%, significantly improving vehicle space utilization and structural integration performance.

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Key Products

Our products encompass cells, modules, BMS, and pack systems, dedicated to providing our customers with competitive and scenario-specific power battery solutions. Through multiple material systems, multiple structural formats, and coverage of multiple vehicle types, we are able to provide customized and systematic key power battery products for multiple market needs including BEV, EREV, PHEV, and HEV.

The following sets out certain details of our main power battery products:

| Application Scenario | Product Image | Key Product Parameters and Main Features | |---|---|---| | Passenger Vehicle: HEV – Prismatic NCM Battery | | High Power: 60C flash charging, 70C flash discharging Long Life: 300,000 km power "zero degradation"; cycle life reaching 100,000+ cycles Ultra Low Temperature Operation: -30°C~60°C; low temperature discharge power: 7–12kW at -30°C | | (HEV Battery) | | | | Passenger Vehicle: BEV – NCM Battery | | Peak discharge rate 8C, ≥1,000A Fast Charging: 8 minutes to replenish 700km (10% to 80% SOC) Long Life: 10 years / 200,000 km Xinxingyao Ultra-Fast Charging Battery 2.0 – Kiloampere Extreme Charging Version | | Passenger Vehicle: BEV – Lithium Iron Phosphate Battery | | Peak discharge rate 12C, ≥1,400A+ 5 minutes of charging provides 450km of range Long Life: 10 years / 200,000 km Xinxingchi Ultra-Fast Charging Battery 2.0 – Kiloampere Extreme Charging Version |

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| Application Scenario | Product Image | Key Product Parameters and Main Features | |---|---|---| | Passenger Vehicle: BEV – Lithium Iron Phosphate Battery | | Peak discharge rate 6C, ≥900A+ Fast Charging: 10 minutes to replenish 560km (10% to 80% SOC) Long Life: 10 years / 200,000 km Xinxingchi Ultra-Fast Charging Battery 2.0 – Long Range Version: 800km+ ultra-long range | | Passenger Vehicle: EREV – LFP/NCM Battery | | Fast Charging: 8–15 minutes to charge to 80% SOC Long Range: 150–400km+ pure electric range Long Life: 10 years or 300,000km+ design life High Energy Density: >190Wh/kg Extended Range Battery |

Commercial – Lithium Iron Phosphate Battery . . . .

Fast Charging: 15 minutes from 10% to 80% SOC Long Cycle Life: ≥6,000 cycles

Commercial Vehicle Battery

High Energy Density: >160Wh/kg High Safety: Through 3D liquid-cooled housing structure and directional pressure relief technology, this modular platform meets the NTP no thermal propagation standard. The CTP module-free design increases battery pack volume utilization by 20%, supporting flexible configurations from 140kWh to 804kWh

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We will continue to upgrade our product portfolio around the high-voltage platform and ultra-fast charging technology directions, driving continuous breakthroughs in overall performance and system integration capabilities. We are accelerating the development of next-generation "Flash Charge" platform batteries to meet the demands of high-end BEVs for ultra-fast charging and platform compatibility. For hybrid vehicle types including HEV, EREV, and PHEV, we will further refine standardized battery combinations with high power output, long cycle life, and low-temperature cold-start capabilities, enhancing adaptability across different powertrain modes and system stability. In the BEV platform direction, we are advancing the development of pack integration solutions that combine high energy density with lightweight design, striving to maximize structural space utilization while improving the vehicle's cruising range, in order to meet the dual requirements of high-end passenger vehicle platforms for both battery performance and vehicle integration. The following table sets out details of our key traction battery products to be launched:

| Product Name | Product Features | Planned Launch / Mass Production Time | |---|---|---| | Hybrid Battery – Large Cylindrical Series | Multi-scenario compatible, supporting 6C fast charging; compatible with A00-A class vehicles | Q4 2025 | | Hybrid Battery – Prismatic Aluminum Ultra-Fast Charging Series | 8C hybrid battery, supporting 400–800V; pure electric range 400km+ | Q4 2025 | | Xinyunxiao Soft-Pack Semi-Solid Electrolyte Cell | Ultra-high energy density: 360Wh/kg; ultra-long cycle life: 1,800 cycles; 10C ultra-high-rate continuous discharge; ultra-wide temperature range: -35°C to 80°C | Q3 2026 | | Low-Voltage Soft-Pack Cell | Using nano-structured lithium iron phosphate and high-kinetics anode to achieve ultra-low temperature pulse discharge performance, supporting 25C start-stop conditions at -20°C | Q4 2025 |

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| Product Name | Product Features | Planned Launch / Mass Production Time | |---|---|---| | Sodium-Ion Battery | High energy density: 160–180Wh/kg; ultra-low temperature discharge: capacity retention rate above 80% at -40°C with 1C discharge; high-rate discharge: capacity retention rate above 90% with 10C discharge | Q4 2025 |

Energy Storage Cells

Leveraging our traction battery production capacity, we have extended our capabilities to build an energy storage cell product system, progressively forming an energy storage cell business with independent R&D, platform-based architecture, and large-scale delivery capabilities. The Company adopts a unified R&D framework across key areas including material systems, structural design, safety validation, simulation modeling, and engineering processes, enabling us to apply the technical expertise and experience accumulated in the traction battery business to the energy storage cell business, thereby forming a collaborative development mechanism. Currently, we have established an energy storage cell product pipeline covering standardized products of 280Ah and 314Ah, and have launched ultra-large capacity cells of 588Ah and 684Ah, meeting the performance and cost requirements of diverse energy storage scenarios.

Energy Storage Systems

Our energy storage systems business is our fastest-growing business line. In 2024, our energy storage systems sales volume reached 9.6GWh.

Operating Model and Core Customers

We provide customers with high-performance, high-reliability integrated energy storage solutions through customization and co-development with customers. Based on different market demands and application scenarios, we have built four major product lines covering grid energy storage, commercial and industrial energy storage, residential energy storage, and data center energy storage, capable of covering diverse energy storage needs from centralized power systems to individual users.

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Our energy storage systems customers are diverse in type, including grid operators, renewable energy developers, leading energy storage integrators, and infrastructure investors. We also have a strong track record of completing large-scale solutions in global markets. According to data from Frost & Sullivan, as of September 30, 2025, we have established business relationships with the top five AC-coupled energy storage system brands globally by shipment volume in 2024.

Key Technical Capabilities

We continuously advance innovation in large capacity, high safety, and system-level integration in the energy storage systems sector, building an energy storage technology system centered on system equipment integration and supported by a software platform:

• Energy Storage Cell Development Capability. We have leading advantages in the R&D of ultra-large capacity energy storage cells. According to data from Frost & Sullivan, we were among the first energy storage manufacturers to launch 314Ah cells. According to data from Frost & Sullivan, the 625Ah "Xinyue" cell launched in 2024 was among the first products in the industry to achieve precise 2kWh of electricity per unit and zero degradation over 3 years, with outstanding energy density, safety, stability, and cycle life. We have also launched 588Ah cells and 684Ah ultra-large cells, which further improve energy density, efficiency, and system integration while reducing product costs. Our products cover a range of applications from commercial and industrial to centralized power storage, supporting system configuration flexibility and cost optimization.

• System Integration and Equipment Capability. In 2024, we were the first in the industry to launch a 10-meter class, globally largest capacity 2MWh liquid-cooled mobile energy storage vehicle, significantly enhancing the system's mobile deployment capability, integration efficiency, and scenario adaptability. It is equipped with a liquid-cooled outdoor system and standardized transport interfaces, enabling flexible deployment and standardized operation and maintenance.

• Intelligent Control and Safety System. We independently develop BMS (Battery Management System) and EMS (Energy Management System), integrating thermal management and health state prediction technology with dual-redundancy protection mechanisms, enhancing system operational efficiency, safety warning capabilities, and multi-system grid-connection response capabilities.

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Outstanding Product Features

Our energy storage systems demonstrate outstanding performance in key performance indicators, as mainly reflected in the following:

• High Energy Density and Long Life. Our cells have core advantages including high energy density and long service life, supporting customer applications of 15 to 20 years, and combined with thermal management and safety control technologies, are suitable for high-frequency operation scenarios such as grid regulation and new energy grid connection.

• Excellent Safety and Reliability. Combining intrinsically safe cells, a three-tier thermal control solution, and an intelligent diagnostic system, our energy storage systems meet the certification requirements of mainstream international markets, effectively reducing risks of thermal runaway, short circuits, and environmental stress.

• Strong Environmental Adaptability. The systems can operate stably under complex conditions including high temperature, low temperature, high humidity, and high altitude, with broad global scenario compatibility and adaptability to diverse scenarios.

Key Products

As of the Latest Practicable Date, the representative products, characteristics, and application scenarios of our energy storage systems are as follows:

| Application Scenario | Product Image | Key Parameters and Main Features | |---|---|---| | Grid Energy Storage | NoahX 2.0 Liquid-Cooled Energy Storage System | Cell specification: 3.2V/314Ah; High capacity: 5,015kWh; Charge/discharge rate: 0.5P; Wide temperature application: -30°C to 55°C; Long life: cycle life ≥10,000 cycles, calendar life ≥20 years; High safety: adopts "lithium iron phosphate + graphite" system and olivine crystal structure |

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| Application Scenario | Product Image | Key Parameters and Main Features | |---|---|---| | Commercial & Industrial Energy Storage | NoahX Liquid-Cooled Energy Storage Outdoor All-in-One Cabinet | Cell specification: 3.2V/314Ah; Nominal capacity: 261kWh; Rated power: 125kW; Wide temperature application: -30°C to 55°C; High safety: multi-level fuse design; thermal runaway monitoring and early warning; flow channel design improves heat dissipation efficiency | | Residential Energy Storage | SunESS Power All-in-One | Battery capacity: 10–30kWh; Maximum charge/discharge power: 5–15kW; Battery module voltage range: 350–450V; Wide temperature application: -10°C to 50°C; All-in-one: modular, simple and compact structure; High safety: short circuit protection; optional arc fault protection; optional rapid shutdown; supports 100% three-phase unbalanced load |

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| Application Scenario | Product Image | Key Parameters and Main Features | |---|---|---| | Data Center Energy Storage | SSI-480140A4F1 | Nominal capacity: 140Ah; Nominal voltage: 512V; Maximum continuous discharge current: 700A; High safety: pack-level short circuit protection and fire suppression solution; High power: maximum single cabinet power of 300kW, suitable for high-power short-duration backup power; equipped with intelligent battery monitoring system | | Mobile Energy Storage Vehicle | Xinjiyuan 2000, 10-meter class liquid-cooled integrated mobile energy storage vehicle | Cell specification: 3.2V/314Ah; Ultra-large capacity: 1,929kWh; Rated voltage: 768V; High power output: 800kW; High safety: pack-level perfluorohexanone fire suppression; integrates liquid-cooled energy storage battery, BMS, PCS, EMS, charging pile, and vehicle in one unit; suitable for multiple application scenarios including grid maintenance, emergency disaster relief, event backup power, mobile charging, and temporary power supply for construction |

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In terms of energy storage system products, we will continue to enrich the packaging forms of the systems, expanding standardized and customized solutions including containerized, rack-mounted, and vehicle-mounted types to accommodate deployment requirements in different scenarios. Through diversified packaging designs, we will further enhance the systems' flexible deployment capabilities, safe operation levels, and intelligent operation and maintenance capabilities, strengthening adaptability and response efficiency in diverse applications including grid regulation, commercial and industrial energy storage, and emergency power supply. The following table sets out details of our key energy storage system products to be launched:

| Product Name | Product Features | Planned Launch / Mass Production Time | |---|---|---| | 12.5MWh Liquid-Cooled Container | Uses 600+Ah large cells; High energy density: 30-foot container capacity reaches 12.5MWh; Top-exhaust dual-system water cooling design to avoid thermal island effect at the station while reducing noise; High safety: cell-level liquid-electricity separation, with nano-grade thermal insulation material between cells to block thermal runaway propagation; Adopts split-box design for ease of transportation | 2026 | | 835kWh Cell-to-Cluster Liquid-Cooled All-in-One Cabinet | 600+Ah large cells; CTR structural design, reducing component count compared to traditional structures to achieve cost reduction; AC-DC integrated design with higher integration level; Adopts liquid-cooled 430kW PCS, achieving IP66 protection rating; Top-exhaust dual-system water cooling design to avoid thermal island effect at the station while reducing noise | 2026 |

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Others

In order to better meet the diverse needs of customers throughout the full product lifecycle, strengthen customer stickiness, and improve overall business synergy efficiency, we have extended our layout to include ancillary business lines, comprising precision structural components, intelligent hardware, battery recycling, and battery testing. These ancillary business lines help support our core battery business, expand application case possibilities, and build a sustainable closed-loop ecosystem, enhancing user stickiness.

Precision Structural Components

We develop and manufacture precision structural components, including precision molds and various structural parts, which are widely used in products such as smartphones, tablet computers, smart home devices, and smart wearable devices. We have leading production capabilities in key process areas including mold design and manufacturing, injection molding, spraying, non-conductive vacuum plating, CNC machining, and assembly. In addition, we continuously optimize production through automation, informatization, and intelligent technologies to improve production precision and consistency, reduce defect rates, and meet customers' comprehensive requirements for product appearance, structure, and function.

Precision structural components are important constituents of consumer electronic products, performing key functions such as support, protection, connection, and heat dissipation, and are fundamental components that ensure device structural stability and functional implementation. Such structural components are typically custom-produced using metal, plastic, or composite materials, forming the main frame of the device, providing stable load-bearing space for core components such as batteries, motherboards, and display modules, and effectively protecting against external intrusions such as dust and moisture, thereby enhancing device reliability and durability across various usage environments. Precision structural components are typically used as middle frames and cover plates for mobile phones, rear shells for tablet computers, casings for smart watches, and casings for robotic vacuum cleaners, among others. We primarily provide such components for smart devices including smartphones, tablet computers, and wearable devices, as well as smart home devices such as robotic vacuum cleaners. Unit prices vary significantly depending on material selection and technical specifications, among other factors.

The following table sets out the representative product types and their typical price ranges during the Track Record Period.

| Product Type | Typical Price Range (RMB/unit) | |---|---| | Smart Device Structural Components | Below 0.1 – 196.5 | | Smart Home Structural Components | Below 0.1 – 190.0 |

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Intelligent Hardware

Leveraging our technical capabilities in precision structural component manufacturing and miniaturized battery integration, we have expanded to provide OEM and ODM services for intelligent hardware terminal products, covering cleaning robots, personal care products, smart pens, AR/VR glasses, TWS earphones, and smart watches. The intelligent hardware business helps strengthen collaboration with customers and enhances system optimization capabilities in structural design, battery matching, and functional integration.

Our intelligent hardware business covers a variety of products, with unit prices varying according to product complexity and degree of functional integration. The following table sets out the representative product types and their typical price ranges during the Track Record Period.

| Product Type | Typical Price Range (RMB/unit) | |---|---| | Smart Pens | 36.1 – 272.6 | | Cleaning Robots | 288.7 – 2,138.7 | | Electric Toothbrushes | 13.8 – 256.6 | | Pool Cleaning Robots | 224.3 – 2,976.5 | | Electric Scooters | 973.2 – 2,781.1 | | Smart Door Locks | 159.8 – 2,006.0 | | Energy Storage Inverters | 1,451.0 – 8,919.7 |

Battery Recycling

We promote the cascade utilization and resource recycling of retired batteries, exploring key technical pathways including cathode and anode material recovery, and electrolyte separation and purification. Our battery recycling business builds a closed-loop recycling and utilization system for customers, assisting them in fulfilling their environmental compliance responsibilities, in line with global trends toward sustainable manufacturing and circular economy.

Battery Testing

Our battery testing business primarily includes providing certification testing services for battery manufacturers or users, assisting them in evaluating the standard compliance of their products in terms of quality, safety, performance, and environmental compliance. Based on customer mandates, we conduct various battery product tests utilizing internal laboratory resources or by engaging external testing and certification agencies and certification platforms, and issue professionally validated test reports. The tests we conduct typically include, but are not limited to, temperature measurement, short circuit testing, abnormal charging tests, forced overcharge and discharge tests, restricted voltage assessment, and mechanical performance tests.

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Furthermore, we continuously expand our ancillary businesses to meet evolving customer needs. For example, leveraging our capabilities in producing high-performance cells, we supply consumer cell products to external customers.

Sales Volume and Average Selling Price

The following table sets forth the sales volume and average selling price (after tax) of our consumer batteries, power batteries and energy storage system products during the periods indicated:

| | Year Ended December 31, | | | Nine Months Ended September 30, | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 |

**Sales Volume**

| | 2022 | 2023 | 2024 | 2024 | 2025 | |---|---|---|---|---|---| | Consumer batteries (millions of units) | 483.5 | 495.3 | 586.3 | 446.3 | 473.0 | | Power batteries (GWh) | 11.4 | 11.2 | 25.3 | 15.1 | 27.2 | | Energy storage systems (GWh) | 4.0 | 4.6 | 9.6 | 5.4 | 15.2 |

| | Year Ended December 31, | | | Nine Months Ended September 30, | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 |

**Average Selling Price(1)**

| | 2022 | 2023 | 2024 | 2024 | 2025 | |---|---|---|---|---|---| | Consumer batteries (RMB/unit) | 66.2 | 57.6 | 51.9 | 47.2 | 47.6 | | Power batteries (RMB/Wh) | 1.1 | 1.0 | 0.6 | 0.7 | 0.5 | | Energy storage systems (RMB/Wh) | 0.1 | 0.2 | 0.2 | 0.1 | 0.1 |

Note: (1) During the Track Record Period, changes in the average selling prices of consumer batteries and power batteries primarily reflect changes in the prices of raw materials such as lithium carbonate and lithium cobalt oxide. Please refer to "Industry Overview — Cost Analysis of Lithium-Ion Batteries." The average selling price of energy storage systems increased from RMB0.1/Wh in 2022 to RMB0.2/Wh in 2023, primarily due to an increase in the proportion of sales of self-supplied cell products.

For a breakdown of sales volume and average selling price of consumer batteries, power batteries and energy storage systems by geographic market, please refer to "Financial Data — Key Components of the Consolidated Income Statement — Revenue — By Product Type — Sales Volume and Average Selling Price."

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**BUSINESS**

**Research and Development**

Research and development and innovation are at the core of our business, and we are committed to continuously investing in R&D to maintain a leading position in industry trends and technological advancement. In 2022, 2023 and 2024 and the nine months ended September 30, 2024 and 2025, our R&D expenditures were RMB2,741.8 million, RMB2,710.6 million, RMB3,330.2 million, RMB2,267.6 million and RMB3,202.0 million, respectively, representing 5.3%, 5.7%, 5.9%, 5.9% and 7.4% of total revenue for the respective periods.

**Our R&D Philosophy**

Our R&D philosophy is built on the core principles of "focusing on customer needs, anticipating industry trends, and adhering to independent technology development." We are committed to driving innovation and continuously optimizing our product offerings and technology. Each business line has formulated a unique R&D strategy based on its market positioning and growth objectives, ensuring that we maintain technological competitiveness in the industry.

In the consumer battery segment, we focus on rapidly responding to customer needs and shortening product iteration cycles. Our R&D efforts are centered on enhancing energy density, ultra-fast charging capabilities and battery cycle life. To meet the growing market demand for longer battery life and extended operating time, we are committed to improving the energy storage capacity of batteries through the research and development of innovative battery designs and new battery materials. At the same time, we continuously optimize charging technology to shorten charging time and improve charging efficiency. In addition, we place R&D emphasis on battery longevity to ensure long-term stability and high performance. We also actively pursue technological breakthroughs such as silicon-carbon anode materials and solid-state battery technology, with the aim of further improving battery safety, reliability and overall performance.

In the power battery segment, we focus on technology differentiation and platform development, aiming to meet the diverse needs of different customers and markets. We emphasize R&D on technological conversion efficiency and the adaptation of battery technology to real-world application scenarios. The customized battery solutions we develop are optimized to meet the requirements of different electric vehicle models while ensuring high performance. In addition, modular design is a key focus of our technological development; by optimizing the modular design of battery systems, we are able to improve production efficiency, reduce costs, and enhance the flexibility and adaptability of the systems to better accommodate different application scenarios. We also focus on ultra-fast charging R&D to improve battery charging speed and charging safety, meeting growing market demand.

In the energy storage systems segment, our R&D centers on "high capacity, long life and high safety." We are accelerating the development of ultra-large cells, committed to enhancing the energy storage capacity of batteries to address the demands of the large-scale energy storage market. At the same time, we focus on extending battery service life and enhancing safety, ensuring the stable operation of energy storage systems in various environments while reducing maintenance costs. In terms of high-efficiency system R&D, we continuously optimize battery energy conversion efficiency to improve the overall performance of energy storage systems.

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**Our R&D Team**

As of September 30, 2025, our R&D team comprised 10,020 full-time employees covering multiple product lines. Core team members generally have more than ten years of experience in the lithium-ion battery industry, with professional expertise in key areas including materials development, structural design, system integration and process engineering. We have established a full-chain R&D system spanning frontier research, platform development and product commercialization, comprising the following three major platforms:

- **Group Research Institute.** Our Group Research Institute is responsible for the R&D of new battery materials, new systems, cell structures and underlying mechanisms. The institute has specialized teams with different technical focuses in materials, safety and reliability, simulation and AI, and cell structure, ensuring a strong medium-to-long-term innovation pipeline in key strategic directions.

- **Product Development Platform.** Our Product Development Platform focuses on cell, module system and battery pack development, overseeing the entire product development process from project initiation, product/solution design and sample testing to mass production introduction. The Product Development Platform also coordinates the strategic application and planning of intellectual property.

- **R&D Project Management Platform.** Our R&D Project Management Platform serves as the operational hub throughout the entire R&D process, coordinating resource allocation and milestone tracking across platforms. It is responsible for technology roadmap evaluation, R&D process management and efficiency improvement, ensuring comprehensive oversight of R&D projects in terms of cost, schedule and quality.

**Our R&D Centers**

We have established R&D centers in multiple geographic regions, each with relatively independent R&D focuses. These centers collectively form a comprehensive R&D network covering material systems, cell structures, system control and manufacturing processes. Our R&D centers play a core role in driving technological innovation, enhancing product performance and supporting business line development. The following table sets out certain details of our R&D centers:

| Name | Location | Key R&D Focus | |---|---|---| | Innovation Research Institute | Shenzhen, Guangdong | Products: Mobile phone batteries, tablet computers, laptop batteries, smart mobility batteries, smart hardware batteries, etc. Technology areas: High endurance, ultra-fast charging, long life, enhanced safety, diversification, etc. |

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| Name | Location | Key R&D Focus | |---|---|---| | Xindong Energy R&D Center | Lanxi, Zhejiang | Products: Electric two-wheelers, service robots, low-altitude aircraft. Technology areas: High energy density, ultra-fast charging technology, intelligent BMS management technology, system integration technology, edge-cloud collaborative digital twin systems, full lifecycle safety protection technology for battery systems, battery fault diagnosis and safety warning based on deep learning | | Power R&D System — Guangming Campus | Shenzhen, Guangdong | Advanced technology development: Advanced cell materials such as cathode/anode/electrolyte/separator, cell structure, solid-state/semi-solid-state batteries, lithium metal batteries, sodium-ion batteries, mechanism research, safety and reliability, simulation and AI, etc.; BMS; system integration technology and battery system product development, including thermal management and battery structure, etc., with technology and product application scenarios covering passenger vehicles, commercial vehicles, low-altitude aircraft, electric vessels and construction machinery. | | Power R&D System — Boluo Campus | Huizhou, Guangdong | Technology and product development of power cells and energy storage cells; R&D on engineering application transformation of cells and systems (including pilot testing, mass production and test verification) |

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**BUSINESS**

| Name | Location | Key R&D Focus | |---|---|---| | Energy Storage Business Unit — Energy Storage System Development Department | Shenzhen, Guangdong | Products: Grid-scale energy storage, industrial and commercial energy storage, mobile energy storage vehicles, residential energy storage, data center energy storage, BMS, smart power supply, etc. Technology areas: High energy efficiency, high safety, high reliability, diversification | | Liwei R&D Center / Liwei R&D System | Group-level R&D platform; R&D personnel and R&D resources are distributed across Huizhou, Lanxi and Dongguan based on the product line direction and focus of each plant | Material systems, consumer cell development, cell structure, manufacturing processes, advanced technology and mechanism research, etc. |

**Our R&D Model**

We adopt a hybrid R&D model with in-house R&D as the primary approach, supplemented by external collaboration with R&D partners, enabling continuous exploration of advanced technologies and rapid responses to market demands.

- In terms of **internal R&D**, driven by customer projects and technology platform topics, we have established a three-tier R&D system covering frontier exploration, platform pre-research and customer customization. Through the collaborative operation of the Group Research Institute, Product Development Platform and Project Management Platform, we possess full-process technology transformation capabilities from fundamental materials research to product engineering commercialization. Our Technology Expert Committee oversees the overall planning of R&D directions and major topics, conducting reviews at different stages including project initiation, milestones and project completion, ensuring the systematic, efficient and forward-looking nature of R&D efforts.

- In terms of **external collaboration**, while maintaining our primary position in independent R&D, we actively expand multi-level external collaboration pathways, comprising mainly the following two types of models:

- **Joint R&D with key customers.** We have established joint R&D projects with certain key domestic and overseas customers in key areas such as high energy density cells, novel structural components, and ultra-fast charging and long-life performance. Our agreements with customers set out the ownership of intellectual property. These arrangements are subject to negotiation on a case-by-case basis and generally fall into the following three categories: jointly owned by the customer and us, solely owned by the customer, or solely owned by us. When the customer owns the ultimate intellectual property, we generally negotiate for the customer to pay a certain R&D service fee or seek more favorable commercial terms (such as increased order volume). During the Track Record Period, the amount of R&D fees received under such arrangements was not material. Through mechanisms such as joint project development, shared verification and resource sharing, we promote the rapid development and industrialization of technologies, improve the alignment between our products and customer needs, and enhance customer stickiness.

- **Joint R&D with academic institutions.** We have established joint research topics with scientific research institutions such as Tsinghua University, South China University of Technology and Southern University of Science and Technology, focusing on areas such as novel electrode materials, electrolyte systems, electrochemical mechanism modeling, AI algorithms and simulation verification. Joint R&D projects focus on innovative technologies with high technological barriers and long-term value potential. Our collaboration agreements with R&D partners clearly set out intellectual property ownership, cost-sharing arrangements and pathways for joint filing of outcomes, ensuring standardized and efficient collaboration with clearly defined ownership of R&D results.

We have established a comprehensive decision-making system that promotes cross-platform and cross-departmental collaboration. Supported by our Technology Expert Committee, the system maintains professional oversight of our R&D plans, ensuring that R&D directions and implementation strategies are scientific, forward-looking and practical.

**Our Key Technologies**

We have accumulated key battery technologies for diverse application scenarios including consumer electronics, electric vehicles and energy storage systems. Our technologies encompass a multi-dimensional key technology system covering material systems, cell structures, system integration and algorithm optimization, specifically including the following aspects:

**High Energy Efficiency Technology**

We continue to achieve breakthroughs in high energy density and high-rate ultra-fast charging, building multi-dimensional high energy efficiency solutions. By introducing high-voltage systems (voltage platform raised from 4.45V to 4.53V), high-nickel cathode materials and high-proportion silicon-carbon anode combinations in consumer cells, we have achieved a volumetric energy density of over 850Wh/L, with a target of exceeding 1,000Wh/L. In the power battery segment, we have launched "flash charging" cells supporting 6C to 12C charging rates, capable of efficient charging within 8 to 10 minutes, and have completed product deployment compatible with mainstream high-voltage platforms (400V, 800V and 1,000V). In addition, by optimizing structural design and BMS control strategies, we have built a system-level energy efficiency coordination mechanism to improve the overall energy utilization of battery packs.

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**Long Cycle Life**

To meet requirements such as extended operating time for smart devices and long-term warranties for electric vehicles, we have strategically focused on extending cell lifespan. By optimizing electrolyte formulations, structural protection designs and thermal management systems, we have achieved cycle lives of 1,200 to 1,600 cycles for consumer batteries, 2,500 to 6,500 cycles for power batteries, and 8,000 to 12,000 cycles for energy storage cells. Building on this, we have constructed AI-assisted cell life prediction models and digital twin simulation platforms to improve the accuracy of predicting cell aging behavior under multi-task and long-duration conditions, thereby enabling more scientifically informed design decisions and maintenance planning.

**High Capacity and High Integration Technology**

In response to the growing trend of increasing battery capacity and system efficiency requirements across diverse scenarios, we have strategically focused on the development of large-capacity cells and integrated architectures. In the consumer cell segment, our product capacity has exceeded 7,000 to 8,000mAh, and we are advancing toward 10,000mAh to support the continuous demand of smart devices for longer battery life. In power batteries and energy storage systems, we have successfully launched large-capacity cells of 280Ah, 314Ah, 588Ah and 684Ah.

**Rapid Customization and Modular Platform Capabilities**

To address customers' dual requirements for delivery speed and product differentiation, we have built a modular platform development system and implemented a multi-generation parallel development strategy characterized by "Generation N+1/Generation N+2," achieving a new product iteration cycle shortened to one generation every six months. We possess rapid customization capabilities across multiple structural forms, covering packaging solutions such as steel-shell batteries, pouch cells, SiP and cylindrical cells, adaptable to a wide range of scenarios including mobile phones, wearable devices, IoT devices and new energy vehicles. Through cross-platform process standardization and module reuse, we have improved R&D synergy and mass production conversion efficiency across different product lines.

**Safety and Reliability Technology**

We consistently prioritize battery safety in product design and have established a multi-level safety protection mechanism covering cells, modules and systems. We have launched "safety cells" with high impact resistance and non-ignition characteristics. In power batteries and energy storage systems, by introducing dual insulation structures, multi-level thermal isolation designs and system-level BMS protection strategies, we have built a safety closed-loop throughout the system's entire lifecycle. In addition, we have established a reliability verification system covering consumer-grade, automotive-grade and grid requirements, supporting multi-dimensional testing of structure, electrical performance, thermal stability and other aspects, ensuring reliable operation of products across multiple scenarios.

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Intellectual Property

We firmly believe that independent innovation and intellectual property protection are essential elements for driving sustainable corporate development. Leveraging continuous research and development covering key areas including battery materials, cell structures, system integration, manufacturing processes and intelligent control, we have established an intellectual property system with both breadth and depth, encompassing patents, registered trademarks and software copyrights in China and multiple overseas jurisdictions where we operate, supplemented by trade secret protection, confidentiality agreements and mechanisms for the attribution of technical achievements. These measures collectively safeguard the exclusivity and commercial value of our technological discoveries.

As of September 30, 2025, we have cumulatively filed 10,025 patent applications globally, of which 6,972 patents have been granted, covering multiple types including inventions, utility models and designs. We have also registered 499 trademarks and 654 software copyrights. Looking ahead, we will continue to strengthen intellectual property protection to ensure the construction of technological barriers in key markets and core products, supporting our global market expansion.

For details of our principal intellectual property, please refer to "Appendix IV – Statutory and General Information – Further Information about Our Business – Intellectual Property."

Our Intellectual Property Department is responsible for managing our intellectual property and related matters, and for implementing intellectual property management and protection measures at the Group level. Our Intellectual Property Department coordinates various product platforms and functional departments to fulfill intellectual property legal compliance requirements.

In day-to-day operations, we have established a full-process intellectual property compliance system covering project initiation, technology development through to the commercialization of results, in accordance with GB/T 29490 – Enterprise Intellectual Property Management Specifications, clearly defining the requirements for patent applications, trademark usage, attribution of results and confidentiality obligations at each stage. Four of our subsidiaries have obtained GB/T 29490 intellectual property management system certification. All business platforms are required to complete relevant intellectual property compliance review procedures before conducting product development or technical cooperation. To strengthen implementation effectiveness, we have also introduced an internal tiered and classified management system, whereby the Intellectual Property Department conducts special reviews of key projects and maintains a unified intellectual property register for centralized management.

At the same time, we place emphasis on enhancing the intellectual property awareness and operational capabilities of all employees. To this end, our Intellectual Property Department formulates annual training plans addressing key intellectual property topics such as patent strategy, execution of joint development agreements, and prevention and control of overseas intellectual property risks.

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We regularly organize specialized training sessions for employees in research and development, project management and legal affairs. Through training and case reviews, we reinforce employees' sense of responsibility regarding the identification of technical achievements, rights declaration and information confidentiality, promoting the integration of intellectual property management throughout day-to-day research and development processes.

In terms of risk control, we have implemented multiple internal management measures covering software and hardware compliance checks, patent searches for key technical points, infringement risk comparisons and design-around recommendations. All new projects are required to undergo preliminary intellectual property searches before launch, with phased risk reviews conducted during project development to ensure potential rights conflicts are identified and resolved before product finalization. We have also established a unified risk reporting and response mechanism. In the event of suspected infringement or disputes, our Intellectual Property Department will promptly investigate and address the matter.

During the track record period and up to the Latest Practicable Date, to our knowledge, we have not been subject to any material intellectual property claims that could have a material adverse effect on our business or operations.

Production

We have established mature standardized, flexible and intelligent manufacturing capabilities to support high-quality, large-scale product delivery.

• Standardized manufacturing system. We decompose the customized product requirements of different customers into 40 to 50 standardized process units, capable of covering more than 80% of mainstream application scenarios. This system effectively reduces equipment failure rates and alarm rates, significantly improves production stability and consistency, and drives an overall reduction in manufacturing cycle time and costs. Through the standardized system, we have achieved an approximately 30% reduction in equipment manufacturing cycle time.

• Flexible production line capability. We have built a highly flexible production line architecture, with a single changeover time of within eight hours for consumer batteries and an equipment reuse rate of 85%, leading the industry average. This flexible capability ensures that we can respond swiftly to the need to switch between multi-specification products, improving overall production capacity utilization efficiency.

• Highly intelligent and automated. We deploy AI intelligent optimization technology to achieve self-optimization of equipment parameters based on real-time data, effectively improving product yield rates. The automation rate of certain production lines has exceeded 90%, far above the industry average. The production ramp-up period has been compressed from the traditional one month to one week, representing an efficiency improvement of more than 75%. We have also been a pioneer in the large-scale application of industrial CT inspection technology on digital product lines.

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We are also actively advancing the application of innovative processes and the upgrading of intelligent manufacturing. For example, our independently developed laser scoring process has an annual shipment of over 100 units of equipment and has supported the mass production of 120W fast-charging battery products; the first fully automated steel-shell battery production line in China, which we led in constructing, adopts a magnetic levitation logistics system that increases production capacity per unit of factory floor space by 50% compared to traditional solutions. Leveraging our advantages in cross-product compatibility, changeover efficiency, automation integration, digitalization and intelligence, we were recognized by the Ministry of Industry and Information Technology (MIIT) as a "Digital Lighthouse Enterprise" in 2023 and as an "Excellence-Level Intelligent Factory" in 2025, along with numerous other industry recognitions.

The table below sets out details of our production volume, production capacity and capacity utilization rates for the periods indicated:

| | Year ended December 31 | | | Nine months ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 |

**Production Volume** | Consumer batteries (million units) | 541.4 | 492.8 | 625.3 | 445.3 | 505.5 | | Power batteries (GWh) | 14.3 | 11.7 | 27.6 | 17.3 | 29.9 | | Energy storage systems (GWh) | 4.1 | 4.9 | 9.3 | 6.4 | 18.4 |

**Production Capacity(1)** | Consumer batteries (million units) | 574.6 | 579.7 | 687.3 | 501.7 | 558.9 | | Power batteries (GWh) | 17.1 | 27.4 | 39.5 | 27.2 | 46.5 | | Energy storage systems (GWh) | 5.8 | 6.6 | 12.0 | 8.1 | 21.3 |

**Capacity Utilization Rate (%)** | Consumer batteries | 94.2% | 85.0% | 91.0% | 88.8% | 90.5% | | Power batteries | 83.5% | 42.8% | 69.9% | 63.6% | 64.3% | | Energy storage systems | 70.7% | 74.2% | 77.5% | 79.1% | 86.3% |

Note: (1) Effective annual production capacity takes into account the impact of ramp-up periods and production line upgrades.

The capacity utilization rate of our consumer batteries decreased from 94.2% in 2022 to 85.0% in 2023, primarily reflecting a slowdown in demand in the consumer electronics market, which was mainly due to extended product upgrade cycles in consumer electronics, reflecting market saturation and reduced consumer spending amid macroeconomic uncertainty and inflationary challenges in major global markets. The utilization rate recovered to 91.0% in 2024 as demand improved. The utilization rates for the first three quarters of 2024 and 2025 were affected by seasonal factors.

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The capacity utilization rate of our power batteries decreased from 83.5% in 2022 to 42.8% in 2023, primarily due to: (i) industry-wide demand shifting towards lithium iron phosphate (LFP) batteries driven by performance improvements, cost advantages and enhanced safety, while we were preparing to correspondingly adjust our product line from predominantly ternary batteries to predominantly LFP batteries; and (ii) our production capacity expanding from 17.1 GWh in 2022 to 27.4 GWh in 2023, with certain newly established bases still in their ramp-up phase. The capacity utilization rate of our power batteries increased from 42.8% in 2023 to 69.9% in 2024, primarily due to (i) our newly constructed production lines having commenced operations; (ii) the completion of our product line adjustment from predominantly ternary batteries to predominantly LFP batteries; and (iii) strong market demand. The utilization rates for the first three quarters of 2024 and 2025 were affected by seasonal factors.

For the years ended December 31, 2022, 2023 and 2024 and the nine months ended September 30, 2024 and 2025, the capacity utilization rates of our energy storage systems were 70.7%, 74.2%, 77.5%, 79.1% and 86.3%, respectively. The continuous increase was primarily attributable to growing market demand for energy storage systems and our business expansion.

Production Bases

To serve customers more efficiently and ensure production stability, we have strategically established production bases across China and overseas. The table below sets out certain details of our 18 principal production bases currently in operation:

| Location | Floor Area (sq.m.) | Products | Land/Property Rights | |---|---|---|---| | Shenzhen, Guangdong | 183,753 | Consumer batteries | Owned | | Huizhou, Guangdong | 131,577 | Consumer batteries, power batteries | Leased | | Huizhou, Guangdong | 728,989 | Consumer batteries | Owned | | Huizhou, Guangdong | 17,468 | Energy storage systems | Leased | | Dongguan, Guangdong | 246,805 | Consumer batteries | Leased | | Maoming, Guangdong | 33,441 | Power batteries | Leased | | Jinhua, Zhejiang | 46,972 | Consumer batteries | Leased | | Jinhua, Zhejiang | 392,362 | Precision structural components | Owned | | Nanchang, Jiangxi | 509,537 | Power batteries | Leased | | Longnan, Jiangxi | 436,172 | Battery recycling | Leased | | Nanjing, Jiangsu | 898,323 | Power batteries | Leased | | Yiwu, Zhejiang | 60,000 | Power batteries | Leased | | Deyang, Sichuan | 133,634 | Power batteries | Leased | | Yichang, Hubei | 411,143 | Power batteries | Owned | | Zaozhuang, Shandong | 896,771 | Power batteries | Leased | | India | 358,209 | Consumer batteries | Leased | | India | 365,552 | Precision structural components | Leased | | Vietnam | 306,260 | Consumer batteries | Leased | | | 15,686 | | Leased | | | 18,500 | | Leased | | | 39,318 | | Leased |

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To meet growing customer demand and support our expansion into new geographic markets, we currently have seven production bases under construction. Four of these are located domestically, distributed across Jiangxi and Shandong. Three are located in Vietnam, Thailand and Hungary, a strategic positioning primarily aimed at better serving overseas customers and controlling production costs.

Production Process

Our production process mainly includes the manufacturing of cells, modules and battery packs.

Consumer Batteries

The production process for consumer batteries is divided into (i) cell production and (ii) battery pack assembly. The cell production stage involves processes such as mixing, coating, calendering, and sheet winding, forming the basic structure of the cell, and completing electrochemical activation and sealing through top-side sealing, electrolyte injection and formation. Capacity sorting is then performed to sort cells by capacity, while simultaneously completing the pad printing of battery information on the surface and the assembly of thermal protection components, ensuring consistency of cell performance and safety. In the battery pack assembly stage, cells undergo insulation treatment, followed by information binding with the Battery Management System (BMS), and electrical performance consistency is achieved through high and low voltage and capacity matching. The cells are then assembled with fixed frames, and their reliability and performance are verified through functional pre-testing, aging and final functional testing. Finally, the battery packs undergo appearance inspection, dimensional measurement and OQC (Outgoing Quality Control) inspection before being placed into storage.

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The following diagram illustrates the key steps in our consumer battery production process:

Mixing → Coating → Calendering → Winding/Stacking → Second Sealing → Formation → Electrolyte Injection → Top-Side Sealing → Capacity Sorting → Inspection and Testing → Pad Printing of Battery Information on Cell Surface → Cell Thermal Protection Component Assembly → Insulation Treatment → Binding of Cell Information with BMS Information → Cell-BMS Link Assembly → High/Low Voltage and Capacity Matching → Cell and Fixed Frame Assembly → Functional Pre-Testing → Activation → Final Functional Testing → Packing and Storage → Appearance Inspection → Dimensional Measurement → Dimensional Inspection

Power Batteries

The production of power batteries is likewise divided into cell manufacturing and battery pack assembly. Cell manufacturing forms the preliminary structure through processes such as mixing, coating, winding or stacking, followed by pairing and ultrasonic welding, tab welding, top cover laser welding and the first electrolyte injection to complete encapsulation and electrochemical activation, then a second electrolyte injection, sealing nail welding and film wrapping or coating treatment, with inspection to ensure performance and quality. In the battery pack assembly stage, cells are connected via tab welding and CCS (Cell Contact System) installation to complete module formation, followed by potting and testing to ensure module reliability, and electrical performance, safety and sealing are verified through high-voltage connections, electrical safety communication testing, airtightness testing and ATS testing, with final appearance and weight inspection, dimensional and flatness testing and BTS testing completed before storage.

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The following diagram illustrates the key steps in our power battery production process:

Mixing → Coating → Calendering → Winding/Stacking → First Electrolyte Injection → Top Cover Laser Welding → Tab Welding → Pairing and Ultrasonic Welding → Second Electrolyte Injection → Sealing Nail Welding → Film Wrapping or Coating → Inspection and Testing → Tab Welding → CCS Installation → Potting and Testing → Module Formation → High-Voltage Connection → Electrical Safety Communication Testing → Airtightness Testing → ATS Testing → Packing and Storage → Appearance/Weight Inspection → Dimensional/Flatness Testing → BTS Testing

Energy Storage Systems

The energy storage system production process includes cell sorting, module stacking, aluminum busbar laser welding, electrical safety testing and aging testing. After completing the stacking and welding of cells, the system enters the functional verification stage, where a water spray test on empty enclosures is conducted to ensure the sealing of the container, followed by system assembly, system wiring and cooling plate filling, further refining the structure and functionality of the energy storage system. Finally, container functional testing is conducted to ensure that the performance and quality of the energy storage system meet the design requirements.

The following diagram illustrates the key steps in our energy storage system production process:

Cell Sorting → Module Stacking → Aluminum Busbar Laser Welding → Electrical Safety Testing → Aging Testing → Container Functional Testing → Cooling Plate Filling → System Wiring → System Assembly → Container Empty Enclosure Waterproof Testing

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Quality Control

Product Quality Assurance System

We have established a multi-level quality management system covering consumer batteries, power batteries, and energy storage systems, spanning the cell manufacturing and battery pack system integration processes. This system is fully benchmarked against international standards including ISO 9001 (Quality Management System), IATF 16949 (Automotive Industry Quality Management System), IECQ QC 080000 (Hazardous Substance Process Management System), and ISO 26262 (Automotive Functional Safety), and product certifications such as UL (U.S. safety certification), IEC 62133 (EU battery safety standard), and PSE (Japan Product Safety Mark) have been obtained in accordance with the regulatory requirements of different sales regions.

Our quality management work is centrally coordinated by the Group Quality Center, covering five major functions: product development quality planning, incoming material quality inspection, manufacturing process control, customer quality support, and after-sales service. We have deployed quality traceability functions on the QMS (Quality Management System) platform and are driving its integration with intelligent manufacturing systems to achieve data-driven, systematic, and closed-loop quality control management.

Quality Planning during the Product Development Stage

During the product design stage, we introduce a quality planning process to ensure that quality control requirements are identified and incorporated into the design plan at the earliest stage of product development. In accordance with the Quality and Hazardous Substance-Free Manual, we implement a Q-Gate (key stage) review mechanism and NPI (New Product Introduction) trial production control for all new products. Each new product must complete no fewer than three rounds of sample verification, with a full-process quality assessment conducted by design quality engineers.

In addition, we have fully promoted Failure Mode and Effects Analysis (FMEA) and Production Part Approval Process (PPAP) across consumer and power batteries to identify potential failure risks and verify process capability. For key business areas, our quality personnel also participate in the design and verification processes to ensure that products meet customer standards and maintain stable consistency.

Raw Material and Supply Quality Control

We implement a full-process quality control mechanism for raw material and component procurement, screening potential suppliers through a three-tier supplier qualification system consisting of document evaluation, on-site auditing, and sample verification. Qualified suppliers are required to sign a standardized quality technical agreement and social responsibility commitment letter, which outlines our quality standards, inspection requirements, rectification mechanisms, information confidentiality, and traceability provisions.

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For critical materials (such as cathode materials, anode materials, electrolytes, and separators), we station quality control personnel at supplier facilities to regularly conduct process audits and quality performance scoring, with the ability to dynamically adjust cooperation arrangements based on scoring results, thereby ensuring the continuous and stable quality of raw materials.

Manufacturing Process Control and Inspection Management

During the manufacturing stage, we set standardized quality control points based on the process characteristics of different products, and implement multi-level process control through our proprietary manufacturing execution system, online automated inspection equipment, and manual sampling procedures. Cell production is carried out in an environment with strictly controlled cleanliness and humidity levels; in key process areas such as coating, winding, and electrolyte injection, the cleanliness level can reach Class 100,000 (ISO Class 8), with humidity controlled within the range of 1% to 10%.

In the battery pack production process, we are equipped with automated EOL (End-of-Line) testing lines covering electrical performance testing, Battery Management System (BMS) functional verification, thermal management, and insulation performance evaluation. We ensure that non-conforming products do not flow into subsequent processes through a combined system of 100% inspection and sampling inspection. We also employ automated inspection. On our AI production lines, equipment parameters are automatically optimized in real time using data to improve product yield. We have widely deployed industrial CT inspection, with defect detection coverage exceeding 90%, reaching an industry-leading level.

After-Sales Feedback and Quality Improvement Mechanism

We have established a customer service mechanism led by Customer Quality Engineers (CQE), providing technical support, issue response, and return/replacement handling during the product after-sales period. The warranty period for batteries is generally two to five years (consumer batteries), five years (energy storage products), and eight years or 160,000 kilometers (passenger vehicle power batteries, whichever comes first). All customer complaints are uniformly entered into the QMS system and managed in a closed-loop manner following standard steps of issue identification, root cause analysis, corrective measures, and verification. Relevant results are simultaneously updated in core quality documents such as FMEA and control plans, driving continuous optimization and knowledge accumulation.

During the Track Record Period, we did not experience any material quality incidents, product recalls, or material claims from customers arising from product quality issues.

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Supply Chain Management

Supplier Management

We have established cooperative relationships with various types of suppliers covering raw materials, production equipment, engineering services, logistics and transportation, and other categories, encompassing supply needs across the full product lifecycle. To ensure the quality and stability of raw materials and key resources, we have established a systematic management framework covering supplier development, selection, evaluation, incentivization, and exit.

Supplier Development and Qualification Mechanism

Our Procurement Center centrally manages the supplier development process and formulates specific management standards based on different material and service categories. When business needs require the introduction of new or alternative suppliers, we will clarify supplier development objectives in conjunction with category strategies and requirements. All new suppliers must complete procedures including document review, on-site inspection, and sample verification, and may only be included in the Group's qualified supplier directory after passing the qualification assessment.

Performance Evaluation and Tiered Management

We have established a regular evaluation mechanism whereby business units set monthly or quarterly assessment frequencies for suppliers based on circumstances. The evaluation covers:

• Cost: cost reduction requirements, payment terms, pricing conditions, etc.;

• Delivery: including on-time delivery rate, demand fulfillment rate, return timeliness rate, etc.;

• Quality: including incoming inspection batch pass rate, in-process defective return DPPM, and number of market/customer complaints;

• Service: including cooperation and responsiveness, etc.

Based on supplier scores, we implement a tiered management strategy. For top-ranked suppliers, we grant priority status and opportunities to participate in the development of new solutions; for bottom-ranked suppliers, we will require performance improvement. When a supplier's monthly assessment score falls into the lowest tier for two consecutive months, or its quarterly assessment score falls into the lowest tier for one quarter, we will place such suppliers on a material suspension list.

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Compliance Obligations and Review Mechanism

To strengthen the code of conduct for our cooperative suppliers, we sign a unified supplier management agreement with all qualified suppliers, stipulating their obligations with respect to quality assurance, information confidentiality, intellectual property protection, export controls, Environmental Health and Safety (EHS), and social responsibility, and requiring their sub-tier (second-tier) suppliers to also comply with the same standards.

We reserve the right to conduct regular on-site audits, special compliance inspections, and annual ESG due diligence reviews to systematically monitor suppliers' compliance with their obligations and to provide early warning of potential supply risks.

Raw Material Procurement

The primary raw materials we procure fall into two categories: key primary materials and other primary materials. Key primary materials refer to raw materials that have a decisive impact on product performance and cost composition, and specifically include:

• Cell components: such as cathode materials (lithium cobalt oxide, lithium iron phosphate), anode materials (graphite), electrolytes, separators, copper foil, aluminum foil, top caps, and aluminum casings;

• Module components: such as top covers, CCS (Cell Contact System) assemblies, positive and negative end plates, side plates, and other structural components;

• Battery pack components: such as enclosures, liquid cooling systems, and Battery Management Systems (BMS);

• Other materials: such as electronic components, sheet materials, die-cut parts, wire harnesses, and connectors.

Other primary materials include functional additives and auxiliary materials such as Polyvinylidene Fluoride (PVDF), conductive carbon black (Super P), Carboxymethyl Cellulose (CMC), N-Methyl-2-Pyrrolidone (NMP), and Carbon Nanotubes (CNT), which are primarily used to enhance electrochemical performance and structural stability.

Raw Material Price Fluctuations and Response Mechanisms

During the Track Record Period, the costs of certain of our key raw materials experienced significant fluctuations, primarily with lithium cobalt oxide and lithium carbonate prices rising substantially in 2022 and 2023. According to data from CIC (Frost & Sullivan / China Insights Consultancy), the industry average price of lithium cobalt oxide increased from approximately RMB310,000/tonne in the first half of 2021 to approximately RMB510,000/tonne in the first half of 2022, after which the price of lithium cobalt oxide gradually declined and fell to RMB190,000/tonne in the first half of 2025,

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before recovering to approximately RMB250,000/tonne in the third quarter of 2025. The average price of lithium carbonate increased from approximately RMB40,000/tonne in the second half of 2020 to approximately RMB160,000/tonne in the second half of 2021, and further increased to approximately RMB520,000/tonne in the second half of 2022, after which lithium carbonate prices gradually declined to approximately RMB70,000/tonne in the third quarter of 2025.

To mitigate the impact of raw material price fluctuations and improve our cost predictability and operational stability, we have adopted a combined strategy encompassing both procurement and sales.

On the procurement side, the key measures we have adopted include:

• Securing stable supply. We have entered into strategic supply security agreements with key suppliers of critical materials such as lithium, cobalt, and nickel to ensure a stable supply of raw materials.

• Price locking. We have also entered into long-term supply agreements with key suppliers to lock in prices, thereby reducing our exposure to short-term market volatility.

• Proactive cost management. We have a dedicated team responsible for monitoring market trends and raw material pricing, enabling us to dynamically adjust our procurement plans and inventory levels.

• Active price negotiation. We regularly renegotiate procurement prices with suppliers based on prevailing market conditions to maintain cost transparency and controllability.

On the sales side, we have implemented the following strategies:

• Timely price adjustments. For the consumer battery segment and energy storage system segment, we regularly renegotiate prices with customers to reflect changes in raw material costs, thereby achieving partial cost pass-through and margin protection.

• Price linkage mechanism. For the power battery segment, we incorporate price adjustment clauses for key raw materials (including lithium carbonate, copper foil, and aluminum foil) into customer contracts. Such mechanisms generally permit adjustments on a quarterly or monthly basis, with settlement prices linked to publicly quoted market prices for non-ferrous metals. For example, in the case of lithium carbonate, the price adjustment mechanism is based on the difference between the average market price during the applicable adjustment period and a pre-agreed benchmark price, applied according to the consumption per unit. During the Track Record Period, more than 74% of our power battery revenue was derived from contracts that included such price linkage arrangements.

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In the context of significant raw material cost fluctuations, these combined strategies have effectively stabilized our gross profit margins. Accordingly, during the Track Record Period, our raw material costs as a percentage of revenue remained relatively stable, at 79.6%, 67.7%, and 69.9% for 2022, 2023, and 2024, respectively, and 71.4% and 69.2% for the nine months ended September 30, 2024 and 2025, respectively.

Inventory Monitoring and Risk Control

We have established an inventory forecasting and dynamic management system for raw materials to reduce the risks of delayed price adjustments and inventory mismatches. Specific measures include:

• Holding weekly production coordination meetings to adjust raw material stocking and production scheduling in conjunction with sales forecasts;

• Real-time tracking of inventory turnover and transportation status to dynamically match purchase orders with work-in-progress orders;

• Using the ERP system to set appropriate inventory levels and shipment rules based on material requirements and inventory conditions. The system automatically checks material requirements and releases shipments according to established rules, meeting material needs while controlling return inventory.

• Rigorously reviewing sales contracts and production capacity allocation to ensure precise alignment between raw material stocking and order fulfillment.

As of the Latest Practicable Date, we have not experienced any material raw material supply disruptions or systemic quality issues, and the overall supply system has been operating stably.

Key Terms of Procurement Agreements and Ancillary Agreements

We typically enter into framework agreements with suppliers. The key terms of the supply agreements we enter into with suppliers include:

| Term: | Supply agreements are generally valid for one year. | | --- | --- | | Purchase Orders: | Purchase orders generally specify the name, specifications, price, quantity, delivery time, delivery location, delivery conditions, warranty period, and other details of the goods. |

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| Price and Payment: | Prices are generally determined through negotiation between both parties and are subject to the price confirmed on the purchase order or the actual settlement price, which includes all costs such as packaging, transportation, and insurance. The price agreed upon by both parties is the settlement price for a given period of time. If the market conditions for the contracted goods change, both parties shall renegotiate the price of the goods based on the changes. | | --- | --- | | Acceptance: | Upon delivery of goods by the supplier, we first accept receipt of the goods and subsequently conduct acceptance inspection within the agreed timeframe in accordance with the acceptance standards and inspection methods agreed upon by both parties. | | Quality Assurance and After-Sales: | Suppliers are required to guarantee that products comply not only with national standards but also with our specific requirements. Such requirements are provided to suppliers at the time of order placement. During the warranty period, if we discover non-conforming products during the inspection, production, sales, or usage process, the supplier shall unconditionally replace or repair the goods at its own expense. | | Termination and Renewal: | If no explicit term of validity is specified, the supply agreement terminates upon the cessation of our cooperation with the supplier and the fulfillment of all obligations by each party. If an explicit term of validity is specified (e.g., one year), the term shall be automatically renewed if neither party submits a written notice of termination two months prior to the expiry of the contract term, until the business dealings between both parties come to an end. |

The Directors confirm that, during the Track Record Period and up to the Latest Practicable Date, we have not experienced any material breach of contract with our suppliers.

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Business

Our Major Suppliers

Our suppliers primarily include suppliers of certain raw materials and components used in our manufacturing processes. For 2022, 2023, and 2024 and the nine months ended September 30, 2025, our purchases from our five largest suppliers in each respective period amounted to RMB20,931.1 million, RMB13,831.1 million, RMB14,421.4 million, and RMB11,073.7 million, respectively, representing 44.8%, 40.6%, 32.2%, and 30.9% of total purchases for the respective periods. For 2022, 2023, 2024, and the nine months ended September 30, 2025, our purchases from our largest supplier in each respective period amounted to RMB8,412.2 million, RMB6,167.3 million, RMB7,053.6 million, and RMB4,545.4 million, respectively, representing 18.0%, 18.1%, 15.7%, and 12.7% of total purchases for the same periods. Our five largest suppliers in each period during the Track Record Period generally granted us credit terms of 45 to 270 days. We generally settled amounts payable to our five largest suppliers in each period during the Track Record Period by wire transfer, bank transfer, or banker's acceptance bills.

Nine Months Ended September 30, 2025

| Supplier | Supplier Background | Product Type | Year Business Relationship Established | Purchase Amount (RMB'000) | As a Percentage of Total Purchases | | --- | --- | --- | --- | --- | --- | | Customer – Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focused on the development, manufacturing, and sale of smartphones, laptops, tablets, wearable devices, and accessories, as well as the provision of related software and services. | Cells | 2012 | 4,545,433.6 | 12.7% | | Supplier B | A globally leading energy technology company headquartered in Fujian Province, focused on the development, manufacturing, and sale of lithium-ion batteries for consumer electronics and other applications. | Cells | 2016 | 3,282,153.1 | 9.2% |

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| Supplier | Supplier Background | Product Type | Year Business Relationship Established | Purchase Amount (RMB'000) | As a Percentage of Total Purchases | | --- | --- | --- | --- | --- | --- | | Supplier C | A company headquartered in Fujian Province, engaged in | Cathode materials | 2017 | 1,125,186.7 | 3.1% | | Supplier D | | Cathode materials | 2023 | 1,086,326.8 | 3.0% | | Supplier E | | Cathode materials | 2017 | 1,034,568.5 | 2.9% |

listed on the Shanghai Stock Exchange, focusing on the research and development, production and sales of new energy battery materials, including lithium cobaltate, ternary materials, lithium iron phosphate and sodium battery materials.

**Supplier D**

A leading new energy materials supplier headquartered in Hunan Province, listed on the Shenzhen Stock Exchange, focusing on the research and development, manufacturing and sales of phosphate cathode materials (particularly lithium iron phosphate materials).

**Supplier E**

A leading new energy materials company headquartered in Zhejiang Province, specializing in the development, manufacturing and sales of lithium-ion battery materials for electric vehicles, energy storage and consumer electronics.

and copper foil

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*This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.*

**Business**

| Supplier | Supplier Background | Product Type | Year Business Relationship Established | 2024 Procurement Amount (RMB'000) | Percentage of Total Procurement Amount | |---|---|---|---|---|---| | Customer – Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focusing on the development, manufacturing and sales of smartphones, laptops, tablets, wearables and accessories, as well as the provision of related software and services. | Cells | 2012 | 7,053,596 | 15.7% | | Supplier B | A globally leading energy technology company headquartered in Fujian Province, focusing on the development, manufacturing and sales of lithium-ion batteries for consumer electronics and other applications. | Cells | 2016 | 4,152,044 | 9.3% | | Supplier C | A company headquartered in Fujian Province and listed on the Shanghai Stock Exchange, focusing on the research and development, production and sales of new energy battery materials, including lithium cobaltate, ternary materials, lithium iron phosphate and sodium battery materials. | Cathode Materials | 2017 | 1,210,470 | 2.7% | | Supplier F | A leading precision structural components manufacturer for cells headquartered in Shenzhen, listed on the Shenzhen Stock Exchange. | Cell Precision Structural Components | 2020 | 1,013,625 | 2.3% | | Supplier G | A company headquartered in Guangdong Province and listed on the Shanghai Stock Exchange, mainly focusing on the research and development, production and sales of consumer batteries (including cells and battery packs). | Cells | 2019 | 991,685 | 2.2% |

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**Business**

| Supplier | Supplier Background | Product Type | Year Business Relationship Established | 2023 Procurement Amount (RMB'000) | Percentage of Total Procurement Amount | |---|---|---|---|---|---| | Customer – Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focusing on the development, manufacturing and sales of smartphones, laptops, tablets, wearables and accessories, as well as the provision of related software and services. | Cells | 2012 | 6,167,308 | 18.1% | | Supplier B | A globally leading energy technology company headquartered in Fujian Province, focusing on the development, manufacturing and sales of lithium-ion batteries for consumer electronics and other applications. | Cells | 2016 | 3,656,367 | 10.7% | | Supplier H | A leading supplier of ternary materials (including lithium cobaltate, ternary materials, lithium iron phosphate and sodium-ion cathode materials) headquartered in Hunan Province. | Cathode Materials | 2020 | 1,696,996 | 5.0% | | Supplier G | A company headquartered in Guangdong Province and listed on the Shanghai Stock Exchange, mainly focusing on the research and development, production and sales of consumer batteries (including cells and battery packs). | Cells | 2019 | 1,472,828 | 4.3% | | Supplier I | A leading lithium iron phosphate materials supplier headquartered in Jiangsu Province, focusing on the research and development, manufacturing and sales of phosphate cathode materials. | Cathode Materials | 2020 | 837,639 | 2.5% |

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| Supplier | Supplier Background | Product Type | Year Business Relationship Established | 2022 Procurement Amount (RMB'000) | Percentage of Total Procurement Amount | |---|---|---|---|---|---| | Customer – Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focusing on the development, manufacturing and sales of smartphones, laptops, tablets, wearables and accessories, as well as the provision of related software and services. | Cells | 2012 | 8,412,242 | 18.0% | | Supplier B | A globally leading energy technology company headquartered in Fujian Province, focusing on the development, manufacturing and sales of lithium-ion batteries for consumer electronics and other applications. | Cells | 2016 | 5,126,944 | 11.0% | | Supplier H | A leading supplier of ternary materials (including lithium cobaltate, ternary materials, lithium iron phosphate and sodium-ion cathode materials) headquartered in Hunan Province. | Cathode Materials | 2020 | 4,964,710 | 10.6% | | Supplier G | A company headquartered in Guangdong Province and listed on the Shanghai Stock Exchange, mainly focusing on the research and development, production and sales of consumer batteries (including cells and battery packs). | Cells | 2019 | 1,311,190 | 2.8% | | Supplier I | A leading lithium iron phosphate materials supplier headquartered in Jiangsu Province, focusing on the research and development, manufacturing and sales of phosphate cathode materials. | Cathode Materials | 2020 | 1,115,981 | 2.4% |

The Directors confirm that during the Track Record Period, none of the Directors, their close associates or any shareholders holding more than 5% of our share capital held any interest in any of the five largest suppliers in each of our financial years/periods.

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*This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.*

**Business**

**Marketing, Sales and Customers**

**Our Service Philosophy**

We adhere to a "customer-centric" service philosophy and have established stable and close customer partnerships by deeply embedding ourselves into customers' product development processes. At the early stages of customers' new product development, we participate in their market demand research and technical solution planning, assist in clarifying product functional positioning and key performance parameters, and provide tailored solutions and supporting services. This approach significantly improves the efficiency and success rate of customers' product development. In the development of certain key products, we also conduct collaborative research and development jointly with customers, covering the development of specific functions at the cell, module and system levels. Upon completion of the initial design phase, we smoothly transition into mass production, establishing a stable volume supply relationship. This collaborative mechanism not only strengthens customer loyalty but also enhances our market responsiveness and technical service capabilities.

**Sales System and Market Coverage**

As of September 30, 2025, we have a global sales team of 724 employees covering major markets in Asia, Europe and the Americas. The responsibilities of the sales team include: formulating annual sales strategies and marketing plans, customer development and maintenance, organizing product and technology exchanges, advancing business negotiations and contract signing, coordinating delivery arrangements, and managing accounts receivable.

We sell cells, modules, packs and systems to customers through a direct sales model, targeting consumer electronics manufacturers, electric vehicle manufacturers and energy storage system integrators. The sales process begins with early-stage confirmation of customer requirements, followed sequentially by technical solution evaluation, sample verification, business negotiation, contract signing, volume delivery and after-sales follow-up, forming a complete closed-loop process. We also supplement our expansion in certain overseas markets through channel partnerships and regional distributors, progressively establishing localized marketing and service networks. During the Track Record Period, we served all customers through direct sales.

**Pricing Mechanism and Price Linkage Management**

All of our business lines adopt a cost-plus pricing strategy that also takes market factors into account, comprehensively considering raw material and component costs, research and development and manufacturing inputs, product yield, target profit margins and prevailing market prices to formulate differentiated pricing plans. The primary cost considerations vary by product type. For consumer batteries, we consider raw material costs, including the costs of cathode materials, anode materials, electrolytes, separators and cells, as well as research and development and manufacturing costs, such as costs related to packaging, formation processes and piece-rate wages. For power batteries,

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**Business**

we primarily consider raw material costs, including the costs of lithium carbonate, iron phosphate, separators, graphite, copper, aluminum and electrolytes. For energy storage systems, we primarily consider equipment costs (including cell costs and system integration costs) and installation costs.

For customers with larger procurement volumes and stable business relationships with us, we also offer a certain degree of price concessions or customized quotations during business negotiations. Our product prices may also be affected by seasonal factors. For details, please refer to "Risk Factors — Risks Relating to Our Business and Industry — Our sales are subject to seasonality."

In order to address the cost pass-through pressure arising from fluctuations in raw material prices, we have introduced price linkage mechanisms in certain customer agreements, whereby product selling prices are dynamically adjusted in accordance with changes in upstream commodity prices. At the same time, we have established a regular internal review mechanism to continuously monitor market trends in cost items such as raw materials, labor and logistics, and to dynamically assess and adjust prices in response to changes in national macroeconomic policies, ensuring a strategic balance between maintaining competitiveness and achieving profitability. For details, please refer to "— Raw Material Price Fluctuations and Response Mechanisms."

**Key Terms of Sales Agreements**

The key terms of the sales agreements we enter into with customers primarily include:

| | | |---|---| | **Term:** | Sales agreements are generally valid for one year or until the end of the cooperation. | | **Purchase Orders:** | Purchase orders are required to specify the name, specifications, price, quantity, environmental attributes, delivery time, payment terms, delivery location, delivery conditions and mode of transportation of the contracted goods. | | **Price and Adjustment Mechanism:** | Prices are generally determined in purchase orders confirmed in writing by both parties, and generally include packaging, logistics and insurance costs, as well as all applicable taxes, duties and other expenses. | | **Payment:** | Payment is generally settled on a monthly credit basis or upon achievement of payment milestones. |

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**Business**

| | | |---|---| | **Acceptance and Returns:** | Customers shall inspect the products provided by us against the order within the agreed inspection period upon receipt of the goods. If the products are found to be inconsistent with the order or if the packaging is damaged, the customer shall notify us in writing of the discrepancies within the inspection period upon receipt. We shall complete the rectification within the agreed time upon receipt of the written notice. Customers may return non-conforming products, with the associated costs and transit risks borne by us. | | **Quality Assurance and After-Sales Service:** | We guarantee that the quality of our products is not lower than industry technical standards and national standards, while meeting customer requirements. During the warranty period, we provide warranty or replacement services free of charge. We also provide services and technical support to customers. | | **Termination and Renewal:** | If there is no specified term, the sales agreement terminates when we and the customer cease cooperation and all obligations of each party have been fulfilled. If there is a specified term (e.g., one year), if neither party submits a written request to terminate the agreement two months before the expiry of the term, the term is automatically extended until the business dealings between both parties come to an end. |

The Directors confirm that during the Track Record Period and up to the Latest Practicable Date, there were no material incidents of default between us and our customers.

**Customer Service**

We involve the customer service team from the customer development stage, with dedicated personnel assisting the sales team in conducting preliminary communications, preparing technical materials and delivering samples. After customers enter the volume procurement stage, we establish dedicated customer quality engineers and service contacts to ensure that issues encountered by customers during use receive timely feedback and proper resolution.

We have established a customer complaint handling system. Issues reported by customers are recorded and promptly entered into the system, and a cross-functional team comprising quality control, engineering and manufacturing departments is convened to conduct root cause analysis of the issues and propose short-term corrective measures and long-term preventive solutions. All rectification measures taken during the handling process are simultaneously updated in the product design documents and system records to ensure the formation of a complete closed loop.

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**Business**

In terms of warranty and after-sales service, we have clear return, exchange and warranty policies for different product categories. Warranty periods for batteries are generally two to five years (consumer batteries), five years (energy storage products) and eight years or 160,000 kilometers (power batteries for passenger vehicles, whichever comes first). During the warranty period, if a product exhibits abnormalities due to design, manufacturing or other reasons not attributable to the customer, we shall bear the responsibility for returns, exchanges or technical remediation. All returns and exchanges must be managed by the customer service team and initiated through the quality assessment process, executed through the prescribed pathway.

During the Track Record Period and up to the Latest Practicable Date, we have not received any material customer complaints.

**Our Major Customers**

Our customers mainly include consumer electronics manufacturers, electric vehicle manufacturers and ESS integrators. For the years 2022, 2023 and 2024 and the nine months ended September 30, 2025, our revenue from the five largest customers in each period was RMB30,285.9 million, RMB22,817.5 million, RMB24,835.5 million and RMB16,283.8 million, respectively, representing 58.1%, 47.7%, 44.3% and 37.4% of total revenue for the respective periods. For the years 2022, 2023 and 2024 and the nine months ended September 30, 2025, our sales to the largest customer in each period were RMB14,925.8 million, RMB11,537.3 million, RMB11,610.9 million and RMB6,705.9 million, respectively, representing 28.6%, 24.1%, 20.7% and 15.4% of total revenue for the respective periods. We generally grant credit periods of 45 to 90 days to the five largest customers in each period of the Track Record Period. The five largest customers in each period of the Track Record Period settle their payables by bank transfer, telegraphic transfer or bank acceptance bills.

**Nine Months Ended September 30, 2025**

| Customer | Customer Background | Product Type | Year Business Relationship Established | Revenue Amount (RMB'000) | Percentage of Total Revenue | |---|---|---|---|---|---| | Customer – Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focusing on the development, manufacturing and sales of smartphones, laptops, tablets, wearables and accessories, as well as the provision of related software and services. | Consumer Batteries | 2012 | 6,705,897.1 | 15.4% |

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| Customer | Customer Background | Product Type | Year Business Relationship Established | Revenue Amount (RMB'000) | Percentage of Total Revenue | |---|---|---|---|---|---| | Customer B | A globally leading technology company headquartered in Beijing and listed on the Hong Kong Stock Exchange, focusing on the development, manufacturing and sales of consumer electronics, smart electric vehicles and related software and chips. | Consumer Batteries, Smart Hardware and Precision Structural Components | 2012 | 2,885,509.6 | 6.6% | | Customer C | A globally leading technology company headquartered in Shenzhen, focusing on communications equipment, network infrastructure, smartphones and wearables and other consumer electronics products, as well as smart vehicle solutions, and also providing digital enterprise solutions and cloud services. | Consumer Batteries, Energy Storage Systems and Smart Hardware | 2011 | 2,444,894.8 | 5.6% | | Customer D | A leading consumer electronics company headquartered in Guangdong Province, with main products including smartphones, tablets, smart wearables and other IoT products. | Consumer Batteries | 2011 | 2,125,071.4 | 4.9% | | Customer E | A leading Chinese automobile company headquartered in Hubei Province and listed on the Hong Kong Stock Exchange, focusing on the development, production and sales of automobiles and automotive components, as well as the provision of related services such as automotive financing and mobility services. | Power Batteries | 2017 | 2,122,459.6 | 4.9% |

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**2024**

| Customer | Customer Background | Year Business Relationship Established | Product Type | Sales Revenue Amount (RMB'000) | Percentage of Total Revenue | |---|---|---|---|---|---| | Customer-Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focused on the development, manufacturing and sales of smartphones, laptops, tablet computers, wearable devices and accessories, and the provision of related software and services. | 2012 | Consumer batteries | 11,610,921 | 20.7% | | Customer F | A leading Chinese electric vehicle manufacturer headquartered in Beijing and dual-listed on NASDAQ and the Hong Kong Stock Exchange, focused on the development, manufacturing and sales of smart electric vehicles. | 2022 | Power batteries | 4,750,454 | 8.5% | | Customer B | A globally leading technology company headquartered in Beijing and listed on the Hong Kong Stock Exchange, focused on the development, manufacturing and sales of consumer electronics, smart electric vehicles, and related software and chips. | 2012 | Consumer batteries, smart hardware and precision structural components | 3,113,875 | 5.6% | | Customer C | A globally leading technology company headquartered in Shenzhen, focused on communications equipment, network infrastructure, smartphones and wearable devices and other consumer electronics products, as well as smart automotive solutions, and also providing digital enterprise solutions and cloud services. | 2011 | Consumer batteries, energy storage systems and smart hardware | 2,813,426 | 5.0% | | Customer E | A leading Chinese automobile company headquartered in Hubei Province and listed on the Hong Kong Stock Exchange, focused on the development, production and sales of automobiles and automotive parts, and the provision of related services such as automotive financing and mobility services. | 2017 | Power batteries | 2,546,808 | 4.5% |

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**2023**

| Customer | Customer Background | Year Business Relationship Established | Product Type | Sales Revenue Amount (RMB'000) | Percentage of Total Revenue | |---|---|---|---|---|---| | Customer-Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focused on the development, manufacturing and sales of smartphones, laptops, tablet computers, wearable devices and accessories, and the provision of related software and services. | 2012 | Consumer batteries | 11,537,349 | 24.1% | | Customer E | A leading Chinese automobile company headquartered in Hubei Province and listed on the Hong Kong Stock Exchange, focused on the development, production and sales of automobiles and automotive parts, and the provision of related services such as automotive financing and mobility services. | 2017 | Power batteries | 3,486,412 | 7.3% | | Customer B | A globally leading technology company headquartered in Beijing and listed on the Hong Kong Stock Exchange, focused on the development, manufacturing and sales of consumer electronics, smart electric vehicles, and related software and chips. | 2012 | Consumer batteries, smart hardware and precision structural components | 2,924,239 | 6.1% | | Customer G | A globally leading smart device manufacturer headquartered in Guangdong Province, focused on the development, manufacturing and sales of smartphones, smart televisions, smart wearable devices and other IoT products, and the provision of mobile internet services. | 2005 | Consumer batteries | 2,464,006 | 5.1% | | Customer C | A globally leading technology company headquartered in Shenzhen, focused on communications equipment, network infrastructure, smartphones and wearable devices and other consumer electronics products, as well as smart automotive solutions, and also providing digital enterprise solutions and cloud services. | 2011 | Consumer batteries, energy storage systems and smart hardware | 2,405,496 | 5.0% |

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**2022**

| Customer | Customer Background | Year Business Relationship Established | Product Type | Sales Revenue Amount (RMB'000) | Percentage of Total Revenue | |---|---|---|---|---|---| | Customer-Supplier A | A globally leading technology company headquartered in California and listed on NASDAQ, focused on the development, manufacturing and sales of smartphones, laptops, tablet computers, wearable devices and accessories, and the provision of related software and services. | 2012 | Consumer batteries | 14,925,823 | 28.6% | | Customer E | A leading Chinese automobile company headquartered in Hubei Province and listed on the Hong Kong Stock Exchange, focused on the development, production and sales of automobiles and automotive parts, and the provision of related services such as automotive financing and mobility services. | 2017 | Power batteries | 5,754,142 | 11.0% | | Customer H | A leading Chinese automobile company headquartered in Zhejiang Province and listed on the Hong Kong Stock Exchange, focused on the development, production and sales of automobiles, automotive parts and accessories. | 2016 | Power batteries | 3,571,191 | 6.8% | | Customer B | A globally leading technology company headquartered in Beijing and listed on the Hong Kong Stock Exchange, focused on the development, manufacturing and sales of consumer electronics, smart electric vehicles, and related software and chips. | 2012 | Consumer batteries, smart hardware and precision structural components | 3,311,694 | 6.3% | | Customer G | A globally leading smart device manufacturer headquartered in Guangdong Province, focused on the development, manufacturing and sales of smartphones, smart televisions, smart wearable devices and other IoT products, and the provision of mobile internet services. | 2005 | Consumer batteries | 2,723,035 | 5.2% |

The Directors confirm that during the Track Record Period, none of the Directors, their close associates, or any shareholders holding more than 5% of our share capital held any interests in any of our five largest customers during any year/period of the Track Record Period.

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**Overlap Between Suppliers and Customers**

During 2022, 2023 and 2024 and the nine months ended 30 September 2025, Customer-Supplier A was both our largest customer and our largest supplier. For details of our sales to and purchases from Customer-Supplier A, please refer to "– Supply Chain Management – Our Major Suppliers" and "– Our Major Customers." All battery cells procured from Customer-Supplier A are used exclusively for sales to Customer-Supplier A. If major customers, including Customer-Supplier A, reduce or cancel purchase orders, it could have a material adverse effect on our business, operating results and financial condition. Please refer to "Risk Factors – Risks Relating to Our Business and Industry – We experienced customer concentration during the Track Record Period and may continue to face risks associated with such concentration in the future." During the Track Record Period, there was an overlap in our sales to and purchases from Customer-Supplier A, primarily because Customer-Supplier A supplies battery cells to us for quality management of its products and supply chain, to be incorporated into consumer battery packs that we sell to Customer-Supplier A. The pricing of such transactions with Customer-Supplier A is similar to comparable transactions with other customers and suppliers. According to Frost & Sullivan, this practice is commonly adopted by downstream enterprises in the lithium-ion battery industry to ensure control over their supply chain management and the quality of batteries installed in their end products. The Directors consider that these arrangements were entered into in the ordinary course of business on normal commercial terms and on a fair and arm's length basis, after due consideration of the prevailing purchase prices and selling prices at the relevant time.

Save as disclosed above, none of the five largest suppliers during any period of the Track Record Period was also a customer of ours during the Track Record Period, and vice versa.

**Warehousing, Logistics and Inventory Management**

In response to fluctuations in raw material prices and changes in market demand, we have formulated a forward-looking inventory management strategy. When we anticipate increases in raw material prices and costs, or expect a significant growth in order volumes in the short term, we adjust the inventory levels of key materials to safeguard production stability and reduce the risk of supply chain disruptions. We also closely monitor market trends and customer demand, and dynamically adjust inventory levels and procurement plans to optimise overall resource allocation efficiency.

We have built a comprehensive supply chain management system covering all aspects of warehousing, inventory control and transportation packaging:

- **Warehousing Management.** We maintain our own warehouses at major production bases, supplemented by third-party warehousing resources, forming a warehousing network covering the whole country and key export regions. All warehouses are equipped with professional Warehouse Management Systems (WMS) to achieve refined management of goods inbound and outbound, storage location allocation and inventory turnover.

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- **Inventory Control.** We adopt a management model of "safety stock + dynamic turnover," combining ABC classification of materials, turnover rate analysis and production rhythm to set reasonable inventory levels. Dedicated personnel monitor inventory status and conduct regular reviews to ensure inventory is maintained at optimal levels, supporting our flexible production lines.

- **Transportation and Packaging Management.** We have established long-term cooperative relationships with a number of professional third-party logistics service providers, covering trunk transportation, last-mile delivery and export logistics. Customised packaging solutions are designed for different product characteristics to ensure transportation safety, while reducing logistics costs and damage rates.

**Information Technology**

We firmly believe that information technology plays a crucial role in enhancing our core competitiveness and driving business innovation and efficiency improvements. In order to achieve the goals of lean operations and intelligent manufacturing, we focus on three main lines – the research and development chain, the production chain and the supply chain – to establish and continuously optimise a digital system covering all aspects of our operations.

We have established a clearly layered information technology architecture, encompassing the Infrastructure as a Service (IaaS) layer, the Platform as a Service (PaaS) layer and the Software as a Service (SaaS) application layer, to support the digitalisation of our research and development, manufacturing, supply chain management and overall management processes.

- **IaaS (Infrastructure Layer)**

Through servers and access to mainstream cloud platforms, we provide underlying computing resources and data storage capabilities with high availability and scalability for our business systems, ensuring stable operation of information systems and data security.

- **PaaS (Platform Service Layer)**

We will uniformly develop a technology middle platform, data middle platform and business middle platform to achieve reuse of underlying capabilities, centralised data management and standardisation of business logic, supporting integrated collaboration and rapid development across multiple systems.

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- **SaaS (Application System Layer)**

We have built system clusters around research and development, manufacturing and supply chain:

- In terms of research and development, we have deployed a Product Lifecycle Management (PLM) system for managing product design data, bills of materials, change processes and research and development projects;

- In terms of manufacturing, we have built a unified Manufacturing Operations Management (MOM) system, Manufacturing Execution System (MES), Quality Management System (QMS), Energy Management System (EMS) and Equipment Management System (EAM), to achieve real-time monitoring and closed-loop control of the production process;

- In terms of supply chain, we have implemented a Customer Relationship Management (CRM) system, Order to Delivery (OTD) system, Advanced Planning and Scheduling (APS) system and Supplier Relationship Management (SRM) system, among others, to optimise end-to-end fulfilment capabilities from order receipt to delivery.

**Data Security and Information Protection**

In the course of our business operations, we may collect, process and store various types of business data and personal information. We attach great importance to the confidentiality and integrity of data and information, and are committed to building a comprehensive and compliant data security management system to prevent risks of leakage, misuse or unauthorised access to relevant data during transmission, storage and use. In addition, through the establishment of data backup and disaster recovery mechanisms, we ensure the high availability of key business data and business continuity. Regular data recovery drills further enhance our rapid response and restoration capabilities in the event of sudden cyber incidents.

We strictly comply with the Personal Information Protection Law of the People's Republic of China, the Data Security Law of the People's Republic of China, the Cybersecurity Law of the People's Republic of China and the applicable data protection laws and regulations of the jurisdictions where we operate overseas, and we continuously improve our internal data compliance governance framework. To this end, we have established data security and cybersecurity management systems covering the entire Group, and have set up dedicated teams to oversee and implement the Group's information security strategy.

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We have deployed multiple layers of information technology protection mechanisms, including data classification and graded protection systems, end-to-end encrypted transmission protocols, role-based access control systems, information system usage behaviour auditing tools, Intrusion Detection and Prevention Systems (IDPS) and firewall systems. These systems operate in coordination to effectively identify, block and respond to potential information security risks.

We implement an information security accountability system that clearly defines the confidentiality responsibilities of each employee. We conduct regular training and assessments for employees involved in confidential systems or key positions, supplemented by a reward and penalty mechanism to reinforce security awareness and promote adherence to proper behavioural standards. As of the Latest Practicable Date, we have not experienced any material data security incidents or information leakage events.

**Competitive Landscape**

The lithium-ion battery industry in which we operate encompasses the consumer battery, power battery and energy storage system sectors. We primarily compete with other large battery manufacturers in each sector. According to Frost & Sullivan, shipment volumes in the consumer battery, power battery and energy storage battery industries all grew significantly from 2020 to 2024, and are expected to continue to grow rapidly, driven by growing downstream demand, technological advancements, global efforts towards carbon neutrality and other factors. According to Frost & Sullivan, the global markets for consumer batteries, power batteries and energy storage batteries are all highly concentrated. By shipment volume in 2024, the top five companies in the global mobile phone, laptop and tablet battery market account for more than 90% of market share, while the top ten companies in the power battery and energy storage battery markets account for more than 80% and more than 90% of their respective markets. By shipment volume in 2024, as one of the top ten companies in each of the global battery markets, we believe we are well-positioned to capture the opportunities presented by the growth of these markets. For further details on our competitive landscape, industry growth drivers and development trends, please refer to "Industry Overview."

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**Awards and Recognition**

The following table sets out certain major awards and recognition received by us during the Track Record Period.

| Year Awarded | Award / Recognition | Awarding Body | |---|---|---| | 2022 | Tier 1 Global Power Battery Manufacturer | Benchmark Mineral Intelligence | | 2022 | Guangdong Provincial Government Quality Award | People's Government of Guangdong Province | | 2023 | National MIIT Digital Lighthouse Enterprise | Ministry of Industry and Information Technology | | 2024 | Global Top 500 New Energy Enterprises (Ranked 17th) | China Energy Economy Research Institute | | 2024 | Top 500 Private Manufacturing Enterprises in China (Ranked 182nd) | All-China Federation of Industry and Commerce | | 2024 | Top 500 Private Enterprises in China | All-China Federation of Industry and Commerce |

(Ranked 258th) 2024 . . . . . . .

First Prize, Electric Power Science and Technology Progress Award

China Electrotechnical Society

2024 . . . . . . .

China Industry-University-Research Cooperative Innovation Achievement Award

China Industry-University-Research Institute Collaboration Promotion Association

First Prize 2024 . . . . . . .

Provincial-level Manufacturing Single Champion Enterprise

Guangdong Provincial Department of Industry and Information Technology

2024 . . . . . . .

Tier 1 Global Energy Storage Manufacturer

BloombergNEF

2025 . . . . . . .

Excellence-Level Smart Factory

Ministry of Industry and Information Technology

2025 . . . . . . .

National Enterprise Technology Center

National Development and Reform Commission, Ministry of Science and Technology, Ministry of Finance, General Administration of Customs, State Taxation Administration

2025 . . . . . . .

Tier 1 Global Energy Storage Manufacturer

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BloombergNEF

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Employees As of September 30, 2025, we had 63,257 full-time employees, the vast majority of whom are located in China. The following table sets forth a breakdown of our full-time employees by function as of September 30, 2025:

| Function | Number of Employees | Percentage of Total Employees | |---|---|---| | Production | 43,814 | 69.3% | | Research and Development | 10,020 | 15.8% | | Sales | 724 | 1.1% | | Finance | 347 | 0.5% | | Administration | 8,352 | 13.2% | | Total | 63,257 | 100.0% |

We have established a labor union to safeguard the rights and interests of our employees. We believe that we generally maintain good relationships with our employees and the labor union. During the Track Record Period, to meet the growing demand for IT personnel arising from the comprehensive digital transformation of our business, we outsourced certain non-core IT development projects. We pay service fees to outsourced employees in accordance with the terms and duration of the outsourcing contracts.

Recruitment and Talent Acquisition We align our annual talent acquisition efforts with our business development objectives and staff turnover, attracting talent through diverse channels including campus recruitment, open recruitment, and internal referrals. We establish education, experience, and competency requirements based on the needs of each position to ensure recruitment quality. For newly hired employees, we enter into employment contracts and confidentiality agreements, and additionally execute non-compete agreements with employees in key positions.

Compensation and Benefits We believe that competitive remuneration and a good working environment help stimulate employee potential and loyalty. We provide our employees with a comprehensive compensation package consisting of fixed salaries, performance bonuses, special allowances, and comprehensive benefits. We offer a range of benefit arrangements, including festival gifts, celebratory events, commercial insurance, annual medical check-ups, meal subsidies, accommodation and transportation allowances, as well as marriage and childbirth subsidies, all aimed at improving employees' quality of life and sense of belonging.

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Employee Training and Career Development We place great emphasis on building a talent pipeline and have established a systematic training framework covering all departments and teams, encompassing the full spectrum of training content from new employee onboarding and role adaptation to professional and management capability development. Our training framework primarily includes:

• New Employee Onboarding Training. Helping employees quickly understand the Company and its culture and integrate into their teams;

• Role Adaptation Training. Ensuring employees' capabilities meet the requirements of their positions, helping employees enhance relevant skills, and ensuring they are competent to fulfill their responsibilities;

• Developmental Training. Providing targeted courses for employees based on the technical requirements, qualification criteria, and management pathways of their positions;

• Management Training. Conducting tiered leadership, management capability, and strategic execution training for managerial cadres.

Social Insurance and Housing Provident Fund Pursuant to applicable PRC laws and regulations, we are required to make contributions to social insurance and housing provident fund for our employees in China. During the Track Record Period and up to the Latest Practicable Date, we failed to make full contributions to social insurance and housing provident fund for certain employees in accordance with the relevant regulations, primarily because (i) certain employees left before the statutory period required to enroll in and/or contribute to the social insurance and housing provident fund schemes was reached; (ii) certain employees were unwilling to make personal contributions based on their full salary base, as this would result in a reduction in their actual take-home pay after deduction of personal contributions; and (iii) the procedures for transferring the existing social insurance and housing provident fund accounts of certain newly hired employees were still being processed. In 2022, 2023, and 2024 and for the nine months ended September 30, 2025, our estimated shortfalls in social insurance contributions and housing provident fund contributions were approximately RMB12.0 million, RMB6.2 million, RMB6.6 million, and RMB2.8 million, respectively, representing less than 0.1% of our revenue for each of the respective periods.

According to the advice of our PRC legal counsel, under applicable PRC laws and regulations, (i) failure to make social insurance contributions within the prescribed time limit may result in a daily surcharge of 0.05% of the outstanding amount, and if contributions remain unpaid after the overdue period, we may be subject to a fine of between one and three times the outstanding amount; and (ii) with respect to outstanding housing provident fund contributions, the relevant competent authorities may order us to make up the shortfall within a specified period, and in the event of non-payment after the prescribed period, may apply to a court for compulsory enforcement. Furthermore, pursuant to the Emergency Notice on Implementing the Spirit of the State Council Executive Meeting and Effectively Stabilizing Social Insurance Fee Collection (《關於貫徹落實國務院常務會議精神切實做好穩定社保費徵收工作的緊急通知》) promulgated by the Ministry of Human Resources and Social Security on September 21, 2018, administrative authorities are expressly prohibited from organizing centralized collection of historical social insurance arrears from enterprises on their own initiative. Pursuant to the Interpretation of the Supreme People's Court on Several Issues Concerning the Application of Law in the Trial of Labor Dispute Cases (II) (《最高人民法院關於審理勞動爭議案件適用法律問題的解釋（二）》) (the "New Judicial Interpretation"), which came into effect on September 1, 2025, any agreement or undertaking between an employer and an employee stating that social insurance contributions are not required shall be deemed invalid by the people's courts. Where an employer fails to make social insurance contributions in accordance with the law, if an employee requests termination of the employment contract pursuant to Article 38(3) of the Labor Contract Law of the People's Republic of China and claims economic compensation, the people's courts shall support such claim. Our PRC legal counsel has advised that, given that the New Judicial Interpretation does not repeal the existing social insurance laws and regulations currently in effect in China, the associated risks and potential impact on our business and financial performance are relatively limited. Please refer to "Regulatory Overview — Regulations Relating to Employment and Social Security" for further details. If we receive a notice from the relevant authorities requiring us to rectify, pay, or make up social insurance and housing provident fund contributions within a specified period, we will comply with such notice in a timely manner. Based on the foregoing, during the Track Record Period and up to the Latest Practicable Date, we have not received any notice and have not been subject to any administrative penalties in connection with inadequate social insurance or housing provident fund contributions by employees. We have also not received any material complaints or reports from employees in relation to such contributions, nor have we received any notice from the relevant competent authorities requiring us to make up contributions, conduct investigations, or accept penalties. Our PRC legal counsel is of the view that the possibility of our PRC entities being required by the relevant competent authorities to make up historical outstanding contributions or being subject to administrative fines is remote.

We have implemented the following internal control measures to prevent recurrence of such incidents:

• Training. Strengthening staff training, including providing employees with training on various compliance-related topics;

• Policies. Formulating internal control policies relating to social insurance and housing provident fund contributions in compliance with applicable PRC laws and regulations, which have been implemented;

• Review and Record-keeping. Designating a dedicated team to conduct periodic review and monitoring of contribution status;

• Enhanced Attention to Legal Developments. Regularly staying updated on the latest developments in PRC laws and regulations relating to social insurance and housing provident fund;

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• External Consultation. Seeking advice from external PRC legal counsel on matters relating to applicable PRC laws and regulations.

We have taken measures to make full contributions in accordance with the internal control measures implemented, and continue to strengthen our compliance efforts to ensure full compliance with applicable requirements. For the nine months ended September 30, 2025, our estimated shortfall in social insurance contributions and housing provident fund contributions was RMB2.8 million, representing a significant decrease compared to 2024. In light of the above, our Directors consider that the historical non-compliance matters are unlikely to have a material adverse impact on our business, financial condition, or future compliance.

Labor Dispatch Pursuant to applicable PRC laws and regulations, an employing entity may only use dispatched workers for temporary, auxiliary, or substitute positions, and shall strictly control the number of dispatched workers used, which shall not exceed 10% of its total workforce. For any non-compliance that is not rectified within the prescribed period, a fine of between RMB5,000 and RMB10,000 may be imposed for each dispatched worker exceeding the 10% cap. During the Track Record Period, certain of our PRC subsidiaries employed dispatched workers at a ratio exceeding 10%, primarily due to short-term workforce demands for temporary and supplementary positions. Specifically, during the Track Record Period, (i) as of December 31, 2023 and 2024, the percentage of dispatched workers at Shenzhen Xinwei Zhiwang Technology Co., Ltd. (深圳欣威智旺科技有限公司) was 31.8% and 26.9%, respectively; (ii) as of December 31, 2024, the percentage of dispatched workers at Huizhou Yingwang Precision Technology Co., Ltd. (惠州市盈旺精密技術股份有限公司) was 27.1%; and (iii) as of December 31, 2023 and 2024, the percentage of dispatched workers at Zhejiang Xinwangda Electronics Co., Ltd. (浙江欣旺達電子有限公司) was 15.1% and 15.7%, respectively. As of September 30, 2025, we have proactively taken rectification measures to address this matter, including reducing the number of dispatched workers employed by the relevant PRC subsidiaries, and the overall ratio has been reduced to below 10% of the total workforce. Taking into account our remedial actions, and on the premise that (i) there are no material changes to the existing laws, regulations and policies governing labor dispatch arrangements or the enforcement and regulatory requirements of local governments, and (ii) no material collective employee complaints or related litigation/arbitration proceedings are brought against us, our PRC legal counsel is of the view that the likelihood of us being subject to material administrative penalties for non-compliance with labor dispatch regulations is low.

Properties We own and lease certain properties in China and overseas, primarily used as production and research and development facilities, warehouses, and offices. As of September 30, 2025, the book value of any of our properties did not reach 15% or more of our consolidated total assets.

Pursuant to paragraph 6(2) of the Companies (Exemption of Companies and Prospectuses from Compliance with Provisions) Notice, this document has been exempted from the requirement for a valuation report on all interests in land or buildings as described in paragraph 34(2) of the Third Schedule to the Companies (Winding Up and Miscellaneous Provisions) Ordinance to comply with section 342(1)(b) of the Companies (Winding Up and Miscellaneous Provisions) Ordinance.

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Owned Properties As of September 30, 2025, the Company and our principal subsidiaries held a total of 35 major land use rights with an area of 10,000 square meters or above, with a total land area of approximately 1.2 million square meters, all of which are located in China. The Company and our principal subsidiaries also owned a total of 46 major buildings with a gross floor area of 10,000 square meters or above, with a total gross floor area of approximately 1.7 million square meters, primarily used for production, research and development, warehousing, and staff dormitories, all of which are located in China. In addition, the Company and our principal subsidiaries have one major property under construction, with a planned total gross floor area of approximately 151,200 square meters, primarily intended for use as a production facility.

Leased Properties As of September 30, 2025, the Company and our principal subsidiaries leased a total of 15 major properties with a gross floor area of 10,000 square meters or above from third parties in China, with a total gross floor area of approximately 2.5 million square meters, primarily used for production, research and development, and office purposes. The Company and our principal subsidiaries leased a total of one major property with a gross floor area of 10,000 square meters or above overseas, with a total gross floor area of approximately 11,148 square meters.

As of September 30, 2025, the lease agreements for certain major leased properties had not been registered with the relevant PRC government authorities. We have been advised by our PRC legal counsel that the failure to complete the registration and filing of lease agreements would not affect the validity of the relevant leases or result in the Company or our material domestic subsidiaries being required to vacate the leased properties. However, the relevant government authorities may order us to complete the registration or filing procedures, and may impose fines of between RMB1,000 and RMB10,000 per unregistered agreement in the event we fail to complete such registration or filing within the prescribed period. Accordingly, the maximum potential fine that we may be subject to in respect of each such leased property during the Track Record Period would be RMB10,000. As of the Latest Practicable Date, certain of our leased properties did not have building ownership certificates. Such defects were caused by the landlords' inability to provide the relevant procedural documents due to historical or administrative reasons. We have been advised by our PRC legal counsel that there are no rules or regulations requiring tenants to obtain ownership certificates, or imposing regulatory penalties on tenants for failing to obtain ownership certificates. Based on the number of such properties and the cities in which they are located, and in reliance on the advice of our PRC legal counsel, we are of the view that the likelihood of us being subject to material administrative penalties as a result of title defects in respect of the leased properties is low, and that any potential penalties for failure to simultaneously register and file all relevant lease agreements would not have a material adverse impact on our operational or financial condition.

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Environmental, Social and Governance Matters

Governance Our sustainability management framework is guided at the top level by the Board of Directors, with a Strategy and Sustainability Committee established thereunder to fulfill strategic leadership and oversight responsibilities in respect of ESG matters, ensuring that the principles of sustainable development are implemented at every level from strategy formulation to specific execution.

The Board of Directors, as the highest governance body for our ESG management, is responsible for the following:

▪ Strategic Planning and Leadership. Based on an in-depth reading of policies, regulations, standards, and industry trends, as well as a thorough understanding of stakeholder demands, conducting a comprehensive analysis of our ESG matters to form clear judgments and ensure that our ESG strategy aligns with both internal and external development needs.

▪ Execution Monitoring and Improvement. Closely monitoring the implementation of the Company's ESG strategy and the progress towards its targets, and scientifically evaluating the actual impact of our work on stakeholders. Drawing on the evaluation results to provide precise and actionable recommendations for the optimization and enhancement of subsequent ESG work.

▪ Compliance Assessment and Assurance. Employing diverse methods to comprehensively evaluate the effectiveness of ESG work, ensuring the objectivity and comprehensiveness of such evaluations.

▪ ESG Risk Review Mechanism for Material Transactions. In decisions relating to significant investments, mergers and acquisitions, and new business expansions, the Board of Directors incorporates an assessment of the potential impact of ESG-related factors on commercial viability and corporate reputation, so as to ensure that investment activities are aligned with our long-term sustainable development strategy.

In order to effectively identify, assess, and manage sustainable development risks and opportunities, we have established a top-down management framework comprising the "Board Strategy and Sustainability Committee — Sustainability Management Committee — ESG Management Department." The Board Strategy and Sustainability Committee is responsible for formulating sustainable development strategies and management systems, assessing sustainable development risks and opportunities, reviewing our material sustainability matters, ensuring the effective operation of oversight mechanisms, and reporting sustainability-related matters to the Board of Directors. Under the Board Strategy and Sustainability Committee, a Sustainability Management

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Committee, serving as the governing body for advancing our sustainability efforts, is responsible for deploying and overseeing the progress of sustainable development strategic objectives, formulating management coordination mechanisms, and reporting sustainability-related matters to the Board's Strategy and Sustainable Development Committee. At the same time, we have established an ESG Management Department which, under the guidance of the Sustainable Development Management Committee, is responsible for implementing ESG strategies, system building, information disclosure, and other related work, and regularly reports work progress to the Sustainable Development Management Committee.

We place great importance on building a Board of Directors that is diverse, independent, and effective. Our Board of Directors is composed of 7 directors with extensive skills and experience in management, accounting, and law. We have formulated systems such as the Rules of Procedure for the Board of Directors and the Rules of Procedure for Special Meetings of Independent Directors to ensure that the Board operates in a standardised and efficient manner and makes decisions prudently and scientifically. Each director is able to carry out their work in accordance with the Rules of Procedure for the Board of Directors, the Working System for Independent Directors, and other relevant documents, diligently fulfilling their duties and obligations. In 2024, our directors participated in training organised by regulatory authorities and other bodies, and through further study and familiarisation with relevant laws and regulations, have substantially improved their capacity to fulfil their duties as directors.

We have always regarded risk and compliance management as the fundamental guarantee of sustainable development. The Board of Directors attaches great importance to the development of the compliance management system, and through regularly receiving work reports from the Board Audit Committee, supervises the independence, effectiveness, and implementation of our overall compliance management work. The Board Audit Committee is responsible for coordinating our internal and external audit and compliance matters, and as the strategic oversight layer, ensures that compliance risks are identified and addressed in a timely manner within the organisation.

We have established a "three lines of defence" compliance management system covering all business divisions/subsidiaries, functional centres, and audit centres, with clearly delineated responsibilities for business execution, risk control, and independent supervision, ensuring that compliance requirements run throughout the management chain and business processes, and effectively preventing operational compliance risks arising from management blind spots or institutional deficiencies.

Strategy

Against the backdrop of increasingly stringent global carbon reduction policies, major markets such as the European Union and East Asia are accelerating their pursuit of carbon neutrality transition risk targets. For example, the EU's Battery and Waste Battery Regulation and related policies have placed more stringent requirements on carbon footprint disclosure, product recycling and reuse, and sustainable supply chains in the battery industry. At the same time, the continued advancement of domestic "carbon peaking and carbon neutrality" targets will also impose stricter regulation and greater emissions reduction pressure on the battery industry. Battery

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industry enterprises may face higher carbon emission compliance costs. In this context, our major customers are continuously raising their requirements for product carbon footprints, the proportion of renewable energy used, and the proportion of recycled materials used, and we need to invest additional resources to meet compliance requirements and maintain our competitiveness in the green supply chain.

Based on the core principles of "deeply understanding policy trends, comprehensively meeting customer requirements, and excellently fulfilling social responsibilities," we have formulated and implemented the "LEAP toward a Sustainable Future" sustainability strategy to systematically address current and anticipated environmental, social, and governance (ESG)-related risks, and to build a sustainable management system oriented toward long-term value creation.

This strategy focuses on four key objectives — Lifecycle, Ecology, Accountability, and Partnership — and, in conjunction with the results of risk identification, clearly deploys corresponding resources, action plans, and target schedules.

Sustainability Strategy

LEAP toward a Sustainable Future

| | | |---|---| | Strategic Vision | | | Guiding Principles | Deeply Understanding Policy Trends \| Comprehensively Meeting Customer Requirements \| Excellently Fulfilling Social Responsibilities | | Strategic Objectives | Lifecycle \| Ecology \| Accountability \| Partnership |

| Lifecycle | Ecology | Accountability | Partnership | |---|---|---|---| | • Battery Passport | • Operational Carbon Reduction | • Information Disclosure | • Green Product Satisfaction | | • Battery Recycling | • Renewable Energy | • Business Conduct | | | | • Environmental Compliance | • Quality & Safety | • Sustainable Procurement | | | | | • Key Stakeholder & Community Impact |

| Strategic Pathways | SDG Targets | Key Capabilities | |---|---|---| | Value Chain Enablement | Digitalisation | – 275 – |

Intelligentisation | Innovation & R&D

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• Lifecycle (生命週期)

As one of the world's leading lithium-ion battery manufacturers, based on the needs of different global markets and customers for sustainable products, operations, and production, we have deeply integrated the concept of green design into our product development system, continuously improved the construction of our battery passport digital platform, actively laid out battery recycling, and practised the circular economy. Across the early, middle, and later stages of a product's full lifecycle, we actively provide green solutions to society, comprehensively advancing "four-way" development (globalisation, digitalisation, intelligentisation, and greening), and contributing to the promotion of global sustainable development.

• Ecology (友好生態)

Guided by our vision of "becoming a respected world-class new energy enterprise," we actively embrace green transformation, continuously strengthen our green development pace, and remain committed to providing society with more green, fast, and efficient new energy solutions. We actively respond to climate change, practise cleaner production, continuously advance energy conservation and emission reduction across the entire value chain, and strive to minimise the impact on the environment at every stage, continuously contributing to the global transition toward a cleaner and greener future.

• Accountability (責任商業)

We strictly comply with laws and regulations in China and in the locations where we operate, while adhering to international business compliance frameworks. We achieve efficient corporate management through leading corporate management standards; we uphold a product culture centred on the highest quality and safety, safeguarding customer health and safety; and we reshape the R&D chain, production chain, and supply chain through informatisation and intelligentisation, striving to lead the entire industry toward a greener and better new energy future.

• Partnership (共贏夥伴)

We care about the happiness and health of people, insisting on a people-centred approach and regarding the growth and development of our employees as the cornerstone of our business operations. At the same time, we promote responsible supply chain management and work together with partners across society to jointly carry out sustainable frontier practices. In addition, as an enterprise that practises social responsibility, we are deeply engaged in public welfare undertakings, widely conducting charitable activities and creating shared value for society as a whole.

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Risk Management

We are advancing the establishment of a comprehensive risk management mechanism encompassing risk identification, assessment, and response, and are progressively achieving integrated compliance and risk control operations. Each department continuously collects internal and external risk information in accordance with its responsibilities, and the Legal and Compliance Centre centrally consolidates this information and establishes a risk database. Through systematic analysis and assessment mechanisms, we identify the likelihood, degree of impact, and risk level of risks, formulate corresponding response strategies for significant risks, and establish risk early-warning mechanisms. Risk information is efficiently communicated within the organisation through the risk reporting system, and information technology platforms will subsequently be leveraged to enhance early-warning and management capabilities. At the same time, we focus on risk culture building and employee training to strengthen organisation-wide compliance and risk control awareness.

With respect to ESG risks and opportunities, in order to effectively understand, identify, and respond to the close attention of various stakeholders to our sustainable development practices, we conduct comprehensive materiality assessments of sustainability topics on a regular basis. We conduct material topic identification and analysis work through policy analysis and extensive surveys of internal and external stakeholders, providing a reference basis for our orderly advancement of ESG work and disclosure of relevant information.

To effectively identify the risks and opportunities of different material topics, we conduct assessments based on dual criteria of impact materiality and financial materiality. Among these, impact materiality comprehensively assesses the positive and negative impacts of the topic, both actual and potential, and conducts a comprehensive assessment across multiple dimensions including scale of impact, scope of impact, probability of occurrence, and irremediability, evaluating whether our sustainability-related performance will have a significant impact on the environment, economy, and society. Financial materiality, on the other hand, takes short-term, medium-term, and long-term time horizons into account, and comprehensively assesses the two dimensions of likelihood of impact occurrence and degree of financial impact, evaluating the impact of relevant topics on our business model, business operations, financial condition, and other financial indicators across different time horizons from multiple perspectives including resource availability and relationship dependency. The following is our material topic identification process:

Topic Materiality

| Understanding Business Context | Establishing Topic List | Assessment and Confirmation | Topic Review and Reporting | |---|---|---|---| | • By interpreting domestic and international sustainable development standards, our business operations and value chain, industry conditions, etc., understand the sustainable development context in which we operate. | • Combined with our actual situation and stakeholder engagement, conduct preliminary identification and screening of relevant sustainability topics, and analyse actual and potential impacts, risks, and opportunities related to sustainability topics. | • Compile stakeholder questionnaire survey results; • Combined with expert opinions, assign stakeholder weightings; • Calculate the materiality score for each topic and form a ranked materiality result. | • Subject to review and confirmation by our Board of Directors, key disclosure of topics with higher materiality will be made in the annual sustainability report. |

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Combining the results of the impact materiality assessment and the financial materiality assessment, we have identified a total of 10 highly material topics with both financial materiality and impact materiality, including: climate change response, clean technology opportunities, environmental compliance management, resource management and circular economy, research and development and innovation, high-quality products and services, talent development and management, occupational health and safety, responsible supply chain management, and robust governance.

| | | | | | |---|---|---|---|---| | High | Energy Management and Utilisation | | | | | | Climate Change Response | | | | | | Clean Technology Opportunities | | | | | **Impact Materiality** | Responsible Supply Chain Management | R&D and Innovation | High-Quality Products and Services | | | | Talent Development and Management | | | | | | Occupational Health and Safety | | | | | | Robust Governance | | | | | | Industry Cooperation | | | | | | Environmental Compliance Management | Anti-Corruption and Business Ethics | | | | | Emissions and Waste Management | | | | | | Rural Revitalisation and Social Contribution | | | | | | Resource Management and Circular Economy | | | | | | Information Security and Privacy Protection | | | | | | Intellectual Property Protection | | | | | | Biodiversity Protection | | | | | | ● Environment | ● Social | **Financial Materiality** | ● Governance | High |

We place great importance on the potential impacts of highly material topics on our financial operations and sustainable development. We have identified the risk and opportunity factors in the management of each material topic, assessed the multifaceted impacts of these factors on our value chain or on broader stakeholders, and on this basis formulated corresponding response measures and monitoring indicators and targets. We have currently established the following ESG management targets:

"Carbon Peaking and Carbon Neutrality" target: Achieve carbon peaking at the operational level by 2029; achieve carbon neutrality at the operational level by 2050.

Clean energy transition target: Add 1.38 GWp of photovoltaic energy by 2040; achieve 100% use of renewable energy by 2050.

Social carbon reduction contribution target: Help society reduce transportation carbon emissions by 6.84 million tonnes by 2030; help society reduce transportation carbon emissions by 42.37 million tonnes by 2040.

The Board's Strategy and Sustainable Development Committee holds regular special meetings to receive reports on the progress of ESG work and to review the completion of various indicators, including energy conservation and emission reduction indicators, improvements in employee satisfaction, and the implementation results of social responsibility projects. Through in-depth analysis of data and actual cases, problems and shortcomings are identified in a timely manner, and each department is encouraged to innovate in ESG work methods and practices, continuously improving our overall ESG performance level.

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Environment

We are committed to promoting green development to a higher standard on the basis of compliance with national and local environmental protection laws and regulations, and to continuously reducing the impact of our production and operations on the environment through technological innovation, resource optimisation, and process improvement. From energy conservation and emission reduction to waste management and sustainable development, we regularly assess progress, and while pursuing business development, we adhere to the concept of green and low-carbon operations to maximise the reduction of the impact of our operations on the natural environment.

Responding to Climate Change

We actively respond to the "carbon peaking and carbon neutrality" strategy and continuously improve the construction of our "dual carbon" (carbon peaking and carbon neutrality) management framework. Relying on our ESG governance structure, we have built a comprehensive "dual carbon" management system, allocating management responsibilities to the Strategy and Sustainable Development Committee, the Sustainable Development Management Committee, and the ESG Management Department, and actively coordinating with subordinate professional working groups and business line sustainability departments/groups to implement climate change management responsibilities, driving the achievement of our "dual carbon" targets in a top-down manner.

We actively carry out climate change risk management and are progressively integrating it into our overall risk management system. The following sets out certain major climate risks and opportunities we have identified:

Impact . . . . . . . . . . . • By reducing carbon emissions and improving energy efficiency, enterprises directly alleviate pressure on the global climate system, helping to mitigate the trend of global warming, protecting the ecological environment from the impacts of extreme climate events, contributing to global climate governance, and promoting global ecological balance.

Risks . . . . . . . . . . . • Physical risks: Extreme weather causing work stoppages and production shutdowns, resulting in reduced production capacity and thereby causing a decrease in revenue; long-term climate change causing energy prices to rise and operating costs to increase.

• Policy and legal risks: Enterprises face increasingly stringent environmental and carbon emission-related laws and regulations, and we need to increase investment to address compliance risks; otherwise, violations will result in relevant penalties.

• Business continuity: Actively implementing preventive measures against physical risks such as extreme weather helps to enhance our ability to withstand risks and ensures the continuity of production and operations.

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• Efficiency improvement and cost savings: The application of clean technologies and digital transformation help to improve operational and resource efficiency.

Opportunities . . . . . . • Financing incentives: Government subsidies or tax incentives related to the promotion of "dual carbon control" can be leveraged by us to drive low-carbon transformation and business growth.

• Market competitiveness: Developing low-carbon products and green solutions to meet domestic and international market demand, breaking down "green barriers," and opening up new markets.

In order to effectively advance work related to responding to climate change, we strictly follow the requirements of the GHG Protocol and ISO 14064-1:2018, and have formulated internal management systems such as the Organisational Level Carbon Emission Management Manual, regularly conducting Scope 1 and Scope 2 greenhouse gas inventories for the Group and its subsidiaries, and commissioning third parties to conduct independent verification, setting an example for carbon management work in the industry. In 2024, comprehensively considering industrial characteristics, business relationships, data availability, disclosure costs, and other factors, we completed the verification of partial categories of Scope 3, covering all stably operating production bases of the Company, with total emissions of 4,885,354.98 tonnes of CO₂ equivalent. The following are the greenhouse gas emissions for the periods indicated:

| Indicator | Unit | Year ended December 31, 2022 | Year ended December 31, 2023 | Year ended December 31, 2024 | Nine months ended September 30, 2025 | |---|---|---|---|---|---| | Scope 1 greenhouse gas emissions | Tonnes of CO₂ equivalent | 34,948.81 | 102,959.97 | 110,217.78 | 78,689.88 | | Scope 2 greenhouse gas emissions | Tonnes of CO₂ equivalent | 603,471.48 | 880,010.62 | 872,270.66 | 916,300.04 |

Note: We calculate on an annual basis in accordance with the GHG Protocol and ISO 14064-1:2018, accounting for emission sources and quantities within the organisational boundary based on operational control, covering greenhouse gases within Scope 1 and Scope 2. We currently compile purchased green certificate data on an annual basis; therefore, for the nine months ended September 30, 2025, we use the location-based method to compile Scope 2 data.

In 2024, our greenhouse gas emissions data continued to remain below the industry average. For example, based on publicly available information and relevant calculations, our per capita Scope 1 greenhouse gas emissions were 2.03 tonnes of CO₂ equivalent/person, compared to 2.16 tonnes of CO₂ equivalent/person for Zhuhai CosMX Battery Co., Ltd. ("Zhuhai CosMX", stock code: 688772.SH) and 18.20 tonnes of CO₂ equivalent/person for Contemporary Amperex Technology Co., Limited ("CATL", stock codes: 3750.HK; 300750.SZ). Our per capita Scope 2 greenhouse gas emissions were 16.07 tonnes of CO₂ equivalent/person, compared to 24.38 tonnes of CO₂ equivalent/person for Zhuhai CosMX and 26.90 tonnes of CO₂ equivalent/person for CATL.

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Resource Management and Circular Economy

We place great emphasis on energy efficiency, continuously optimising our energy management systems, adopting innovative energy-saving technologies, and strengthening energy conservation awareness, thereby continuously improving energy utilisation efficiency. In order to systematically carry out energy conservation and carbon reduction work and effectively facilitate the achievement of our "carbon peaking and carbon neutrality" plan, we have established an internal Energy Conservation Committee, chaired by the Chairman of the Board of Directors. The Energy Conservation Committee drives top-down efforts to improve energy efficiency in production operations and implements energy-saving technology transformation plans. In 2024, we completed more than 200 energy efficiency improvement measures, achieving electricity savings of approximately 66.70 million kWh and a reduction of over 35,000 tonnes of CO₂ emissions.

We continuously monitor water resource consumption during the production process and actively promote water resource management. We have formulated internal policies such as the Water Conservation Management Regulations, adhering to the PDCA principle, closely monitoring water usage activities in day-to-day operations, and promoting water conservation efforts. Currently, all of our water supply comes from municipal water sources, and is used primarily for employee daily living, canteen operations, and production processes including boilers, steam systems, air conditioning and ventilation systems, process cooling towers, and production mixing processes. During the Track Record Period, neither our water abstraction activities, water consumption processes, drainage activities, nor changes in stored water volumes have had any material direct or indirect impact on water resources.

We actively respond to policy requirements such as the EU Battery Regulation and the Interim Measures for the Administration of Recovery and Utilisation of Power Batteries for New Energy Vehicles, and in alignment with market demand, we have laid out a battery recycling business, providing comprehensive services including lithium-ion battery recycling and material monitoring. Leveraging advanced recycling systems and intelligent dismantling technologies, we achieve efficient recovery and reuse of spent batteries. We are committed to building a "large-scale ecological cycle" to reduce resource consumption and environmental impact. To this end, we work with value chain partners, starting from key metals such as nickel, cobalt, and lithium, using chemical metallurgical technologies to purify and synthesise precursor materials for battery positive and negative electrodes, processing them into electrode materials, then assembling them into standardised cells, and integrating them through modular design into battery packs and systems for end-use applications. After batteries are retired, precious metals are recovered through physical dismantling and chemical extraction and returned to the production process, achieving a closed-loop resource cycle. At the same time, we are also committed to developing a "small-scale cycle system" for lithium-ion battery products, covering all stages of battery design, production, sales, and recycling, to build a closed-loop upstream and downstream recycling industry chain. Through vertical coordination and horizontal compliance, we promote the deep integration of circular economy concepts into industrial development, helping us transition from a linear economy to a sustainable circular economy model.

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In December 2024, the Ministry of Industry and Information Technology issued the Conditions for Industry Standards for Comprehensive Utilisation of Waste Power Batteries from New Energy Vehicles (2024 Edition), which sets higher requirements for metal recovery rates, product impurities, production energy consumption, and wastewater recycling. Our battery recycling business has been fully benchmarked against these standards, and our existing production lines have met the relevant technical requirements. Projects under construction and in planning are all designed and built to standards no lower than these specifications, ensuring full compliance with the latest policy requirements upon commencement of production. At the same time, we actively participate in the formulation of relevant national and industry standards, and proactively monitor future market trends and technological directions to maintain our competitive edge in the industry.

The following table sets out our resource consumption statistics during the Track Record Period:

| Indicator | Unit | Year ended 31 December 2022 | Year ended 31 December 2023 | Year ended 31 December 2024 | Nine months ended 30 September 2025 | |---|---|---|---|---|---| | Natural gas consumption(1) | Cubic metres | 15,679,081.00 | 14,178,905.76 | 31,710,282.33 | 32,492,332.62 | | Purchased electricity consumption(1) | MWh | 918,076.83 | 929,540.59 | 1,355,444.37 | 1,368,701.34 | | Renewable energy portion of purchased electricity consumption(2) | MWh | – | – | 336,094.00 | 50,678.73 | | Total water withdrawal | Cubic metres | 3,319,597.00 | 3,697,300.00 | 6,513,024.00 | 5,006,327.27 |

Notes: (1) Due to adjustments in statistical reporting methods and the commissioning of new facilities and equipment following capacity expansion, our natural gas and purchased electricity consumption increased in 2024.

(2) All of our water withdrawals are sourced from municipal water supply. Due to expanded statistical scope and increased production capacity, our total water withdrawal increased in 2024.

In 2024, our resource management data continued to be significantly below or close to the industry average. For example, based on publicly available information and relevant calculations, our per capita natural gas consumption was 584.07 cubic metres/person, compared to 921.23 cubic metres/person for Zhuhai CosMX. Our per capita purchased electricity consumption was 24.97 MWh/person, compared to 41.60 MWh/person for Zhuhai CosMX. Our per capita renewable electricity consumption was 6.19 MWh/person, compared to 11.05 MWh/person for Zhuhai CosMX. In terms of water withdrawal, our per capita water consumption was 119.96 cubic metres/person, compared to 118.89 cubic metres/person for Guoxuan High-Tech Co., Ltd. ("Guoxuan High-Tech", stock code: 002074.SZ) and 137.63 cubic metres/person for Zhuhai CosMX.

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Environmental Compliance Management

We strictly comply with the Environmental Protection Law of the People's Republic of China and other national laws and regulations. We have also formulated internal environmental management systems with reference to the requirements of ISO 14001, including the Environmental and Safety Manual, the Environmental Pollution Control Management Regulations, and the Environmental Pollution Prevention Management Regulations, to comprehensively ensure the orderly and standardised conduct of environmental management work. In 2024, 25 of our subsidiaries obtained ISO 14001 Environmental Management System certification, achieving 100% coverage of stably operating production and manufacturing bases; other newly built or under-construction production and manufacturing bases are also actively developing their environmental management systems in accordance with ISO 14001 requirements. At the same time, we have fully implemented the requirements of the Conditions for Industry Standards for Comprehensive Utilisation of Waste Power Batteries from New Energy Vehicles (2024 Edition), ensuring continuous improvement in the compliance and environmental friendliness of our battery recycling business. As of the Latest Practicable Date, neither we nor our principal subsidiaries have been subject to any material administrative penalties related to environmental protection.

We regularly conduct internal and external environmental audits to ensure that all production activities at our stably operating production and manufacturing bases are in full compliance with local environmental laws and regulations and meet the objectives of environmental management system certification. We link the quarterly performance bonuses and year-end bonuses of personnel at the general manager level and above to environmental performance, with an environmental performance weighting of 5% to 10%, and conduct monthly and quarterly performance assessments, thereby incentivising the implementation of our environmental compliance efforts.

To further enhance employees' awareness of environmental compliance and management, we regularly organise training activities for environmental engineers across all industrial parks. Training topics cover environmental laws and regulations, identification of environmental factors, and internal system audits. Environmental engineers at each industrial park serve as internal trainers, responsible for training the safety management personnel of each business unit, so as to comprehensively implement the core principles of the environmental management system and apply operational procedures.

Clean Technology Opportunities

As an important participant in the new energy sector, we actively seize green development opportunities, treating the development and application of clean technologies as a core development strategy. By providing green products, optimising low-carbon supply chains, promoting energy structure transformation, and driving technological innovation, we are building comprehensive green solutions covering the full lifecycle. We continuously invest in the renewable energy industry chain, continuously improve energy utilisation efficiency, and enhance our climate resilience. At the product and technology level, we focus on optimising production processes, developing emerging battery technologies, and upgrading intelligent battery management systems, ensuring our competitive advantage in the lithium-ion battery market.

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Emissions and Waste Management

We attach great importance to the management of pollutants and waste, strictly comply with relevant laws and regulations on emission management, and continuously improve the discharge of waste gases, wastewater, and solid waste.

With respect to waste gas management, we strictly carry out regular inspections and maintenance of waste gas treatment facilities in accordance with environmental impact assessment documents and the requirements of local ecological and environmental bureaus, including timely replacement of activated carbon, to ensure that emissions comply with discharge standards. In addition, we regularly engage qualified third-party service providers to conduct on-site inspections and issue air pollutant emission testing reports, ensuring that air pollutant emissions meet relevant standards. In 2024, the results of our third-party air pollutant testing satisfied the requirements of environmental impact assessment approvals and applicable legal and regulatory emission standards.

With respect to wastewater management, we strictly comply with the Water Pollution Prevention and Control Law of the People's Republic of China and other relevant laws, and rigorously manage the discharge of industrial wastewater and domestic sewage. Through measures such as constructing sewage treatment stations and conducting regular monitoring, we ensure that wastewater discharge meets required standards. Our consumer battery and ESS manufacturing facilities do not involve industrial wastewater discharge. All cell production facilities have independent sewage treatment stations, with 100% collection rates for production and domestic wastewater and a 100% compliance rate for effluent quality. Our industrial wastewater treatment facilities are operated and managed by professional environmental protection companies, with daily supervision conducted by the safety departments of the relevant subsidiaries to ensure the normal operation of wastewater treatment facilities. We regularly engage qualified third-party service providers to conduct on-site inspections and issue sewage testing reports, and all test results comply with the requirements of environmental impact assessment approvals and applicable legal and regulatory discharge standards.

With respect to waste management, we strictly comply with national laws such as the Law of the People's Republic of China on the Prevention and Control of Environmental Pollution by Solid Waste, as well as industry standards such as the Pollution Control Standard for Hazardous Waste Storage. As of the Latest Practicable Date, neither we nor our principal subsidiaries have been subject to any material administrative penalties relating to hazardous waste management. We have established management systems including the General Waste Management Regulations and the Implementation Rules for Solid Waste Control, specifying requirements for the classification, collection, storage, transportation, and disposal of waste, and continuously promoting waste reduction and disposal efforts, practising the concept of green development. We reduce hazardous waste through material selection, process flow optimisation, and employee training. In terms of material selection, we give priority to green and environmentally friendly raw materials and auxiliary materials to reduce the generation of hazardous waste. In terms of process flow, we continuously optimise production processes to minimise the use of raw materials and auxiliary materials so as to

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reduce waste generation. In addition, we require relevant personnel to participate in hazardous waste training to enhance employees' safety awareness. To ensure comprehensive management throughout the entire hazardous waste disposal process, we implement transfer manifest management in accordance with national regulations. At the same time, we have entered into disposal contracts with qualified hazardous waste disposal companies, and regularly engage qualified third parties to carry out transportation and disposal, further facilitating recycling and comprehensive utilisation. With respect to general waste management, we promote general waste reduction and recycling management through institutional development, classification control, and awareness enhancement. We have established a full-process classification operating system from production to disposal to improve the recovery rate of general waste. The following table sets out our waste emissions during the Track Record Period:

| Indicator | Unit | Year ended 31 December 2022 | Year ended 31 December 2023 | Year ended 31 December 2024 | Nine months ended 30 September 2025 | |---|---|---|---|---|---| | Total hazardous waste(1) | Tonnes | 1,231.86 | 1,619.72 | 2,622.33 | 3,374.66 | | Total non-hazardous waste(1)(2) | Tonnes | 2,868.61 | 4,482.57 | 45,810.81 | 43,800.49 | | Industrial wastewater discharge(3) | Cubic metres | 974,815.00 | 362,306.00 | 52,472.50 | 195,766.11 | | Nitrogen oxide (NOx) emissions(2) | Tonnes | 7.32 | 5.59 | 22.53 | 25.06 | | Sulphur oxide (SOx) emissions(2) | Tonnes | – | 0.11 | 2.75 | 4.10 | | Particulate matter (PM) emissions | Tonnes | 1.33 | 6.83 | 7.34 | 19.42 |

Notes: (1) As the statistical scope expanded and production capacity increased, the hazardous and non-hazardous waste we generated increased, and emissions of waste gas pollutants also increased.

(2) The scope of non-hazardous waste for the nine months ended 30 September 2025 primarily includes three categories: domestic garbage, kitchen waste, and production waste, of which production waste includes general waste such as waste cardboard, waste pallets, and waste plastic, and excludes high-value waste self-processed by various business units. As of 30 September 2025, improvements in data availability enabled us to update data for the first half of the year, more accurately reflecting our wastewater management performance.

(3) In 2023, our reporting scope covered both industrial wastewater and domestic wastewater across the Group. In 2024, we focused on material emissions and reported only industrial wastewater data. In 2025, the formal commissioning of certain facilities led to a certain degree of increase in industrial wastewater discharge. We will continue to optimise industrial wastewater reduction measures to lower industrial wastewater discharge intensity.

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In 2024, our emissions and waste management data were below or above the industry average. For example, based on publicly available information and relevant calculations, in terms of waste gas emissions, our per capita nitrogen oxide (NOx) emissions were 0.0004 tonnes/person, compared to 0.0005 tonnes/person for Guoxuan High-Tech; our per capita sulphur oxide (SOx) emissions were 0.0001 tonnes/person, compared to 0.0006 tonnes/person for Guoxuan High-Tech; and our per capita particulate matter (PM) emissions were 0.0001 tonnes/person, compared to 0.0002 tonnes/person for Guoxuan High-Tech. In terms of wastewater discharge, our per capita industrial wastewater discharge was 0.97 cubic metres/person, compared to 2.18 cubic metres/person and 6.48 cubic metres/person for EVE Energy Co., Ltd. and Zhuhai CosMX, respectively. In terms of waste disposal, our per capita hazardous waste discharge was 0.05 tonnes/person, compared to 0.04 tonnes/person for each of Guoxuan High-Tech and Zhuhai CosMX; our per capita non-hazardous waste discharge was 0.84 tonnes/person, compared to 1.16 tonnes/person and 1.24 tonnes/person for Guoxuan High-Tech and Zhuhai CosMX, respectively.

Social

Responsible Supply Chain Management

We continuously strengthen our responsible supply chain management. In accordance with the EU Battery and Waste Batteries Regulation and customer requirements, we have launched a "Low-Carbon Development in Supply Chain" initiative, integrating "carbon peaking and carbon neutrality" requirements into supply chain management to form mature solutions. In addition, we require suppliers to comprehensively establish and implement hazardous substance management systems, and have formulated the Technical Standards for Environmental Management Substances, which clearly stipulate that raw material suppliers must use environmentally compliant materials. We urge suppliers to strictly implement standards for the treatment of wastewater, exhaust gas and hazardous solid waste, ensuring that all aspects of the supply chain meet environmental compliance standards in terms of material use and emissions management.

We have established a systematic responsible minerals procurement management mechanism. For key materials including tantalum, tin, tungsten and gold (3TG), as well as cobalt, lithium, nickel and natural graphite, we have formulated and optimised the Responsible Minerals Procurement Management Regulations, clearly defining the responsibilities of each department in minerals management. We have established due diligence mechanisms, data processing systems and regular supplier screening processes to identify and mitigate potential risks.

Occupational Health and Safety

We strictly comply with the Law of the People's Republic of China on the Prevention and Control of Occupational Diseases, the Law of the People's Republic of China on Work Safety, and other laws and regulations. We have established and improved an occupational health and safety management system to ensure that employees work in a healthy and safe environment. As of the Latest Practicable Date, we have not experienced any material work safety accidents or employee casualty incidents. Leveraging our EHS digital platform, we conduct regular annual identification and updates of occupational health and safety risks, and simultaneously update risk information when changes occur in processes, equipment or other relevant aspects.

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We have established a dual-prevention mechanism working leadership group, implemented a system for the identification and rectification of hidden hazards, regularly organised risk identification and assessment, implemented the dual-prevention mechanism of hierarchical risk control and hidden hazard investigation, and produced safety risk four-colour maps and position risk notification cards. For identified risks, we formulate corresponding control measures based on actual conditions to reduce potential safety hazards.

Anti-Corruption and Business Ethics

We adhere firmly to the bottom line of business ethics and continuously monitor the ethical conduct of our employees and the company as a whole. By issuing the Compliance Red Line Management Regulations for Key Areas, we systematically define anti-bribery and anti-corruption policies, and formulate supporting systems to establish an integrity management framework covering the entire business chain, promoting full compliance with business conduct standards by the company and its supply chain.

We have established an integrity and compliance governance structure comprising four levels: "Decision-making – Management – Execution – Supervision." We continuously promote the development of an integrity culture and have built a systematic, multi-level integrity training system. To strengthen internal supervision, we have established online and offline communication channels, encouraging employees and external parties to report misconduct, and have established an internal and external linkage supervisory mechanism to improve the efficiency of problem identification and resolution.

Community Development

We actively integrate social resources and focus on key areas including poverty alleviation, education assistance, medical aid and disaster relief, continuously supporting community and philanthropic development. We attach great importance to rural revitalisation and community development. Through support in education, ecology, culture, healthcare and other areas, we actively practice the philosophy of "Gratitude, Integration, Charity and Harmony," providing all-round support for high-quality rural development and leading business towards doing good.

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Licences, Permits and Approvals

The table below sets out certain details of our principal licences, permits and approvals as of the Latest Practicable Date:

| Licence / Permit / Approval | Issuing Authority | Date of Issue | Expiry Date | |---|---|---|---| | Import and Export Trader of Goods | Fuzhong Customs | 2003.08.18 | Long-term | | Pollutant Discharge Permit | Bao'an Administration Bureau, Shenzhen Municipal Ecology and Environment Bureau | 2024.03.15 | 2029.03.14 | | Pollutant Discharge Permit | Bao'an Administration Bureau, Shenzhen Municipal Ecology and Environment Bureau | 2024.10.15 | 2029.10.14 | | Radiation Safety Permit | Guangdong Provincial Department of Ecology and Environment | 2023.11.21 | 2028.11.20 | | Pollutant Discharge Permit | Guangming Administration Bureau, Shenzhen Municipal Ecology and Environment Bureau | 2024.03.20 | 2029.03.19 | | Radiation Safety Permit | Shenzhen Municipal Ecology and Environment Bureau | 2023.08.25 | 2028.08.24 | | Customs Import and Export Consignee and Consignor Registration Receipt | Nanjing Customs | 2020.10.16 | Long-term |

Insurance

As of the Latest Practicable Date, our insurance coverage is consistent with industry practice and is sufficient to cover our major assets, facilities and potential liabilities, including but not limited to property insurance, machinery breakdown insurance, product liability insurance, export trade credit insurance and employers' liability insurance. We purchase insurance based on the types and amounts of coverage we consider appropriate, and periodically review our coverage with reference to past experience, production changes and industry developments.

We are committed to minimising the risk of product liability claims, warranty claims and product recalls through stringent quality control measures. If our suppliers are found to be liable (in whole or in part) for product liability, we will assess the amount of compensation or contribution that may be claimed from them in accordance with the terms and conditions of the supply contracts entered into with the relevant suppliers (if applicable), and will consider other commercial factors on that basis at our discretion.

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Legal Proceedings and Compliance

We are committed to complying with the laws and regulations applicable to our business. During the Track Record Period and up to the Latest Practicable Date, we have not experienced any non-compliance incidents that our Directors consider would, individually or collectively, have a material operational or financial impact on our overall business and operations.

We may from time to time be involved in contractual disputes or legal proceedings arising in the ordinary course of business. During the Track Record Period and up to the Latest Practicable Date, there are no pending or threatened legal proceedings against us or our Directors that could, individually or in aggregate, have a material adverse effect on our business, financial condition and results of operations. Litigation or any other legal proceedings, regardless of outcome, may consume significant costs and divert our resources (including the time and attention of our management). For details of the potential impact of legal proceedings on us, please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — Defending or resolving any legal or regulatory proceedings brought against us, or any non-compliance with A-share listing requirements, may be costly and time-consuming, and may harm our reputation."

Sales Contract Dispute

Background of the Litigation

In December 2025, Weir Electric Vehicle Technology (Ningbo) Co., Ltd. (威睿電動汽車技術（寧波）有限公司) ("Weir") (as plaintiff, the "Plaintiff") filed a civil lawsuit against Sunwoda Electric Vehicle Battery (欣旺達動力科技) (as defendant, the "Defendant") before the Ningbo Intermediate People's Court (the "Court"), in connection with disputes arising from a series of sales contracts entered into between the parties during the period from 2020 to 2023 (the "Sales Contracts").

Pursuant to the Sales Contracts, Sunwoda Electric Vehicle Battery supplied 246Ah and 173Ah power cells (the "Relevant Products") to Weir from June 2021 to December 2023, which Weir subsequently assembled into power battery packs.

Weir alleges that the Relevant Products failed to meet the agreed technical specifications and acceptance standards, which allegedly caused certain end users to replace their battery packs and resulted in losses to Weir. The technical teams of both parties held multiple rounds of consultations. However, given that power battery pack systems are complex systems whose performance and safety are affected by multiple factors (including cells, battery pack design, BMS, thermal management, vehicle integration and other key components), the parties were unable to reach a consensus on the root cause, attribution of liability and cost-sharing arrangements.

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As of the date of this document, the Court has not yet scheduled a hearing for the case. The Plaintiff and the Defendant are currently engaged in consultations regarding a potential settlement of the dispute. If no settlement is reached prior to the commencement of the trial, the case will proceed to first instance hearing. Guangdong Xinda Law Firm has been engaged as the PRC litigation counsel for this case (the "PRC Litigation Counsel").

Claims by the Plaintiff

Weir alleges that certain power cells supplied by Sunwoda Electric Vehicle Battery failed to meet the quality and performance requirements under the Sales Contracts.

The principal remedies sought by Weir include:

• An order that the Defendant compensate the Plaintiff for losses in the amount of RMB2,313,836,567.29, together with interest calculated at the loan prime rate published by the National Interbank Funding Centre from the date of filing of the lawsuit to the date of actual payment by the Defendant;

• An order that the Defendant bear the appraisal fees, legal fees and other costs incurred by the Plaintiff in bringing this action; and

• An order that all litigation costs of this case be borne by the Defendant.

Potential Liability Risk and Impact

These claims are commercial in nature, and having considered the advice of our PRC Litigation Counsel, our Directors are of the view that these claims lack sufficient evidentiary support.

According to the opinion of the PRC Litigation Counsel, there is a significant discrepancy between the amount claimed by the Plaintiff and the actual amount in dispute. The claimed amount covers a broad range of items beyond the cell products we supplied, including battery modules self-manufactured by the Plaintiff, battery management systems (BMS), system costs, manufacturing cost profits, freight charges, after-sales management fees, penalties, liquidated damages, end customer compensation fees and others. Such amount is largely advanced by the Plaintiff as a litigation strategy and does not represent the actual losses incurred in connection with the dispute. There is considerable room for judicial reduction of the Plaintiff's claimed amount in judicial practice, and the likelihood of the full amount being upheld is low. Furthermore, given the complexity of the power battery pack system, taking into account judgments in similar cases and the evidentiary materials submitted by both parties, it is highly unlikely that the Court would ultimately determine that the Defendant should bear full liability. On this basis, our PRC Litigation Counsel is of the view that the likelihood of the Plaintiff's claims being fully upheld in this case is very low.

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As of 31 December 2025, we have recognised provisions of RMB274.9 million in connection with the Sales Contracts. Such provisions include (i) warranty reserves of RMB54.7 million accrued based on historical warranty claims and our historical warranty experience; and (ii) estimated replacement costs of RMB220.2 million for designated battery pack replacements, with the per-unit replacement amount having been confirmed by Weir. In addition, we have recognised a provision for bad debts of RMB109.0 million in respect of the total amount receivable from Weir of RMB1,193.6 million. Based on the foregoing and the analysis of our PRC Litigation Counsel, our Directors are of the view that the Plaintiff's claims lack sufficient evidentiary support, and that a reliable estimate of the claims cannot be measured at this stage. Accordingly, other than the warranty provisions of RMB274.9 million recognised in the consolidated financial statements for the year ended 31 December 2024, no additional provisions have been made in respect of the Sales Contracts as of the Latest Practicable Date.

Directors' View

Based on the foregoing, our Directors are of the view that these claims will not have a material adverse effect on our business, results of operations or financial condition, for the following reasons: (i) revenue from the Plaintiff represents only a small proportion of our total revenue, with sales in 2024 amounting to approximately RMB165.3 million, representing approximately 0.3% of our total revenue for the same year; and (ii) the amount of the Plaintiff's claims represents approximately 4.1% of our total revenue in 2024. Therefore, even in the worst-case scenario, the potential impact on the Group is expected to remain limited.

We will actively defend the lawsuit and respond to the claims. However, as the case is still at an early stage, we are unable to determine its timing, outcome, potential losses or costs that may arise, nor can we guarantee that we will prevail. Furthermore, given that the case is at an early stage and there are many unresolved issues regarding the Plaintiff's claims, the above potential loss scenarios are inherently speculative. Any adverse outcome in this case could result in the payment of damages and divert management's attention from day-to-day operations, thereby adversely affecting our business, results of operations, financial condition and reputation. For information on the potential impact of legal proceedings on us, please refer to "Risk Factors — Risks Relating to Our Business and Industry — Any quality issues relating to our products may expose us to potential product liability, legal disputes and warranty claims, leading to product recalls, reputational damage and a decline in sales and market share."

Other Measures Taken by the Group

Although we believe that the Plaintiff's claims lack sufficient evidentiary support, we have re-examined our product quality controls and strengthened a series of dispute management measures, including:

• Customer complaint handling and technical review: Establishing a structured mechanism for receiving, recording and reporting customer feedback and complaints, with defined timelines for preliminary assessment, technical root cause analysis, corrective actions and follow-up verification, while maintaining proactive communication with customers throughout the process.

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• Cross-functional governance: Adopting a coordinated workflow led by the quality team and supported by customer service and legal teams, covering (i) evidence preservation and internal reporting, (ii) technical assessment and external communication (as applicable), and (iii) litigation support and strategy execution.

Our Directors consider these measures to be adequate and effective, and consistent with industry practice.

Tariffs Imposed on Our Products

The global trade landscape is currently undergoing rapid change. Various countries have announced plans to implement and/or have already implemented new or modified tariff measures. In particular, the United States has announced the imposition of broad tariffs on imports from all countries (comprising a 10% baseline tariff and varying reciprocal tariffs on certain trading partners), including a 125% tariff on most goods from China. In response, China and other countries have announced or plan to announce countermeasures. On 9 April 2025, the United States suspended various other reciprocal tariffs for 90 days (while the 10% baseline tariff remained in place), except for those applicable to goods from China. On 12 May 2025, China and the United States jointly announced the suspension of certain trade restriction measures for 90 days, during which period the United States would impose a 30% tariff on most imports from China, while China would impose a 10% tariff on imports from the United States. Both sides agreed to continue negotiations during this period. On 12 August 2025, China and the United States jointly announced a further 90-day suspension of certain tariff measures, pursuant to which the United States would suspend the additional 24% tariff on Chinese goods while maintaining the 10% baseline tariff, and China would also suspend the additional 24% retaliatory tariff on United States goods. On 10 October 2025, President Trump publicly indicated that a tariff of up to 100% might be imposed on products imported by the United States from China. This proposal was subsequently withdrawn. Given the ongoing discussions between the United States and its trading partners, including China, there remains significant uncertainty as to whether the United States will make further changes to the scope, level and interpretation of its tariff impositions. Please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — Changes in tariffs may adversely affect our international sales."

Having consulted our legal advisers on international trade compliance matters and considered their advice, our Directors are of the view that, in the worst-case scenario where tariffs imposed by the United States on our products increase to the historically high levels seen at the beginning of this year, tariffs in the United States, including corresponding tariff policies introduced by other countries or regions (such as the European Union), would not have a material adverse effect on our business and results of operations. This is because: (i) during the Track Record Period, revenue generated from our sales to the United States and the European Union represented only a very small proportion; (ii) our direct exports to the United States and European Union markets are very limited; (iii) during the Track Record Period, in transactions with our United States and European Union customers, customers were generally responsible for customs clearance and payment of import duties; and (iv) during the period of United States tariff increases in 2025, our revenue continued to grow steadily. Please refer to "Summary — Recent Developments and No Material Adverse Change — Recent Developments" for further details. We are also actively taking measures to mitigate the impact of tariffs and changes in the international trade landscape.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER PAGE OF THIS DOCUMENT.

BUSINESS

changes brought by geopolitical changes, including expanding production capacity overseas and achieving diversification of the customer base. Based on the due diligence conducted by the Joint Sponsors, the Joint Sponsors have not found any matter that would reasonably cause them to have doubts about the above views of the Directors.

**U.S. Outbound Investment Rules**

On January 2, 2025, the U.S. outbound investment rules came into effect, imposing restrictions on U.S. investments in Chinese entities involved in certain activities. Based on the Company's assessment and the advice of its international trade compliance advisors, the Company does not currently engage in any activities subject to such rules or have any relationships with entities engaged in such activities as described under such rules. However, we cannot guarantee that future changes in applicable regulations or their interpretation will not have an impact on the Company's future financing activities. For details, please refer to "Risk Factors — Risks Relating to Legal and Regulatory Matters — We may in the future be subject to the U.S. outbound investment rules, which could adversely affect our ability to raise funds from U.S. persons" and "Regulatory Overview — U.S. Outbound Investment Rules."

**Risk Management and Internal Controls**

**Risk Management**

We face a variety of risks in the course of our business operations. We are working to establish a comprehensive risk management mechanism covering risk identification, assessment, and response, and are progressively achieving integrated operation of compliance and risk control. Specifically:

- Certain key business lines have established risk assessment mechanisms, which set out the risk assessment processes and risk classification standards applicable to their respective areas;

- Each relevant department is responsible for the assessment of risks and opportunities within its own department, and formulates corresponding measures to avoid or mitigate risks and implements such measures;

- We are continuously advancing the informatization of risk management, utilizing IT means to achieve process control and data tracking, thereby enhancing our early warning capabilities;

- We have incorporated major risk prevention and control into our reward and penalty management requirements;

- We also regularly organize risk training and external benchmarking activities to enhance the risk awareness and response capabilities of all staff.

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**Business**

**Internal Controls**

We have engaged independent internal control advisors to help identify risks related to our operations and to provide recommendations on how to mitigate such risks. During the course of their review, the independent internal control advisors identified, based on sample checks, certain non-material deficiencies, such as the absence of certain governance policies, which we have taken appropriate internal control measures to rectify. During the Track Record Period and up to the Latest Practicable Date, we have not identified, and our independent internal control advisors have not identified, any material internal control deficiencies or incidents.

We have established an internal control system comprising a three-tier framework, including the strategic layer (such as investment decisions and operational planning), the operational layer (covering business processes including production, supply, sales, and research), and the support layer (such as finance, human resources, IT, and compliance). Each module corresponds to sub-processes, SOPs, and forms, which are collectively formulated and overseen by the Quality Center. We also have a dedicated internal audit and compliance team, whose core members have backgrounds in law firms, auditing, and internal controls, and which is staffed with IT auditors to enhance data analysis and control effectiveness.

We place great importance on integrity in operations and have established multi-level anti-bribery, anti-fraud, and anti-money laundering control mechanisms. Specific measures include:

- Establishing multi-channel communication platforms (such as email, telephone, and physical mailboxes);

- Implementing a company-wide integrity declaration and compliance commitment system;

- Establishing a fraud risk assessment model and system monitoring mechanism, covering SRM procurement anomaly behavior monitoring;

- Conducting regular compliance advocacy and anti-fraud case education.

Our Directors confirm that during the Track Record Period and up to the Latest Practicable Date, no incidents of violation of our anti-bribery, anti-corruption, and anti-money laundering policies and procedures have occurred.

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Directors and Senior Management

Overview

[Following completion of the reorganization], the Board will consist of seven Directors, comprising three Executive Directors, one Non-executive Director and three Independent Non-executive Directors. Directors serve a term of three years and are eligible for re-election upon expiry of their term of office. The senior management is responsible for the day-to-day operations of the Company.

Board of Directors

The following table sets out the principal information on the Directors.

| Name | Age | Position / Title | Time of Joining the Group | Time of Appointment as Director | Responsibilities | |---|---|---|---|---|---| | **Executive Directors** | | | | | | | Mr. Wang Wei | 50 | Executive Director, Chairman of the Board and General Manager | December 1997 | September 2008 | Coordinating the formulation of and making decisions on the principal business policies and strategic objectives of the Group | | Dr. Xiao Guangyu | 58 | Executive Director and Chief Digital Officer | July 2004 | September 2008 | Overseeing the informatization work of the Group | | Mr. Zeng Di | 45 | Executive Director, Deputy General Manager and Board Secretary | March 2016 | May 2017 | Overseeing general operations, investments and the management of the Board Secretary's office | | **Non-executive Director** | | | | | | | Mr. Zhou Xiaoxiong | 64 | Non-executive Director | September 2008 | September 2008 | Overseeing the management of the Group and providing advice on strategic development | | **Independent Non-executive Directors** | | | | | | | Dr. Wu Qiyou | 46 | Independent Non-executive Director | May 2024 | May 2024 | Providing independent opinion and judgment to the Board | | Mr. Tang Xu | 64 | Independent Non-executive Director | September 2023 | September 2023 | Providing independent opinion and judgment to the Board | | Dr. Zhang Jianjun | 60 | Independent Non-executive Director | May 2020 | May 2020 | Providing independent opinion and judgment to the Board |

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Directors and Senior Management

Executive Directors

Mr. Wang Wei (王威先生), aged 50, is an Executive Director, Chairman of the Board and General Manager of the Company. Mr. Wang co-founded the Company together with Mr. Wang Mingwang in December 1997. From December 1997 to August 2008, Mr. Wang served as the Marketing Director of the Company, responsible for the Company's market development and customer acquisition work. Mr. Wang served as a Director of the Company from September 2008 to September 2014, and has served as Chairman of the Board of the Company since October 2016. Mr. Wang is responsible for coordinating the formulation of and making decisions on the principal business policies and strategic objectives of the Group. In addition, Mr. Wang also serves as a director or member of senior management of certain subsidiaries of the Company.

Mr. Wang completed the Senior Executive MBA (EMBA) programme at Tsinghua University (清華大學) in China in October 2006.

Mr. Wang was recognised as a Senior Economist (正高級經濟師) by the Shenzhen Municipal Human Resources and Social Security Bureau (深圳市人力資源和社會保障局) in April 2019.

Dr. Xiao Guangyu (肖光昱博士) (formerly known as Xiao Guangcai (肖光彩)), aged 58, is an Executive Director and Chief Digital Officer of the Company. Dr. Xiao joined the Group in July 2004 and was appointed as a Director on 10 September 2008. Dr. Xiao also previously served as Chief Financial Officer of the Group until September 2023. In October 2023, Dr. Xiao was appointed as Chief Digital Officer. Dr. Xiao is responsible for overseeing the informatization work of the Group.

Dr. Xiao has over 20 years of experience in financial management. Prior to joining the Company, Dr. Xiao was employed at the Maoming Branch of Bank of China (中國銀行茂名分行) (a branch of Bank of China, a company listed on the Shanghai Stock Exchange and the Stock Exchange with stock codes 601988.SH and 3988.HK respectively) and Shenzhen Huiruitong Industrial Co., Ltd. (深圳市慧銳通實業有限公司).

Dr. Xiao completed his undergraduate studies majoring in Economic Management at the Party School of Guangdong Provincial Committee of the Communist Party of China (中國廣東省委黨校) in December 1996, and completed a senior training programme for Chief Financial Officers at the School of Management of Sun Yat-sen University (中山大學管理學院) in November 2008. He subsequently pursued further studies at the Community College of the United States, obtaining a Master's degree in International Finance in September 2021 and a doctoral degree in May 2023.

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Dr. Xiao was recognised as a High-level Professional Talent (高層次專業人才) in Shenzhen by the Shenzhen Municipal Human Resources and Social Security Bureau (深圳市人力資源和社會保障局) in December 2020, was recognised as a Senior Economist (正高級經濟師) by the Guangdong Provincial Department of Human Resources and Social Security (廣東省人力資源和社會保障廳) in December 2019, was recognised as an Intermediate Accountant (中級會計師) by the Hainan Provincial Department of Human Resources, Labour and Social Security (海南省人事勞動保障廳) in December 2009, and was included in the National Enterprise Management Talent Database (《全國企業經營管理人才庫》) as a Senior International Financial Planning Professional (高級國際財務策劃專業) in May 2006. In addition, Dr. Xiao is a member of the Association of Public Accountants.

Mr. Zeng Di (曾玓先生) (formerly known as Zeng Zhuo (曾灼)), aged 45, is an Executive Director, Deputy General Manager and Board Secretary of the Company. Mr. Zeng joined the Group in March 2016 as General Manager of the Investment and Development Department. Since May 2017, Mr. Zeng has served as a Director and Board Secretary of the Company. Mr. Zeng is responsible for overseeing general operations, investments and the management of the Board Secretary's office.

Mr. Zeng has over 15 years of experience in corporate finance. Prior to joining the Company, Mr. Zeng held various positions at First Capital Securities Co., Ltd. (第一創業證券股份有限公司), First Capital Morgan Stanley Securities Co., Ltd. (第一創業摩根大通證券有限責任公司) and Credit Suisse Founder Securities Co., Ltd. (瑞信方正證券有限責任公司). In addition, since July 2025, Mr. Zeng has served as an Independent Director of Guangdong Zhongtai Industrial Technology Co., Ltd. (廣東中泰工業科技股份有限公司), and since December 2025, Mr. Zeng has served as a Director of Jiangsu Benchuan Intelligent Circuit Technology Co., Ltd. (江蘇本川智能電路科技股份有限公司).

Mr. Zeng obtained a Bachelor's degree in Accounting and a Master's degree in Finance from Southwestern University of Finance and Economics (中國西南財經大學) in China in June 2003 and January 2008, respectively.

Mr. Zeng was recognised as a Senior Economist (正高級經濟師) by the Guangdong Provincial Department of Human Resources and Social Security (廣東省人力資源和社會保障廳) in November 2020. Mr. Zeng was also recognised as a High-level Professional Talent (高層次專業人才) in Shenzhen by the Shenzhen Municipal Human Resources and Social Security Bureau (深圳市人力資源和社會保障局) in August 2020.

Non-executive Director

Mr. Zhou Xiaoxiong (周小雄先生), aged 64, joined the Group in September 2008 as a Director. Mr. Zhou is responsible for overseeing the management of the Group and providing advice on strategic development.

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Directors and Senior Management

Mr. Zhou has over 40 years of experience in banking and corporate finance. Prior to joining the Company, Mr. Zhou worked at the Guangdong Provincial Branch of the People's Bank of China (中國人民銀行廣東省分行) from July 1983 to September 1989. From September 1989 to February 2002, Mr. Zhou was employed at Bank of China (中國銀行) (a company listed on the Shanghai Stock Exchange (stock code: 601998.SH) and the Stock Exchange (stock code: 3988.HK)), including its affiliated companies, where his last position was General Manager of Bank of China Shenzhen International Trust & Consulting Company (中國銀行深圳國際信託諮詢公司). Subsequently, Mr. Zhou also served as a senior management member of Zhongshan Securities Co., Ltd. (中山證券有限責任公司). From January 2008 to August 2020, Mr. Zhou was employed at JP Morgan Futures Co., Ltd. (摩根大通期貨有限公司), a subsidiary of JPMorgan Chase & Co. (摩根大通公司) (a company listed on the New York Stock Exchange (stock code: JPM.NYSE)), as Chairman of the Board, responsible for formulating the company's strategic planning and development objectives. In addition, Mr. Zhou founded Zhuhai Mailand Private Fund Management Co., Ltd. (珠海市邁蘭德私募基金管理有限公司) in August 2013.

In addition, Mr. Zhou is or has been a director of the following listed companies:

| Period of Service | Listed Company | Stock Exchange and Stock Code | Position Held | |---|---|---|---| | November 2005 – present | China Bolton Group Limited (中國波頓集團有限公司) | The Stock Exchange, stock code: 3318.HK | Independent Non-executive Director | | January 2019 – January 2024 | Shenzhen Ellassay Fashion Co., Ltd. (深圳歌力思服飾股份有限公司) | Shanghai Stock Exchange, stock code: 603808.SH | Independent Director | | April 2022 – present | Shenzhen Laibao Hi-Tech Co., Ltd. (深圳萊寶高科技股份有限公司) | Shenzhen Stock Exchange, stock code: 002106.SZ | Independent Director | | May 2023 – present | Shenguan Holdings (Group) Limited (神冠控股（集團）有限公司) | The Stock Exchange, stock code: 0829.HK | Independent Non-executive Director |

Mr. Zhou obtained a Bachelor's degree in Economic Information Management from Renmin University of China (中國人民大學) in July 1983. Mr. Zhou completed the Senior Executive MBA (EMBA) programme at Tsinghua University (中國清華大學) in China in July 2008.

Mr. Zhou was recognised as a Senior Economist (高級經濟師) by Bank of China in December 1995. Mr. Zhou also obtained the qualification for securities practice from the Securities Association of China (中國證券業協會) in March 2004, the qualification for futures practice from the China Futures Association (中國期貨業協會) in September 2008, and the qualification for fund practice from the Asset Management Association of China (中國證券投資基金業協會) in June 2017.

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Directors and Senior Management

Independent Non-executive Directors

Dr. Wu Qiyou (吳崎右博士), aged 46, joined the Group in May 2024 as an Independent Director. Dr. Wu is responsible for overseeing and providing independent judgment to the Board.

Dr. Wu has over 20 years of experience in financial regulation. Prior to his current role, Dr. Wu was employed at the Shenzhen Bureau of the China Securities Regulatory Commission (中國證券監督管理委員會深圳監管局) and the Shenzhen Futures Industry Association (深圳市期貨業協會), where his last position was Deputy Secretary-General.

In addition, Dr. Wu currently serves as a director of the following listed companies:

| Period of Service | Listed Company | Stock Exchange and Stock Code | Position Held | |---|---|---|---| | December 2023 – present | Shenzhen Fuana Hometextile Co., Ltd. (深圳市富安娜家居用品股份有限公司) | Shenzhen Stock Exchange, stock code: 002327.SZ | Independent Director | | March 2024 – present | Chongyi Zhangyuan Tungsten Co., Ltd. (崇義章源鎢業股份有限公司) | Shenzhen Stock Exchange, stock code: 002378.SZ | Independent Director |

Dr. Wu obtained a Bachelor's degree in Economics and a Master's degree in Economics from Jinan University (中國暨南大學) in China in June 2001 and June 2004, respectively, and subsequently obtained a doctoral degree in Management from the University of Science and Technology of China (中國科學技術大學) in June 2010.

Dr. Wu was recognised as a Senior Economist (高級經濟師) by the People's Bank of China (中國人民銀行) in July 2017.

Mr. Tang Xu (湯旭先生), aged 64, joined the Group in September 2023 as an Independent Director. Mr. Tang is responsible for overseeing and providing independent judgment to the Board.

Mr. Tang has over 20 years of experience in the power industry. From March 2001 to November 2020, Mr. Tang was employed at Shanghai Voith Hydro Equipment Co., Ltd. (上海福伊特水電設備有限公司), where his last position was Executive Vice President.

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Directors and Senior Management

Mr. Tang obtained a Bachelor's degree in Metal Forming from Northeastern University (中國東北大學) in China in July 1982. Mr. Tang also completed the Executive MBA programme at Shanghai Jiao Tong University (中國上海交通大學) in China in November 2005.

Dr. Zhang Jianjun (張建軍博士), aged 60, joined the Group in May 2020 as an Independent Director. Dr. Zhang is responsible for overseeing and providing independent judgment to the Board.

Dr. Zhang has over 20 years of experience in accounting. Dr. Zhang joined Shenzhen University (深圳大學) in May 2001 and currently serves as a Professor at the School of Economics of Shenzhen University and Director of the Accounting and Finance Research Institute of Shenzhen University (深圳大學會計與財務研究所), responsible for accounting teaching and research.

In addition, Dr. Zhang is or has been a director of the following listed companies:

| Period of Service | Listed Company | Stock Exchange and Stock Code | Position Held | |---|---|---|---| | December 2015 – January 2022 | Shenzhen Jieshun Science and Technology Industry Co., Ltd. (深圳市捷順科技實業股份有限公司) | Shenzhen Stock Exchange, stock code: 002609.SZ | Independent Director | | April 2019 – December 2023 | Shenzhen Tefd Service Co., Ltd. (深圳市特發服務股份有限公司) | Shenzhen Stock Exchange, stock code: 300917.SZ | Independent Director | | March 2020 – April 2024 | Shenzhen Chuangda Technology Co., Ltd. (深圳市匯創達科技股份有限公司) | Shenzhen Stock Exchange, stock code: 300909.SZ | Independent Director | | August 2022 – present | Shenzhen Beidingjinghui Technology Co., Ltd. (深圳市北鼎晶輝科技股份有限公司) | Shenzhen Stock Exchange, stock code: 300824.SZ | Independent Director | | April 2023 – present | Pengding Holdings (Shenzhen) Co., Ltd. (鵬鼎控股（深圳）股份有限公司) | Shenzhen Stock Exchange, stock code: 002938.SZ | Independent Director |

Dr. Zhang obtained a Bachelor's degree in Commercial Accounting and a Master's degree in Accounting from Anhui University of Finance and Economics (中國安徽財經大學) in China in July 1985 and January 1992, respectively. He subsequently obtained a doctoral degree in Accounting from Shanghai University of Finance and Economics (中國上海財經大學) in China in January 1996.

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Directors and Senior Management

Since his appointment as our Independent Non-executive Director in May 2020, Dr. Zhang has applied his expertise in internal controls and analysis of audited financial statements of listed companies to our financial operations: (i) in respect of financial statement analysis, Dr. Zhang maintains close communication with the auditors to ensure timely, fair and transparent audit results; (ii) in respect of internal controls, Dr. Zhang reviews internal audit reports, provides support for employee training and strengthens our risk management and control systems; and (iii) in respect of corporate governance, Dr. Zhang promotes our cooperation with the auditors, enhances transparency and improves our governance structure.

Dr. Zhang has been and continues to be responsible for the following matters in his capacity as a professor of accounting, an independent director and a member of the audit committee of listed companies, and has thereby acquired the financial management expertise as required under Rule 3.10(2) of the Listing Rules:

• Teaching courses in accounting, auditing and financial management at Shenzhen University, covering matters relating to financial statements and internal controls of listed companies;

• Serving as Director of the Accounting and Finance Research Institute of Shenzhen University (深圳大學會計與財務研究所);

• Authoring multiple papers on financial statements and internal control matters of listed companies, as well as related teaching materials and monographs;

• Working closely with the listed companies where he has previously or currently serves to prepare their financial statements prior to publication, conducting valuation analysis, participating in pricing and negotiation of transaction terms, and handling other related financial documents;

• Serving as an independent director of listed companies for approximately ten years, and also as a member of the audit committees of the aforementioned listed companies. In the course of performing his duties, he has been frequently involved in the financial management, internal controls and corporate governance matters of such listed companies. He has also accumulated substantial financial expertise through attendance at annual budget meetings, periodic financial reviews, annual financial audits and reporting processes of listed companies, thereby deepening his experience and ability to review and analyse audited financial statements of listed companies;

• In respect of financial statement analysis, drawing on his academic experience in researching financial statements of listed and non-listed companies, Dr. Zhang has maintained close communication with auditors and ensured the timely, fair and transparent submission of audit results in the course of performing his duties as an independent director at companies where he has previously or currently serves;

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Directors and Senior Management

• In respect of internal controls, during his more than ten years of service as a director, Dr. Zhang has regularly reviewed internal audit reports, provided support for relevant employee training at the companies, and made recommendations for strengthening risk management and control systems; and

• In respect of corporate governance, Dr. Zhang has regularly attended Board meetings and deliberated on significant corporate development decisions together with the management team. In his capacity as a director, he has accumulated extensive experience in reviewing corporate governance documents, making recommendations and decisions to the Board and its committees, and communicating with shareholders.

Senior Management

The following table sets out the principal information on the senior management.

| Name | Age | Position / Title | Time of Joining the Group | Time of Appointment as Senior Management Member | Responsibilities | |---|---|---|---|---|---| | Mr. Wang Wei | 50 | Executive Director, Chairman of the Board and General Manager | December 1997 | October 2016 | Coordinating the formulation of and making decisions on the principal business policies and strategic objectives of the Group | | Mr. Zeng Di | 45 | Executive Director, Deputy General Manager and Board Secretary | March 2016 | May 2017 | Overseeing general operations, investments and the management of the Board Secretary's office | | Mr. Liu Jie | 49 | Chief Financial Officer and Deputy General Manager | June 2008 | September 2023 | Overseeing the financial operations of the Group | | Mr. Liang Rui | 58 | Chief Sustainability Officer and Deputy General Manager | November 2016 | November 2016 | Overseeing the sustainability objectives and measures of the Group |

Mr. Wang Wei (王威先生), aged 50, is an Executive Director, Chairman of the Board and General Manager of the Company. For details of Mr. Wang's biography, please refer to the section headed "– Board of Directors – Executive Directors" in this chapter.

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Mr. Zeng Di (formerly known as Zeng Zhuo), aged 45, is an Executive Director, Deputy General Manager, and Board Secretary of the Company. Please refer to the section "– Board of Directors – Executive Directors" in this chapter for details of Mr. Zeng's biography.

Mr. Liu Jie, aged 49, is the Chief Financial Officer and Deputy General Manager of the Company. Mr. Liu is responsible for overseeing the financial operations of the Group.

Mr. Liu joined the Company in June 2008 as a Financial Manager. Prior to joining the Company, Mr. Liu worked at Shenzhen Yixingxing Technology Co., Ltd.

Mr. Liu completed his undergraduate studies in Accounting at Shenzhen University in China in February 2009, and subsequently pursued further studies at Tulane University of Louisiana in the United States, obtaining a Master's degree in Finance from that university in December 2018. In January 2020, Mr. Liu was recognized as a Senior Economist (正高级经济师) by the Guangdong Province Senior Professional Title Review Committee for Economic Professionals.

Mr. Liang Rui, aged 58, is the Chief Sustainability Officer and Deputy General Manager of the Company. Mr. Liang is responsible for overseeing the Group's sustainability objectives and initiatives.

Mr. Liang joined the Company in November 2016 as Deputy General Manager and was appointed as the Company's Chief Sustainability Officer in February 2024. Prior to joining the Company, Mr. Liang worked at the Tianjin Municipal Association for Science and Technology, where his last position was Deputy Director of the Tianjin Foreign Technical and Economic Service Centre, and at Tianjin Lishen Battery Joint-Stock Co., Ltd., where his last position was Executive Vice President.

In addition, Mr. Liang has served as Vice Chairman of the China Chemical and Physical Power Sources Industry Association since December 2022, and as Vice Chairman of the Electrical Equipment Branch of the China Battery Industry Association since April 2023.

Mr. Liang obtained a Bachelor's degree in Scientific and Technical English from Huazhong University of Science and Technology in China in July 1990, and subsequently pursued further studies at Nankai University in China, obtaining a Master of Business Administration degree in 2004. Mr. Liang also completed an MBA programme at the China Europe International Business School (中欧国际工商学院) in August 2021.

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Directors and Senior Management

General Matters

On 11 November 2015, the China Securities Regulatory Commission (CSRC) issued an administrative penalty decision against Mr. Wang Mingwang, one of the single largest shareholders, in connection with his sale of 6,628,671 A Shares (with a total transaction value of RMB194,822,477.3) during the period from 23 May 2014 to 28 August 2014. Under the relevant laws and regulations of China, Mr. Wang Mingwang was required to fulfil reporting and disclosure obligations when the volume of sales reached certain thresholds as prescribed by the relevant regulations. Mr. Wang Mingwang failed to fulfil his reporting obligations as required and continued to reduce his holdings of the Company's A Shares, in violation of Articles 193 and 204 of the Securities Law of the People's Republic of China. The CSRC issued a penalty decision issuing a warning to Mr. Wang Mingwang, requiring him to make a public apology, and imposing a fine. Mr. Wang Mingwang made the required apology and paid the fine in full shortly after receiving the decision.

During the period from 1 January 2021 to 31 December 2021, the Company conducted multiple transactions with a company that was regarded as a connected party under A-share regulatory rules, with a transaction value of RMB45,796,300, representing approximately 0.12% of our revenue for that year. Although these transactions were not disclosed in advance, after identifying them as connected party transactions in July 2021, the Company promptly convened a board meeting to formally approve the transactions and make the necessary disclosures. In November 2022, the Company attended a regulatory interview at the request of the CSRC Shenzhen Bureau.

As of the Latest Practicable Date, to the best knowledge of the Company: (i) the above-mentioned matters have been concluded; (ii) no further regulatory requirements, proceedings, or communications have been made by Mr. Wang Mingwang, the Company, or the CSRC; and (iii) other than as disclosed above, Mr. Wang Mingwang and the Company have not been subject to any other penalties or involved in any other investigations, hearings, or proceedings initiated or brought by any securities regulatory authority in connection with the above-mentioned matters.

Save as disclosed above, none of the Directors or senior management of the Company has served as a director of any public company whose securities are listed on any securities market in Hong Kong or overseas during the three years immediately preceding the date of this document.

Save as disclosed above, none of the Directors or senior management of the Company is related to any other Director or senior management of the Company.

Save as disclosed herein, to the best knowledge, information, and belief of the Directors after making all reasonable enquiries, there are no other matters in connection with the appointment of Directors that need to be brought to the attention of the shareholders, and as of the Latest Practicable Date, there is no information in relation to the Directors that is required to be disclosed pursuant to Rules 13.51(2)(h) to (v) of the Listing Rules.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

Joint Company Secretaries

Mr. Zeng Di was appointed as Joint Company Secretary of the Company in July 2025, effective upon [REDACTED]. Please refer to the section "– Executive Directors" in this chapter for details of his biography.

Ms. Chan Pui Ching was appointed as Joint Company Secretary of the Company in July 2025, effective upon [REDACTED].

Ms. Chan is a Senior Manager of Corporate Secretarial Services at Vistra Professional Commercial Services Limited (a member of the Vistra group). Ms. Chan has over 17 years of experience in company secretarial work. She has been providing professional corporate services to Hong Kong listed companies as well as multinational, private, and overseas companies.

Ms. Chan is a Chartered Secretary, a Chartered Governance Professional, and a Fellow of both The Hong Kong Chartered Governance Institute and The Chartered Governance Institute (UK). Ms. Chan obtained a Bachelor of Social Sciences degree from The University of Hong Kong in 2003.

Board Committees

The Board has delegated certain responsibilities to various committees. In accordance with the relevant laws and regulations of China and the Corporate Governance Code, the Company has established four Board committees, namely the Audit Committee, the Remuneration and Assessment Committee, the Nomination Committee, and the Strategy and Sustainability Committee.

Audit Committee

We have established an Audit Committee with written terms of reference in accordance with Rule 3.21 of the Listing Rules and Code Provision D.3 of the Corporate Governance Code. The Audit Committee comprises three Directors, namely Dr. Zhang Jianjun, Mr. Tang Xu, and Mr. Zhou Xiaoxiong. Dr. Zhang Jianjun holds the appropriate professional qualifications as required by Rules 3.10(2) and 3.21 of the Listing Rules and serves as the Chairman of the Audit Committee. The primary duties of the Audit Committee include, but are not limited to, reviewing the Company's financial information and its disclosure, monitoring and evaluating internal and external audit work, and internal controls. The primary duties of the Audit Committee include, but are not limited to, the following:

•

To recommend to the Board the appointment or replacement of the external auditor, and to monitor the independence of the external auditor and evaluate its performance;

•

To review the Company's financial information, and to examine the Company's financial reports and statements;

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

•

To review the Company's financial reporting system, risk management and internal control systems, monitor their reasonableness, efficiency, and implementation, and make recommendations to the Board; and

•

To handle other matters authorized by the Board.

Nomination Committee

We have established a Nomination Committee with written terms of reference in accordance with Code Provision B.3 of the Corporate Governance Code. The Nomination Committee comprises three Directors, namely Mr. Tang Xu, Dr. Wu Qiyou, and Dr. Xiao Guangyu. Mr. Tang Xu serves as the Chairman of the Nomination Committee. The primary duties of the Nomination Committee include, but are not limited to, formulating the standards and procedures for the selection of Board members, the Chief Executive Officer, and senior management, as well as reviewing and assessing the qualifications of candidates for Board membership, the Chief Executive Officer, and senior management. The primary duties of the Nomination Committee include, but are not limited to, the following:

•

To conduct a wide search for talent and recommend suitable candidates for Directors, the Chief Executive Officer, and other senior management to the Board;

•

To review the structure, size, and composition of the Board at least annually, assist the Board in maintaining the Board skills matrix, and make recommendations on any proposed changes to the Board;

•

To study and formulate standards and procedures for the selection of Board members, the Chief Executive Officer, and senior management, and to make recommendations to the Board;

•

To support the Company's periodic evaluation of the Board's performance; and

•

To handle other matters authorized by the Board.

Remuneration and Assessment Committee

We have established a Remuneration and Assessment Committee with written terms of reference in accordance with Rule 3.25 of the Listing Rules and Code Provision E.1 of the Corporate Governance Code. The Remuneration and Assessment Committee comprises three Directors, namely Dr. Wu Qiyou, Mr. Tang Xu, and Dr. Xiao Guangyu. Dr. Wu Qiyou serves as the Chairman of the Remuneration and Assessment Committee. The primary duties of the Remuneration and Assessment Committee include, but are not limited to, formulating assessment standards for Directors and senior management and conducting assessments, as well as formulating and reviewing remuneration policies and plans for Directors and senior management. The primary duties of the Remuneration and Assessment Committee include, but are not limited to, the following:

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

•

To make recommendations to the Board on the remuneration policy and structure for all Directors and senior management of the Company, and to establish formal and transparent procedures for formulating remuneration policies;

•

To oversee the implementation of the Company's remuneration system;

•

To make recommendations on the remuneration packages of the Company's Directors and senior management; and

•

To handle other matters authorized by the Board.

Strategy and Sustainability Committee

We have established a Strategy and Sustainability Committee. The Strategy and Sustainability Committee comprises five Directors, namely Mr. Wang Wei, Mr. Zhou Xiaoxiong, Dr. Zhang Jianjun, Mr. Zeng Di, and Dr. Wu Qiyou. Mr. Wang Wei serves as the Chairman of the Strategy and Sustainability Committee. The primary duties of the Strategy and Sustainability Committee include, but are not limited to, studying and making recommendations on the Company's long-term development plans, operational strategic objectives and development policies, and major strategic investment and financing plans. The primary duties of the Strategy and Sustainability Committee include, but are not limited to, the following:

•

To conduct in-depth research and make recommendations on the Company's long-term strategic development plans, with particular emphasis on enhancing the Company's sustainability in the areas of environmental, social, and governance (ESG);

•

To study and make recommendations on major investment activities and financing plans that require Board approval pursuant to the Company's articles of association;

•

To conduct in-depth research and make recommendations on major capital financing and asset management projects that require Board approval pursuant to the Company's articles of association;

•

To conduct in-depth research, assessment, and supplementary recommendations on key ESG trends facing the Company and related risks and opportunities;

•

To oversee the formulation and implementation of the Company's ESG objectives, including setting performance targets for the Company's ESG management, tracking progress towards such targets, and making recommendations on future measures to be taken to achieve such targets; and

•

To handle other matters that are of critical importance to the Company's development.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

Directors' Confirmations

Listing Rule 8.10

Each Director has confirmed that, as of the Latest Practicable Date, he/she does not have any interest in any business that directly or indirectly competes or may compete with the business of the Company that would require disclosure under Rule 8.10 of the Listing Rules.

Listing Rule 3.09D

Each Director has confirmed that he/she: (i) has obtained legal advice as referred to in Rule 3.09D of the Listing Rules in July 2025; and (ii) understands his/her responsibilities as a director of the [REDACTED] issuer under the Listing Rules.

Listing Rule 3.13

Each independent non-executive Director has confirmed: (i) his/her independence with respect to each of the factors set out in Rules 3.13(1) to (8) of the Listing Rules; (ii) that, as of the Latest Practicable Date, he/she has had no past or present financial or other interest in the business of the Company or any of its subsidiaries, nor any relationship with any core connected person of the Company under the Listing Rules; and (iii) that at the time of his/her appointment, there were no other factors that might affect his/her independence.

Directors' Remuneration

Our Directors receive remuneration in the form of fees, salaries, performance bonuses, retirement scheme contributions, and equity-settled share-based payment expenses.

For the years ended 31 December 2022, 2023, and 2024, and for the nine months ended 30 September 2025, the total remuneration paid or payable to Directors was RMB7.97 million, RMB7.34 million, RMB10.53 million, and RMB5.50 million, respectively.

Based on the current remuneration arrangements, we estimate that the total remuneration of Directors before tax to be accrued for the year ending 31 December 2026 will be approximately RMB9.61 million.

For the years ended 31 December 2022, 2023, and 2024, and for the nine months ended 30 September 2025, the total remuneration of the five highest paid individuals (other than Directors) was RMB30.84 million, RMB97.16 million, RMB150.61 million, and RMB93.25 million, respectively.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

During the Track Record Period, no remuneration was paid or payable to any Director or any of the five highest paid individuals as an inducement to join or upon joining the Company, or as compensation for loss of office in the Company or any of its subsidiaries.

During the Track Record Period, no Director waived any remuneration. Save as disclosed above, during the Track Record Period, no other amounts were paid or payable by the Company or any of its subsidiaries to any Director or any of the five highest paid individuals.

Corporate Governance

Pursuant to Code Provision C.2.1 in Part 2 of the Corporate Governance Code set out in Appendix C1 of the Listing Rules, companies listed on the Stock Exchange should comply with (but may choose to deviate from) the requirement that the roles of the chairman of the board and the chief executive officer should be separate and should not be performed by the same individual. The Company does not have a separation between the roles of the Chairman of the Board and the Chief Executive Officer, both of which are currently held by Mr. Wang Wei. The Board considers that having the same individual serve as both the Chairman of the Board and the Chief Executive Officer is conducive to ensuring consistency in the leadership of the Group and making the Group's overall strategic planning more effective and efficient. The Board considers that the balance of power and authority under the current arrangement will not be impaired, and that this structure will enable the Company to make and implement decisions quickly and effectively.

Board Diversity Policy

To enhance the effectiveness of the Board and maintain a high standard of corporate governance, we [have adopted] a Board diversity policy, which sets out the objectives and approaches for achieving and maintaining Board diversity. Under the Board diversity policy, we consider a number of factors when selecting candidates for the Board, including but not limited to gender, skills, age, professional experience, knowledge, cultural and educational background, and length of service, in order to achieve Board diversity. The final appointment decision will be made based on the merits of the selected candidate and the contribution he/she will bring to the Board.

Our Directors possess a balanced combination of knowledge and skills, encompassing overall management and strategic development, financial accounting, and corporate governance, with extensive industry experience. We have three independent non-executive Directors with different industry backgrounds, representing more than one-third of the total number of Board members. Dr. Wu Qiyou is the Company's female Director. The Company has assessed the structure, size, and composition of the Board and considers that the Board structure is reasonable, and that the experience and skills of the Directors across various aspects and areas are sufficient to support the Company in maintaining a high level of operations.

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This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Directors and Senior Management

Furthermore, we place particular emphasis on gender diversity. We have taken, and will continue to take, measures to promote gender diversity at all levels of the Company, including but not limited to the Board and senior management. Looking ahead, we will continue to be committed to enhancing gender diversity on the Board when identifying and recommending suitable Director candidates. The Company also plans to promote gender diversity at the middle and senior management levels to ensure that the Company maintains a balanced gender ratio at all levels. Taking into account our existing business model and specific needs as well as the diverse backgrounds of the Directors, the composition of the Board is in compliance with the Board diversity policy.

Our Nomination Committee is responsible for ensuring the diversity of Board members. After [REDACTED], our Nomination Committee will review the Board diversity policy from time to time to ensure its continued effectiveness, and we will disclose the implementation of the Board diversity policy annually in the corporate governance report.

Compliance Adviser

We have appointed Somerley Capital Limited as our compliance adviser pursuant to Rules 3A.19 and 3A.23 of the Listing Rules. The compliance adviser will provide us with guidance and advice on compliance with the Listing Rules and other applicable laws, rules, codes, and guidelines. Pursuant to Rule 3A.23 of the Listing Rules, the compliance adviser will advise the Company under certain circumstances, including:

(a)

Before the publication of any regulatory announcement, circular, or financial report;

(b)

Where a proposed transaction is contemplated that may constitute a notifiable or connected transaction, including the issue of shares, sale or transfer of treasury shares, and share repurchases;

(c)

Where we propose to use the [REDACTED] in a manner different from that described in this document, or where our business activities, developments, or results deviate from any forecast, estimate, or other information contained in this document; and

(d)

Where the Stock Exchange makes enquiries of the Company pursuant to Rule 13.10 of the Listing Rules regarding unusual movements in the [REDACTED] price or [REDACTED] volume of our [REDACTED] securities, or any other matters.

Pursuant to Rule 3A.24 of the Listing Rules, the compliance adviser will promptly inform the Company of any amendments or supplements to the Listing Rules published by the Stock Exchange. The compliance adviser will also inform the Company of any new or amended laws and regulations in Hong Kong applicable to us, and will advise us on all other applicable requirements under the Listing Rules, laws, rules, codes and guidelines.

The term of appointment will commence on [REDACTED] and is expected to end on the date on which the Company complies with Rule 13.46 of the Listing Rules in respect of the financial results for the first full financial year commencing after [REDACTED].

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SHARE CAPITAL

This section contains certain information relating to our share capital before and after the completion of [REDACTED].

Before [REDACTED]

As at the Latest Practicable Date, the issued share capital of the Company comprised 1,847,462,446 A Shares (including 7,521,629 treasury shares), with a par value of RMB1.00 per share, all of which are listed on the Shenzhen Stock Exchange.

| Description of Shares | Number of Shares | Percentage of issued share capital (%) | |---|---|---| | Issued A Shares | 1,847,462,446 | 100.00 | | Total | 1,847,462,446 | 100.00 |

After Completion of [REDACTED]

Immediately following the completion of [REDACTED], assuming [REDACTED] is not exercised and no new shares are issued under the share incentive plans, the issued share capital of the Company will be as follows:

| Description of Shares | Number of Shares | Approximate percentage of enlarged issued share capital (%) | |---|---|---| | Issued A Shares | 1,847,462,446 | [REDACTED] | | H Shares to be issued pursuant to [REDACTED] | [REDACTED] | [REDACTED] | | Total | [REDACTED] | 100.00 |

Immediately following the completion of [REDACTED], assuming [REDACTED] is exercised in full and no new shares are issued under the share incentive plans, the issued share capital of the Company will be as follows:

| Description of Shares | Number of Shares | Approximate percentage of enlarged issued share capital (%) | |---|---|---| | Issued A Shares | 1,847,462,446 | [REDACTED] | | H Shares to be issued pursuant to [REDACTED] | [REDACTED] | [REDACTED] | | Total | [REDACTED] | 100.00 |

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SHARE CAPITAL

Our Shares

The issued H Shares and A Shares of the Company upon completion of [REDACTED] will constitute ordinary shares in our share capital and will be treated as shares of the same class. Stock Connect has established an interconnection mechanism for the trading of shares between Mainland China and Hong Kong. Our A Shares may be subscribed for and traded by investors from Mainland China, qualified foreign institutional investors or qualified foreign strategic investors, and must be traded in RMB. As our A Shares are eligible securities under Northbound Trading, they may also be subscribed for and traded by Hong Kong and other overseas investors in accordance with the rules and restrictions of Stock Connect. Our H Shares may be subscribed for or [REDACTED] by Hong Kong and other overseas [REDACTED] as well as qualified domestic institutional [REDACTED]. If our H Shares are eligible securities under Southbound Trading, they may also be subscribed for and [REDACTED] by Mainland Chinese [REDACTED] in accordance with the rules and restrictions of Shanghai-Hong Kong Stock Connect or Shenzhen-Hong Kong Stock Connect.

Status

Pursuant to our articles of association, our H Shares and A Shares are treated as shares of the same class and rank equally in all other respects, and in particular, will rank equally for all dividends or distributions declared, paid or made after the date of this document. The Company will pay all dividends on our H Shares in Hong Kong dollars, and all dividends on our A Shares in RMB. In addition to cash, dividends may also be distributed in the form of shares. Holders of our H Shares will receive share dividends in the form of H Shares, and holders of our A Shares will receive share dividends in the form of A Shares.

Our A Shares Cannot Be Converted into H Shares for [REDACTED] and [REDACTED] on the Hong Kong Stock Exchange

Our A Shares and H Shares are generally not interchangeable or substitutable, and the [REDACTED] of our A Shares and H Shares after [REDACTED] may differ. The Guidelines on the Application for the "Full Circulation" of Domestic Unlisted Shares of H Share Companies issued by the CSRC are not applicable to companies with a dual [REDACTED] in China and on the Hong Kong Stock Exchange. As at the Latest Practicable Date, there are no rules or guidelines issued by the CSRC providing that A Share shareholders may convert their A Shares into H Shares for [REDACTED] and [REDACTED] on the Hong Kong Stock Exchange.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SHARE CAPITAL

Approval by A Shareholders for [REDACTED]

We have obtained approval from A Shareholders for the issuance of H Shares and to seek [REDACTED] of the H Shares on the Hong Kong Stock Exchange. The relevant approval was obtained at the extraordinary general meeting of the Company held on 24 July 2025 and is subject to, among other things, the following principal terms:

(1) Scale of [REDACTED]

The number of H Shares proposed to be initially [REDACTED] shall not exceed [REDACTED]% of the total issued share capital as enlarged by the issuance of H Shares pursuant to [REDACTED] (before the exercise of [REDACTED]). The number of H Shares to be issued upon full exercise of [REDACTED] shall not exceed [REDACTED]% of the total number of H Shares initially [REDACTED] pursuant to [REDACTED].

(2) Manner of [REDACTED]

The manner of [REDACTED] shall be by way of [REDACTED] in Hong Kong for subscription, and [REDACTED] to institutional and professional [REDACTED].

(3) Target [REDACTED]

The H Shares shall be issued to overseas institutional [REDACTED], corporate and individual [REDACTED], qualified domestic institutional [REDACTED] and other [REDACTED] in accordance with regulatory requirements.

(4) Basis for [REDACTED]

The [REDACTED] of the H Shares shall be determined in accordance with international practice (through an indicative demand and book-building process) after careful consideration of the interests of existing shareholders, investor acceptance, domestic and overseas capital markets and issuance risks.

(5) Validity Period

The issuance of H Shares and the [REDACTED] of H Shares on the Hong Kong Stock Exchange shall be completed within [REDACTED] months from the date of the shareholders' meeting held on 24 July 2025.

Save for [REDACTED], we have no other approved share [REDACTED] plans.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SHARE CAPITAL

General Meetings

For details of the circumstances under which general meetings must be convened, please refer to "Appendix III — Summary of Articles of Association."

Share Incentive Plans

As at the Latest Practicable Date, the Company has granted unexercised share options involving 4,742,800 A Shares to 688 grantees under the 2022 Share Incentive Plan, and unexercised share options involving 7,099,629 A Shares to 691 grantees under the 2024 Share Incentive Plan. No further options or share awards will be granted under the share incentive plans, and all options already granted have been awarded to specific individuals under the share incentive plans. For details, please refer to "Appendix IV — Statutory and General Information — Share Incentive Plans."

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUBSTANTIAL SHAREHOLDERS

To the knowledge of the Directors, immediately following the completion of [REDACTED], assuming no new shares are issued under the share incentive plans and no other changes to the issued share capital of the Company between the Latest Practicable Date and [REDACTED], the following persons will have interests and/or short positions in our shares or underlying shares which are required to be disclosed to us and the Hong Kong Stock Exchange pursuant to the provisions of Divisions 2 and 3 of Part XV of the SFO, or will directly or indirectly hold 10% or more of the nominal value of any class of share capital carrying the right to vote in all circumstances at general meetings of the Company:

| Shareholder | Nature of Interest / Identity | Description of Shares | Number of Shares (as at Latest Practicable Date) | Approximate percentage of equity in Company (as at Latest Practicable Date) | Approximate percentage of A Share equity (as at Latest Practicable Date) | Number of Shares (immediately after completion of [REDACTED], assuming [REDACTED] not exercised and no new shares issued under share incentive plans) | Approximate percentage of equity in Company | |---|---|---|---|---|---|---|---| | Mr. Wang Mingwang | Beneficial owner | A Shares | 361,779,557 | 19.58% | 361,779,557 | 19.58% | [REDACTED]% | | Mr. Wang Wei | Beneficial owner | A Shares | 132,446,600 | 7.17% | 132,446,600 | 7.17% | [REDACTED]% |

Note: 1. All interests mentioned above are long positions in shares.

Save as disclosed above and in the section headed "Appendix IV — Statutory and General Information — Further Information on Our Directors, Chief Executive Officer and Substantial Shareholders — Interests of Substantial Shareholders in Other Members of the Group," the Directors are not aware of any person who will, immediately following the completion of [REDACTED] (assuming [REDACTED] is not exercised and no new shares are issued under the share incentive plans), have interests and/or short positions in shares or underlying shares of the Company which are required to be disclosed to the Company and the Hong Kong Stock Exchange pursuant to the provisions of Divisions 2 and 3 of Part XV of the SFO, or directly or indirectly hold 10% or more of the nominal value of any class of share capital carrying the right to vote in all circumstances at general meetings of the Company or any other member of the Group. The Directors are not aware of any arrangements which may in the future result in a change of control of the Company.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUBSTANTIAL SHAREHOLDERS

Share Pledges of Our Single Largest Shareholders

Mr. Wang Mingwang and Mr. Wang Wei have from time to time pledged A Shares held by them to certain financial institutions such as domestic securities companies in the PRC as security for financing purposes ("Pledge Financing"). Such Pledge Financing will continue, and will be renewed, extended and/or refinanced after [REDACTED]. The number of A Shares pledged by the single largest shareholders under the Pledge Financing may vary depending on the market value of the A Shares. As at the Latest Practicable Date, Mr. Wang Mingwang and Mr. Wang Wei have pledged 33,150,000 A Shares and 12,480,000 A Shares respectively held by them, representing approximately 1.79% and 0.68% of the total issued shares of the Company respectively.

As at the Latest Practicable Date, the sum of RMB507.37 million under the Pledge Financing is subject to loan-to-value ratio restrictions, and in the event that a significant decline in the value of the A Shares triggers the relevant requirements, the single largest shareholders would be required to provide additional collateral. Only when the single largest shareholders fail to satisfy the aforementioned requirement to provide additional collateral and the loan-to-value ratio further reaches the limit agreed between the single largest shareholders and the lenders, will the lenders have the right to compulsorily dispose of the A Shares subject to the share pledges. In addition to the above undertakings, the single largest shareholders shall assist and cooperate with the pledgees to complete the share pledge registration within the agreed period. During the subsistence of the share pledges, the single largest shareholders shall not transfer, dispose of or otherwise encumber the A Shares subject to the share pledges without the prior consent of the pledgees. In the event that the single largest shareholders are entitled to additional A Shares as a result of a share split or rights issue in respect of the A Shares subject to the share pledges, the single largest shareholders shall pledge such additional A Shares to the pledgees and complete the required share pledge registration. Having regard to the market price of the A Shares as at the Latest Practicable Date and the fact that there is no record of any forced disposal of the A Shares pledged by the single largest shareholders, the Company considers that the risk of the lenders compelling a forced disposal of the A Shares held by the single largest shareholders and subject to the relevant share pledges is minimal. As at the Latest Practicable Date, the number of A Shares pledged by the single largest shareholders represents less than 40% of the A Shares held by them. Furthermore, the single largest shareholders hold investments in a number of companies outside the Group, have adequate cash flow on hand and valuable freely transferable assets, all of which are available as sources for repaying the outstanding loans or providing additional collateral, and therefore the single largest shareholders have a good credit record. Accordingly, even in the unlikely event of a significant fluctuation in the price of the A Shares, the single largest shareholders may choose to repay the relevant outstanding loans and/or provide additional collateral in accordance with their agreements with the relevant financial institutions to avoid enforcement of the relevant share pledges. Based on (i) a review of the share pledge agreements, (ii) confirmations provided by the single largest shareholders regarding their personal financial and liquidity positions, and (iii) calculations based on the historical share price of the Company, the value of the A Shares held by the single largest shareholders that are free of encumbrances far exceeds the loan amounts under the Pledge Financing, and our PRC legal advisers are of the view that the risk of enforcement of the pledged shares is low. Having considered the above circumstances and based on the independent due diligence conducted by the Joint Sponsors, the Joint Sponsors have not identified any matters that would reasonably cause them to disagree with the Company's view.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

SUBSTANTIAL SHAREHOLDERS

To the best knowledge of the Directors after making all reasonable enquiries, in respect of Mr. Wang Mingwang's and Mr. Wang Wei's Pledge Financing, neither of them has any adverse credit record arising from any breach of their repayment obligations in connection with such indebtedness. Each of Mr. Wang Mingwang and Mr. Wang Wei has confirmed that in the event of any risk of default or other circumstances that may lead to enforcement of the pledged A Shares, Mr. Wang Mingwang and Mr. Wang Wei will take necessary actions, such as providing additional collateral and repaying the loans, in order to avoid such enforcement.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL INFORMATION

You should read the following discussion and analysis in conjunction with the consolidated financial statements and accompanying notes set out in Appendix I (Accountants' Report) to this document. Our consolidated financial statements have been prepared in accordance with International Financial Reporting Standards.

The following discussion and analysis contains forward-looking statements which, although based on assumptions that we consider reasonable, are subject to risks and uncertainties. Due to certain factors, including those described under "Forward-looking Statements," "Risk Factors," and other sections of this document, our actual performance and results may differ materially from our expectations or projections. In addition, as described in "Industry Overview," certain industry matters may also affect our financial condition and operating results.

Overview

We are a leading innovator in lithium battery technology, committed to providing sustainable and efficient integrated new energy solutions. We are primarily engaged in the research and development, design, manufacturing, and sale of lithium batteries, covering a diversified product matrix including consumer batteries, power batteries, and energy storage systems, providing customers across different regions with comprehensive solutions ranging from cells, modules and systems to battery testing and recycling.

We have been deeply rooted in the lithium battery industry for nearly 30 years. By total relevant battery shipments in 2024, we are the world's largest manufacturer of lithium batteries for mobile phones, notebook computers, and tablet computers. According to data from Frost & Sullivan (灼識諮詢), by shipment volume in 2024, we hold the leading position in the global mobile phone battery market with a market share of 34.3%. According to the same source, we are also the world's second largest manufacturer of notebook computer and tablet computer batteries, with a market share of 21.6%. In addition, we have been actively expanding our power battery and energy storage system businesses, achieving rapid growth and quickly rising to the forefront of the industry.

Our business achieved steady growth during the track record period, with a significant improvement in profitability. Our revenue grew from RMB52.2 billion (人民幣522億元) in 2022 to RMB56.0 billion (人民幣560億元) in 2024, representing a compound annual growth rate (CAGR) of 3.6%. Gross profit grew from RMB6.3 billion (人民幣63億元) in 2022 to RMB8.2 billion (人民幣82億元) in 2024, representing a CAGR of 14.2%. Net profit attributable to owners of the Company grew from RMB1.1 billion (人民幣11億元) in 2022 to RMB1.5 billion (人民幣15億元) in 2024, representing a CAGR of 17.5%. Taking into account non-controlling interests, our profit for the year decreased from RMB763.4 million (人民幣763.4百萬元) in 2022 to RMB330.7 million (人民幣330.7百萬元) in 2023, before increasing to RMB534.3 million (人民幣534.3百萬元) in 2024, while our adjusted net profit (non-IFRS measure) decreased from RMB1,030.5 million (人民幣1,030.5百萬元) in 2022 to RMB535.1 million (人民幣535.1百萬元) in 2023, before increasing to RMB729.5 million (人民幣729.5百萬元) in 2024. For the nine months ended September 30, 2024 and September 30, 2025, our revenue was RMB38.3 billion (人民幣383億元) and RMB43.5 billion (人民幣435億元) respectively, representing a year-on-year increase of 13.7%. Gross profit increased from RMB5.9 billion (人民幣59億元) to RMB7.1 billion (人民幣71億元), representing a year-on-year increase of 20.8%. Net profit attributable to owners of the

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This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

Company increased from RMB1.2 billion (人民幣12億元) to RMB1.4 billion (人民幣14億元), representing a year-on-year increase of 16.6%. Taking into account non-controlling interests, our profit for the period increased from RMB553.5 million (人民幣553.5百萬元) to RMB779.1 million (人民幣779.1百萬元), representing a year-on-year increase of 40.8%, while our adjusted net profit (non-IFRS measure) increased from RMB726.1 million (人民幣726.1百萬元) to RMB938.6 million (人民幣938.6百萬元), representing a year-on-year increase of 29.3%.

During the track record period, the fluctuations in our adjusted net profit (non-IFRS measure) and net profit for the year/period attributable to owners of the Company were primarily driven by the fluctuations in our profit for the year/period during the same periods. For a discussion of the analysis of the fluctuations in profit for the year/period, please refer to "— Comparison of Operating Results for Each Period." In addition to the foregoing: in 2023, (a) the decrease in our adjusted net profit (non-IFRS measure) of RMB495.4 million (人民幣495.4百萬元) was further attributable to a decrease of RMB58.0 million (人民幣58.0百萬元) due to changes in fair value of convertible bonds; and (b) the net profit for the year attributable to owners of the Company increased by RMB8.2 million (人民幣8.2百萬元), primarily due to an increase of RMB440.8 million (人民幣440.8百萬元) in net losses allocated to non-controlling interests, mainly as a result of losses incurred by certain of our subsidiaries. In 2024, (a) the increase in our adjusted net profit (non-IFRS measure) of RMB194.4 million (人民幣194.4百萬元) was further attributable to an increase of RMB36.9 million (人民幣36.9百萬元) in share-based payments, partially offset by a decrease of RMB46.0 million (人民幣46.0百萬元) in changes in fair value of convertible bonds following the full conversion of the convertible bonds into shares of Xinwangda Power Technology (欣旺達動力科技股份) in June 2023; and (b) the increase in net profit for the year attributable to owners of the Company of RMB398.1 million (人民幣398.1百萬元) was further attributable to an increase of RMB194.6 million (人民幣194.6百萬元) in net losses allocated to non-controlling interests, mainly as a result of losses incurred by certain of our subsidiaries. For the nine months ended September 30, 2025, (a) our adjusted net profit (non-IFRS measure) increased by RMB212.5 million (人民幣212.5百萬元), further attributable to an increase of RMB[redacted] million due to [redacted], partially offset by a decrease of RMB18.8 million (人民幣18.8百萬元) in share-based payment expenses; and (b) net profit for the period attributable to owners of the Company increased by RMB201.3 million (人民幣201.3百萬元), primarily due to the increase in profit for the period.

Basis of Preparation

Our historical financial information has been prepared in accordance with all applicable International Financial Reporting Standards (IFRSs) issued by the International Accounting Standards Board (the "IASB"). The historical financial information has been prepared under the historical cost basis, with modifications for the revaluation of financial assets and liabilities measured at fair value through profit or loss ("FVTPL") and financial assets measured at fair value through other comprehensive income ("FVOCI"). The historical financial information is presented in Renminbi ("RMB"), which is also our functional currency, and all values are rounded to the nearest thousand unless otherwise stated.

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FINANCIAL INFORMATION

Significant Factors Affecting Our Financial Condition and Operating Results

Our operating results and financial condition during the track record period were primarily affected by the following significant factors affecting the overall industry in which we operate:

• Macroeconomic conditions and geopolitical developments that may affect global supply chains, investment sentiment, and energy transition dynamics;

• Fluctuations in downstream demand for battery products in the relevant markets;

• The need for substantial investment and cutting-edge innovation in battery technology to improve product performance, safety, and cost competitiveness, and to meet evolving customer and application requirements;

• Government policies and regulatory frameworks governing relevant markets and battery technologies, including tariffs and industry standards.

Specific Factors Affecting Our Operating Results

In addition to the general factors affecting the industry, our business and operating results are also affected by specific factors, including the following key factors:

Our Ability to Retain Existing Customers and Attract New Customers

During the track record period, we primarily generated revenue from the sale of consumer batteries, power batteries, and energy storage systems. Our operating results also depend on our ability to attract new customers and obtain additional orders from existing customers in our core businesses (i.e., consumer batteries, power batteries, and energy storage systems). We are customer-needs driven, and work closely with customers throughout the entire process from product design to delivery and after-sales service. This enables us to establish and maintain long-term cooperative relationships with globally leading brands, while continuing to expand our customer base across multiple application scenarios and geographic markets.

• Consumer Batteries. We are a global leading manufacturer of consumer batteries, with strong capabilities in compact design, fast charging, and customization. Looking ahead, we aim to further strengthen our leadership position in mobile phones, notebook computers, and tablet computers by maintaining close relationships with key customers and keeping pace with technology trends such as AI-driven performance upgrades. We have also expanded into emerging areas such as smart home, smart wearables, smart mobility, and service robots, and continue to enhance our self-supply capability for cells to improve product profitability.

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FINANCIAL INFORMATION

• Power Batteries. We have established strategic cooperative relationships with major domestic new energy vehicle OEMs and are expanding our presence in international supply chains. Our goal is to increase our market share in the global new energy vehicle market by offering competitive integrated battery solutions, while broadening our product portfolio to cover diversified application scenarios such as commercial vehicles, construction machinery, and new energy vessels.

• Energy Storage Systems. We provide integrated energy storage system solutions for various applications including grid-scale, industrial, residential, and data center energy storage. We are expanding our global network, localizing our solutions, and deepening cooperation with major system integrators to support customer growth and long-term partnerships.

Our Ability to Expand Production Capacity and Improve Manufacturing Efficiency

We continuously expand the production capacity of our consumer battery, power battery, and energy storage system business lines to meet growing market demand. In 2024, our annual production capacity for consumer batteries reached approximately 687.3 million units, for power batteries reached 39.5 GWh, and for energy storage systems reached 12.0 GWh. We plan to further expand our production capacity in accordance with our growth strategy and global production layout. For details, please refer to "Business — Production — Production Bases." Leveraging our standardized and flexible manufacturing systems and AI-driven intelligent production systems, we have improved our level of automation and equipment utilization rates, thereby shortening ramp-up times and enabling faster switching between the production of different products. These capabilities have significantly improved our manufacturing efficiency and optimized our cost structure. Looking ahead, we plan to continue expanding capacity and upgrading facilities to improve energy efficiency, reduce emissions, and enhance product consistency and quality. We believe these improvements in capacity and efficiency will support long-term revenue growth while improving profitability.

Our Ability to Optimize Cost Structure and Improve Operational Efficiency

Our profitability depends in part on our ability to effectively manage and optimize costs and operating expenses. For example, the cost of raw materials and components has a significant impact on our cost of sales. Our lithium battery products rely on a variety of raw materials and components, including cathode materials, anode materials, electrolytes, separators, cells, BMS, PCBs, plastic materials, precision structural components, and electronic components. Fluctuations in the supply or prices of these key materials may affect our production costs and overall profitability.

In addition, our operational efficiency is affected by our ability to control operating expenses, which during the track record period primarily comprised selling and marketing expenses, general and administrative expenses, and research and development expenses. As our business continues to grow, we expect the absolute amount of total operating expenses to increase, but we anticipate benefiting from economies of scale over the long term, thereby improving our operational efficiency. We plan to strengthen our digital and intelligent capabilities in research and development, customer management, and supply chain operations to further improve efficiency and support margin improvement.

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FINANCIAL INFORMATION

Our Ability to Further Invest in Research and Development and Enrich Our Product Matrix

We regard continuous investment in research and development as a cornerstone of our competitiveness and long-term growth. Our R&D is driven by customer needs and supports full-cycle innovation from early research to mass production, through independent innovation or cooperation with key customers. This approach enables rapid conversion of customer requirements into commercially viable product solutions, thereby improving development efficiency and responsiveness to market trends.

Through years of technology accumulation, we have developed comprehensive capabilities spanning battery materials, cells, modules, and systems. Our R&D efforts focus on improving product performance, energy density, safety, and cost-effectiveness to meet the evolving demands of the consumer electronics, electric vehicle, and energy storage system markets. We are also actively positioning ourselves in cutting-edge battery technologies such as silicon-anode high-energy-density batteries, semi-solid-state batteries, solid-state batteries, lithium manganese iron phosphate (LMFP) batteries, sodium-ion batteries, and SiP technology modularization, with the aim of maintaining a leading position in technological development and seizing first-mover advantages.

Seasonality

Our business operations are subject to seasonal factors, and the sales performance of our main businesses generally strengthens in the second half of each year. This is primarily driven by factors such as holiday-related demand, product launch cycles, and typical customer procurement plans. As a result, our operating results may fluctuate from period to period.

Significant Accounting Policies and Estimates

Some of our accounting policies require us to apply estimates and assumptions as well as comprehensive judgment regarding accounting matters. The estimates and assumptions we use and the judgments we make in applying our accounting policies have a significant impact on our financial condition and operating results. Management continually evaluates these estimates, assumptions, and judgments based on past experience and other factors, including expectations of future events considered reasonable under the relevant circumstances. During the track record period, there were no material differences between management's estimates or assumptions and actual results, and we have not made any material changes to these estimates or assumptions. We expect that no material changes will occur to these estimates and assumptions in the foreseeable future.

The following sets out a discussion of the accounting policies that we consider to be particularly important or that involve the most significant estimates, assumptions, and judgments used in the preparation of our financial statements. Details of other significant accounting policies, estimates, assumptions, and judgments that are important for understanding our financial condition and operating results are set out in the notes to the Accountants' Report in Appendix I to this document.

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This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

Revenue Recognition

We recognize revenue when (or as) a performance obligation is satisfied, i.e., when control of the goods or services subject to a specific performance obligation is transferred to the customer.

Depending on the terms of the contract and the laws applicable to the contract, control of goods and services may transfer over a period of time or at a point in time. If we meet any of the following conditions in the course of performing a contract, control of the goods and services transfers over time:

• We provide benefits that the customer simultaneously receives and consumes;

• We create or enhance an asset that the customer controls as we perform; or

• We do not create an asset with an alternative use to us and we have an enforceable right to payment for performance completed to date.

If control of the goods and services transfers over time, revenue is recognized over the contract period by reference to the progress towards complete satisfaction of that performance obligation. Otherwise, revenue is recognized at the point in time when the customer obtains control of the goods and services.

When the contract consideration includes a variable amount, the amount of consideration is estimated as the amount to which we expect to be entitled in exchange for transferring the goods or services to the customer. Variable consideration is estimated at the commencement of the contract and is constrained until it is highly probable that a significant reversal in the cumulative amount of revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved.

If the customer pays the consideration, or we have a right to an unconditional amount of consideration, before we transfer goods or services to the customer, we present a contract liability when the payment is made. A contract liability is our obligation to transfer goods or services to a customer for which we have received consideration (or an amount of consideration is due) from the customer.

We are primarily engaged in the research and development, design, manufacturing, and sale of lithium-ion batteries.

We recognize revenue from consumer batteries and power batteries at a point in time.

For consumer batteries and power batteries, revenue from domestic sales of products is generally recognized upon completion of delivery, arrival at the designated destination, and acceptance by the customer, based on sales contracts, settlement documents, and other relevant documents. Following confirmed acceptance, the customer has the right to sell the products at its discretion and bears the risk of any price fluctuations, obsolescence, and loss of the products.

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FINANCIAL INFORMATION

For consumer batteries and power batteries, revenue from overseas sales of products is recognized based on sales contracts, customs declarations, bills of lading, and other relevant documents. We generally adopt a Vendor Managed Inventory ("VMI") operating management model. We recognize revenue at the point in time when the customer withdraws goods from the VMI warehouse, which is deemed to be the point at which control has been transferred and the performance obligation has been satisfied. For customers not using the VMI model, after completion of customs clearance procedures or upon arrival at the designated destination port or place of destination, the buyer has the right to sell the products at its discretion and bears the risk of any price fluctuations, obsolescence, and loss of the products.

We also recognize revenue from energy storage systems at a point in time.

For energy storage systems, pursuant to sales contracts, we generally receive a certain proportion of advance payment, followed by arrangement of production, delivery, and installation, and collection of the remaining amount in accordance with a payment schedule. We recognize revenue upon completion of installation and customer acceptance.

Inventories

Inventories are stated at the lower of cost and net realizable value. The cost of inventories is determined using the weighted average method. Cost includes direct materials, direct labor, and an appropriate proportion of variable and fixed overhead expenditures, with fixed overhead expenditures allocated based on normal operating capacity. Cost includes any gains or losses reclassified from equity on qualifying cash flow hedges relating to the purchase of raw materials, but excludes borrowing costs. The purchase cost of inventories is determined after deducting rebates and discounts. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale.

Net Realisable Value of Inventories

The net realisable value of inventories is calculated based on the estimated selling price in the ordinary course of business, less the estimated costs of completion and the costs necessary to make the sale.

We assess the net realisable value of inventories and the amount of inventory write-down provisions made at the end of each reporting period. This assessment involves significant judgement in determining estimated selling prices, costs of completion and costs necessary to make the sale. If the expected amounts differ from the original estimates, the difference will affect the carrying value of inventories and the amount of inventory write-downs in the period in which such estimate changes are made.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Provision for Expected Credit Losses on Receivables and Contract Assets

Except for certain trade receivables from customers with specific credit risk (for which management applies an individual impairment assessment approach), we use a provision matrix to calculate expected credit losses ("ECL") on trade receivables and contract assets. The loss allowance for receivables and contract assets is based on assumptions regarding the risk of default and the expected loss rates we use to determine expected losses. We exercise judgement in making these assumptions and selecting the inputs used in the impairment calculation. Historical loss rates are adjusted to reflect forward-looking information regarding macroeconomic factors, credit rating analysis of individual customers and other external data affecting customers' ability to settle receivables.

When considering forward-looking information for mainland China and overseas, we take into account different macroeconomic scenarios. We regularly monitor and review key macroeconomic assumptions and parameters related to the calculation of ECL. We have identified the gross domestic product ("GDP") of the countries in which we sell goods as one of the most relevant factors, and adjust historical loss rates accordingly based on the expected changes in such factors.

Goodwill Impairment Testing

Goodwill is not amortised and is subject to annual impairment testing, or more frequently if events or changes in circumstances indicate that impairment may have occurred. The amount by which the carrying amount of an asset exceeds its recoverable amount is recognised as an impairment loss. The recoverable amount is the higher of the fair value of the asset less costs of disposal and its value in use. When assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

For further details on goodwill impairment testing, please refer to Note 19 of the accountants' report set out in Appendix I to this document.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Deferred Income Tax

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts as presented in the historical financial information. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred income tax is also not accounted for if it arises from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised only when it is probable that future taxable amounts will be available against which those temporary differences and losses can be utilised.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and the tax base of investments in overseas operations where we are able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Provisions

We make provisions for estimated warranty claims in respect of lithium-ion batteries sold that are still under warranty at the end of the reporting period. Our management estimates the relevant provisions for future warranty claims based on historical warranty claim data as well as recent trends that may indicate that past cost information may differ from future claims. Factors that could impact the estimated claim information include the success of our productivity and quality initiatives and the cost of each claim to fulfil the warranty obligations. We continuously review the basis of estimation and revise it where appropriate.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Key Components of the Consolidated Income Statement

The following table sets out a summary of the consolidated income statement for the periods indicated, extracted from the accountants' report in Appendix I to this document:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Revenue | 52,162,269 | 47,862,227 | 56,020,634 | 38,278,681 | 43,533,748 | | Cost | (45,877,669) | (41,744,183) | (47,817,803) | (32,424,744) | (36,460,658) | | Gross profit | 6,284,600 | 6,118,044 | 8,202,831 | 5,853,937 | 7,073,090 | | General and administrative expenses | (2,327,600) | (2,897,553) | (3,332,799) | (2,372,210) | (2,738,935) | | Selling and marketing expenses | (285,759) | (389,057) | (522,651) | (388,200) | (420,531) | | Research and development expenses | (2,741,803) | (2,710,630) | (3,330,198) | (2,267,622) | (3,201,977) | | Net impairment losses on financial and contract assets | (146,402) | (12,936) | (93,604) | (35,517) | (49,204) | | Other income | 331,824 | 471,453 | 538,839 | 327,768 | 344,171 | | Other gains/(losses), net | (173,513) | 4,270 | (331,481) | (144,043) | 288,138 | | Operating profit | 941,347 | 583,591 | 1,130,937 | 974,113 | 1,294,752 | | Finance income | 193,979 | 377,161 | 374,787 | 270,092 | 207,508 | | Finance costs | (687,545) | (726,935) | (716,441) | (525,153) | (578,868) | | Net finance costs | (493,566) | (349,774) | (341,654) | (255,061) | (371,360) | | Share of profit/(loss) of investments in associates and joint ventures | (8,271) | (65,548) | 17,152 | 998 | 64,102 | | Impairment provision of investments in associates and joint ventures | – | – | (17,693) | (17,693) | – | | Profit before income tax | 439,510 | 168,269 | 788,742 | 702,357 | 987,494 | | Income tax credit/(expense) | 323,851 | 162,477 | (254,459) | (148,866) | (208,410) | | Profit for the year/period | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Profit for the year/period attributable to: | | | | | | | — Owners of the Company | 1,068,014 | 1,076,198 | 1,474,324 | 1,212,215 | 1,413,519 | | — Non-controlling interests | (304,653) | (745,452) | (940,041) | (658,724) | (634,435) |

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Non-IFRS Measures

To supplement our consolidated financial statements presented in accordance with IFRS, we use adjusted net profit (a non-IFRS measure), which is not required by or presented in accordance with IFRS, as an additional financial measure. We believe that this non-IFRS measure provides useful information to [redacted], helping them understand and evaluate our consolidated operating results in the same way that our management does. However, the presentation of this non-IFRS measure may not be comparable to similarly titled measures presented by other companies. This non-IFRS measure has limitations as an analytical tool, and [redacted] should not consider it in isolation from, or as a substitute for analysis of, our operating results or financial condition as reported under IFRS.

We define adjusted net profit (non-IFRS measure) as profit for the year/period adjusted for share-based payments, changes in fair value of convertible bonds and [redacted]. The following table sets out a reconciliation of adjusted net profit (non-IFRS measure) to profit for the year/period calculated under IFRS for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Profit for the year/period | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Adjustments: | | | | | | | Share-based payments (1) | 163,121 | 158,328 | 195,238 | 172,643 | 153,889 | | Changes in fair value of convertible bonds (2) | 104,000 | 46,000 | – | – | – | | [Redacted] (3) | [Redacted] | [Redacted] | [Redacted] | [Redacted] | [Redacted] | | Adjusted net profit (non-IFRS measure) | 1,030,482 | 535,074 | 729,521 | 726,134 | 938,618 |

Notes: (1) Share-based payments are adjusted as they are non-cash in nature.

(2) Changes in fair value of convertible bonds, which were fully converted into equity in June 2023.

(3) [Redacted].

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Financial Information

Revenue

By Reportable Segment

The following table sets out a breakdown of revenue by reportable segment (namely the Consumer Battery Business Unit, Power Battery Business Unit, Energy Storage System Business Unit and Other Business Unit, as set out in the accountants' report in Appendix I to this document).

| | Year ended 31 December | | | | | Nine months ended 30 September | | | | | |---|---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | | (RMB'000, except percentages) | | | | | | (Unaudited) | | | | | Consumer Battery Business Unit (1) | 34,284,421 | 65.7% | 31,067,523 | 64.9% | 33,475,483 | 59.8% | 22,866,199 | 59.7% | 25,452,424 | 58.5% | | Consumer battery revenue | 32,015,431 | 61.4% | 28,543,283 | 59.6% | 30,405,096 | 54.3% | 21,064,583 | 55.0% | 22,514,819 | 51.7% | | Energy storage system revenue | 277,580 | 0.5% | 411,310 | 0.9% | 650,730 | 1.2% | 484,436 | 1.3% | 558,226 | 1.3% | | Other products and services revenue | 1,991,410 | 3.8% | 2,112,930 | 4.4% | 2,419,657 | 4.3% | 1,317,180 | 3.4% | 2,379,379 | 5.5% | | Power Battery Business Unit (2) | 12,686,520 | 24.3% | 10,794,809 | 22.6% | 15,138,528 | 27.0% | 10,139,795 | 26.5% | 12,366,970 | 28.4% | | Energy Storage System Business Unit (3) | 177,367 | 0.3% | 698,749 | 1.5% | 1,238,486 | 2.2% | 545,755 | 1.4% | 905,242 | 2.1% | | Other Business Unit (4) | 5,013,961 | 9.7% | 5,301,146 | 11.0% | 6,168,137 | 11.0% | 4,726,932 | 12.4% | 4,809,112 | 11.0% | | Total | 52,162,269 | 100.0% | 47,862,227 | 100.0% | 56,020,634 | 100.0% | 38,278,681 | 100.0% | 43,533,748 | 100.0% |

Notes: (1) Our Consumer Battery Business Unit generates revenue primarily through the sale of consumer batteries. As certain customers span multiple business segments and choose to centralise their procurement of different types of products and services through operating entities within the Consumer Battery Business Unit, this segment also includes revenue from certain energy storage system products as well as other products and services.

(2) Our Power Battery Business Unit generates revenue primarily through the sale of power batteries.

(3) Our Energy Storage System Business Unit generates revenue primarily through the sale of energy storage systems.

(4) Our Other Business Unit generates revenue primarily through the sale of certain ancillary products and services, including precision structural components, smart hardware, battery recycling and battery testing. For further details, please refer to "Business — Our Business Model and Products — Our Products — Others".

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FINANCIAL INFORMATION

**By Product Type**

During the track record period, our revenue was primarily derived from the sale of (i) consumer batteries; (ii) power batteries; (iii) energy storage systems; and (iv) others, including precision structural components, smart hardware, and other products and services. In 2022, 2023, and 2024, and in the nine months ended 30 September 2024 and 2025, the majority of our revenue was derived from the sale of consumer batteries, accounting for 61.4%, 59.6%, 54.3%, 55.0%, and 51.7% of our total revenue, respectively. The following table sets out a breakdown of our revenue by product type.

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | (RMB'000, except percentages) | | | | (Unaudited) | | | Consumer batteries(1) | 32,015,431 | 61.4% | 28,543,283 | 59.6% | 30,405,096 | 54.3% | 21,064,583 | 55.0% | 22,514,819 | 51.7% | | Power batteries(2) | 12,686,520 | 24.3% | 10,794,809 | 22.6% | 15,138,528 | 27.0% | 10,139,795 | 26.5% | 12,366,970 | 28.4% | | Energy storage systems(3) | 454,947 | 0.9% | 1,110,059 | 2.3% | 1,889,216 | 3.4% | 1,030,191 | 2.7% | 1,463,468 | 3.4% | | Others(4) | 7,005,371 | 13.4% | 7,414,076 | 15.5% | 8,587,794 | 15.3% | 6,044,112 | 15.8% | 7,188,491 | 16.5% | | – Precision structural components | 2,331,111 | 4.5% | 2,787,292 | 5.8% | 3,404,443 | 6.1% | 2,509,839 | 6.6% | 2,384,450 | 5.5% | | – Smart hardware | 3,505,106 | 6.7% | 2,551,140 | 5.4% | 2,403,537 | 4.3% | 1,989,754 | 5.2% | 2,412,116 | 5.5% | | – Other products and services(5) | 1,169,154 | 2.2% | 2,075,644 | 4.3% | 2,779,814 | 4.9% | 1,544,519 | 4.0% | 2,391,925 | 5.5% | | **Total** | **52,162,269** | **100.0%** | **47,862,227** | **100.0%** | **56,020,634** | **100.0%** | **38,278,681** | **100.0%** | **43,533,748** | **100.0%** |

Notes: (1) Refers to consumer battery revenue recorded by the consumer battery business division.

(2) Refers to revenue recorded by the power battery business division.

(3) Refers to the sum of (i) revenue recorded by the energy storage systems business division; and (ii) energy storage system revenue recorded by the consumer battery business division.

(4) Refers to the sum of (i) revenue recorded by the other business division; and (ii) revenue from other products and services recorded by the consumer battery business division.

(5) Refers to revenue from other products (such as automated equipment) and other businesses and services related to our principal business (including battery recycling and battery testing, as well as sales of battery-related materials).

Fluctuations in revenue from consumer batteries, power batteries, and energy storage systems are primarily influenced by our sales volume and average selling price, which are in turn affected by fluctuations in raw material prices. Fluctuations in other revenue are primarily attributable to changes in product mix, sales volume, and prevailing market prices.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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FINANCIAL INFORMATION

**Sales Volume and Average Selling Price**

The following table sets out a breakdown of the sales volume and average selling price (net of tax) of our consumer batteries, power batteries, and energy storage systems by geographic market during the track record period.

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 |

**Sales Volume**

| | 2022 | 2023 | 2024 | 2024 | 2025 | |---|---|---|---|---|---| | Consumer batteries (million units) | 483.5 | 495.3 | 586.3 | 446.3 | 473.0 | | – Mainland China (excluding special administrative regions) | 207.2 | 239.7 | 291.1 | 245.0 | 232.7 | | – China special administrative regions | 214.7 | 185.8 | 216.3 | 142.6 | 155.0 | | – United States | N/M(2) | 0.1 | N/M(2) | N/M(2) | N/M(2) | | – European Union | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – Other countries or regions | 61.5 | 69.7 | 78.9 | 58.7 | 85.3 | | Power batteries (GWh) | 11.4 | 11.2 | 25.3 | 15.1 | 27.2 | | – Mainland China (excluding special administrative regions) | 11.3 | 10.8 | 24.7 | 14.7 | 26.6 | | – China special administrative regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – United States | N/M(2) | 0.1 | N/M(2) | N/M(2) | N/M(2) | | – European Union | 0.2 | 0.3 | 0.6 | 0.4 | 0.5 | | – Other countries or regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | Energy storage systems (GWh) | 4.0 | 4.6 | 9.6 | 5.4 | 15.2 | | – Mainland China (excluding special administrative regions) | 3.9 | 4.5 | 8.9 | 5.0 | 14.6 | | – China special administrative regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – United States | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – European Union | N/M(2) | N/M(2) | 0.2 | 0.1 | 0.1 | | – Other countries or regions | N/M(2) | 0.1 | 0.4 | 0.3 | 0.5 |

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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FINANCIAL INFORMATION

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 |

**Average Selling Price(1)**

| | 2022 | 2023 | 2024 | 2024 | 2025 | |---|---|---|---|---|---| | Consumer batteries (RMB/unit) | 66.2 | 57.6 | 51.9 | 47.2 | 47.6 | | – Mainland China (excluding special administrative regions) | 52.8 | 42.7 | 38.3 | 32.1 | 37.5 | | – China special administrative regions | 81.7 | 75.8 | 69.8 | 71.0 | 59.4 | | – United States | N/M(2) | 608.9 | N/M(2) | N/M(2) | N/M(2) | | – European Union | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – Other countries or regions | 56.4 | 59.8 | 52.0 | 51.8 | 53.5 | | Power batteries (RMB/Wh) | 1.1 | 1.0 | 0.6 | 0.7 | 0.5 | | – Mainland China (excluding special administrative regions) | 1.1 | 0.9 | 0.5 | 0.6 | 0.4 | | – China special administrative regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – United States | N/M(2) | 1.5 | N/M(2) | N/M(2) | N/M(2) | | – European Union | 3.8 | 3.8 | 2.7 | 2.8 | 2.6 | | – Other countries or regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | Energy storage systems (RMB/Wh) | 0.1 | 0.2 | 0.2 | 0.1 | 0.1 | | – Mainland China (excluding special administrative regions) | 0.1 | 0.2 | 0.1 | 0.1 | 0.1 | | – China special administrative regions | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – United States | N/M(2) | N/M(2) | N/M(2) | N/M(2) | N/M(2) | | – European Union | N/M(2) | N/M(2) | 1.3 | 0.6 | 1.2 | | – Other countries or regions | N/M(2) | 1.4 | 0.8 | 0.8 | 0.6 |

Notes: (1) Changes in the average selling prices of consumer batteries and power batteries during the track record period primarily reflect changes in the prices of raw materials such as lithium carbonate and lithium cobaltate. Please refer to "Industry Overview — Cost Analysis of Lithium-Ion Batteries." The average selling price of energy storage systems increased from RMB0.1/Wh in 2022 to RMB0.2/Wh in 2023, primarily due to an increase in the proportion of sales of products with self-produced cells.

(2) Refers to instances where the sales volume in the relevant country/region during the period was below the disclosure threshold of 0.1 million units or 0.1 GWh. Accordingly, the sales volume and average selling price are not meaningful for comparison purposes.

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*This document is in draft form, is incomplete and is subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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FINANCIAL INFORMATION

**By Geographic Market**

We sell our products both domestically and overseas. Our products cover major global markets, and we have established a strong market presence in various countries and regions. For details of our presence, please refer to "Business — Overview — Our Presence." The following table sets out a breakdown of our revenue by geographic market, in absolute amounts and as a percentage of total revenue, based on the destination of delivery or the destination of shipment as indicated on the customs declaration, for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | (RMB'000, except percentages) | | | | (Unaudited) | | | Mainland China (excluding special administrative regions) | 29,576,325 | 56.7% | 27,406,020 | 57.3% | 32,589,324 | 58.2% | 22,028,461 | 57.5% | 26,308,529 | 60.4% | | China special administrative regions | 17,697,221 | 33.9% | 14,078,068 | 29.4% | 15,222,790 | 27.2% | 10,224,326 | 26.7% | 9,770,115 | 22.5% | | United States | 254,635 | 0.5% | 417,346 | 0.9% | 1,348,432 | 2.4% | 1,140,502 | 3.0% | 464,899 | 1.1% | | European Union | 637,469 | 1.2% | 1,102,896 | 2.3% | 1,833,417 | 3.3% | 1,130,093 | 3.0% | 1,540,018 | 3.5% | | Other countries or regions(1) | 3,996,619 | 7.7% | 4,857,897 | 10.1% | 5,026,671 | 8.9% | 3,755,299 | 9.8% | 5,450,187 | 12.5% | | **Total** | **52,162,269** | **100.0%** | **47,862,227** | **100.0%** | **56,020,634** | **100.0%** | **38,278,681** | **100.0%** | **43,533,748** | **100.0%** |

Notes: (1) Other countries or regions primarily include the markets of India, Vietnam, and Hong Kong.

In 2022, 2023 and 2024 and for the nine months ended 30 September 2024 and 2025, our revenue from Mainland China (excluding special regulatory zones) was RMB29,576.3 million, RMB27,406.0 million, RMB32,589.3 million, RMB22,028.5 million and RMB26,308.5 million, respectively, while our revenue from China's special regulatory zones for the same periods was RMB17,697.2 million, RMB14,078.1 million, RMB15,222.8 million, RMB10,224.3 million and RMB9,770.1 million, respectively. The revenue contribution percentages from Mainland China and special regulatory zones as well as overseas markets remained relatively stable.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL DATA

Special regulatory zones are China customs special regulatory zones approved by the State Council of the People's Republic of China with specific tax and regulatory policies. Products entering special regulatory zones from outside such zones are treated as exports and are eligible for export tax refunds. Our PRC legal advisers have advised us that, during the Track Record Period, products sold by our domestic entities to China's special regulatory zones were subject to export tax policies and may be treated as offshore sales for tax purposes. Under PRC regulations, most exported goods are exempt from export duties, with an applicable export duty rate of 0%. Our exported products qualify for this 0% duty treatment. Materials entering from overseas and stored in special regulatory zones are not treated as imports and are therefore exempt from Chinese import duties.

Cost

By Nature

Our costs primarily consist of (i) raw material costs used in the production of our products; (ii) employee benefit expenses, referring to salaries, bonuses, share-based payments, pension and other social security and welfare for production personnel; and (iii) depreciation and amortisation relating to right-of-use assets and property, plant and equipment used for manufacturing purposes.

| | For the Year Ended 31 December | | | | | For the Nine Months Ended 30 September | | | | |---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | (RMB'000, except percentages) | | | | | | (Unaudited) | | | | Raw materials | 41,507,808 | 90.5% | 32,423,525 | 77.7% | 39,156,180 | 81.9% | 27,330,415 | 84.3% | 30,107,097 | 82.6% | | Employee benefit expenses | 3,616,170 | 7.9% | 3,649,690 | 8.7% | 4,506,364 | 9.4% | 3,237,084 | 10.0% | 3,905,578 | 10.7% | | Depreciation and amortisation | 1,318,477 | 2.9% | 1,864,302 | 4.5% | 2,261,727 | 4.7% | 1,621,459 | 5.0% | 1,923,963 | 5.3% | | Changes in work in progress and finished goods | (2,736,665) | (6.0)% | 1,478,723 | 3.5% | (817,401) | (1.7)% | (1,612,235) | (5.0)% | (1,823,966) | (5.0)% | | Inventory impairment losses | 622,292 | 1.4% | 628,926 | 1.5% | 299,652 | 0.6% | 276,913 | 0.9% | 257,816 | 0.7% | | Others | 1,549,587 | 3.3% | 1,699,016 | 4.1% | 2,411,281 | 5.1% | 1,571,108 | 4.8% | 2,090,170 | 5.7% | | Total | 45,877,669 | 100.0% | 41,744,183 | 100.0% | 47,817,803 | 100.0% | 32,424,744 | 100.0% | 36,460,658 | 100.0% |

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL DATA

In 2022, 2023 and 2024 and for the nine months ended 30 September 2024 and 2025, our raw material costs were RMB41,507.8 million, RMB32,423.5 million, RMB39,156.2 million, RMB27,330.4 million and RMB30,107.1 million, respectively. The following table sets out a breakdown of our raw material costs by type for the periods indicated, presented in absolute amounts and as a percentage of total raw material costs:

| | For the Year Ended 31 December | | | | | For the Nine Months Ended 30 September | | | | |---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | (RMB'000, except percentages) | | | | | | (Unaudited) | | | | Cells(1) | 15,626,071 | 37.6% | 12,239,432 | 37.7% | 12,390,296 | 31.6% | 8,684,037 | 31.8% | 8,618,699 | 28.6% | | Cathode materials | 8,052,969 | 19.4% | 4,698,450 | 14.5% | 5,171,491 | 13.2% | 3,917,524 | 14.3% | 4,241,008 | 14.1% | | — Lithium cobalt oxide | 1,359,623 | 3.3% | 1,135,865 | 3.5% | 1,053,784 | 2.7% | 742,256 | 2.7% | 1,273,375 | 4.2% | | — Lithium iron phosphate | 1,419,260 | 3.4% | 1,045,305 | 3.2% | 1,690,745 | 4.3% | 1,229,621 | 4.5% | 1,865,266 | 6.2% | | — Ternary materials | 5,218,605 | 12.6% | 2,463,319 | 7.6% | 1,806,065 | 4.6% | 1,360,401 | 5.0% | 1,061,214 | 3.5% | | — Other cathode materials | 55,481 | 0.1% | 53,961 | 0.2% | 620,897 | 1.6% | 585,246 | 2.1% | 41,153 | 0.2% | | Electronic materials and components | 6,368,570 | 15.3% | 5,725,683 | 17.7% | 7,771,527 | 19.8% | 5,423,521 | 19.8% | 5,644,769 | 18.7% | | Hardware components | 4,079,493 | 9.8% | 3,651,718 | 11.3% | 5,998,265 | 15.3% | 4,164,093 | 15.2% | 4,946,785 | 16.4% | | Anode materials | 978,167 | 2.4% | 625,191 | 1.9% | 957,208 | 2.4% | 654,297 | 2.4% | 933,243 | 3.1% | | Separators | 842,558 | 2.0% | 545,898 | 1.7% | 785,262 | 2.0% | 514,726 | 1.9% | 753,801 | 2.5% | | Electrolytes | 815,215 | 2.0% | 415,874 | 1.3% | 588,309 | 1.5% | 397,085 | 1.5% | 528,524 | 1.8% | | Others(2) | 4,744,765 | 11.5% | 4,521,279 | 13.9% | 5,493,822 | 14.2% | 3,575,132 | 13.1% | 4,440,268 | 14.8% | | Total | 41,507,808 | 100.0% | 32,423,525 | 100.0% | 39,156,180 | 100.0% | 27,330,415 | 100.0% | 30,107,097 | 100.0% |

Notes: (1) Refers to cells purchased directly from third-party suppliers. (2) Others primarily include plastic components and other auxiliary materials used for battery assembly.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL DATA

For illustrative purposes only, assuming all other factors affecting our financial performance remain unchanged (including the assumption that raw material cost fluctuations cannot be passed on to customers through price adjustment mechanisms), the sensitivity analysis of the impact on profit before income tax from a 1%, 5% and 15% fluctuation in raw material costs during the Track Record Period (actual average fluctuations may be smaller, as we use multiple types of materials in production) is as follows:

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | | | Change in raw material costs | | | | | | | -/+1% | +/-415,078 | +/-324,235 | +/-391,562 | +/-273,304 | +/-301,071 | | -/+5% | +/-2,075,390 | +/-1,621,176 | +/-1,957,809 | +/-1,366,521 | +/-1,505,355 | | -/+15% | +/-6,226,171 | +/-4,863,529 | +/-5,873,427 | +/-4,099,562 | +/-4,516,065 |

By Product Type

The following table sets out a breakdown of costs by product type in absolute amounts and as a percentage of total costs for the periods indicated:

| | For the Year Ended 31 December | | | | | For the Nine Months Ended 30 September | | | | |---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | (RMB'000, except percentages) | | | | | | (Unaudited) | | | | Consumer batteries | 27,157,071 | 59.2% | 23,931,308 | 57.3% | 24,835,813 | 51.9% | 17,054,424 | 52.6% | 18,180,765 | 49.9% | | Power batteries | 11,672,652 | 25.4% | 9,804,843 | 23.5% | 13,806,555 | 28.9% | 9,110,725 | 28.1% | 10,681,439 | 29.3% | | Energy storage systems | 352,115 | 0.8% | 898,738 | 2.2% | 1,503,244 | 3.1% | 772,683 | 2.4% | 1,108,637 | 3.0% | | Others | 6,073,539 | 13.2% | 6,480,368 | 15.5% | 7,372,539 | 15.4% | 5,209,999 | 16.0% | 6,232,001 | 17.1% | | — Precision structural components | 1,917,331 | 4.2% | 2,369,430 | 5.7% | 2,973,946 | 6.2% | 2,207,423 | 6.8% | 2,117,063 | 5.8% | | — Smart hardware | 3,209,501 | 7.0% | 2,298,575 | 5.5% | 2,109,433 | 4.4% | 1,829,830 | 5.6% | 2,136,339 | 5.9% | | — Other products and services | 946,707 | 2.0% | 1,812,363 | 4.3% | 2,289,160 | 4.8% | 1,172,746 | 3.6% | 1,978,599 | 5.4% | | Inventory impairment losses | 622,292 | 1.4% | 628,926 | 1.5% | 299,652 | 0.7% | 276,913 | 0.9% | 257,816 | 0.7% | | Total | 45,877,669 | 100.0% | 41,744,183 | 100.0% | 47,817,803 | 100.0% | 32,424,744 | 100.0% | 36,460,658 | 100.0% |

During the Track Record Period, fluctuations in cost of sales for consumer batteries, power batteries and energy storage systems were primarily attributable to (i) changes in our sales volume; and (ii) fluctuations in raw material prices. During the Track Record Period, fluctuations in other cost of sales were primarily due to changes in product mix, procurement costs and sales volume.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL DATA

Inventory Impairment Losses

We review the condition of our inventories and make provisions for obsolete and slow-moving inventory items that are identified as no longer suitable for sale or use. In determining the amount of provisions required for obsolete and slow-moving inventories, we assess the aging analysis of inventories and compare the carrying value of inventories with their respective net realisable values. For further details on the accounting information relating to such impairment losses, please refer to Note 4 of the accountants' report set out in Appendix I to this document.

In 2022 and 2023, our inventory impairment losses remained relatively stable at RMB622.3 million and RMB628.9 million, respectively. Our inventory impairment losses decreased significantly by 52.4% from RMB628.9 million in 2023 to RMB299.7 million in 2024, primarily due to the fact that raw material price fluctuations were relatively stable in 2024 compared to 2023. Our inventory impairment losses decreased by 6.9% from RMB276.9 million for the nine months ended 30 September 2024 to RMB257.8 million for the nine months ended 30 September 2025, primarily due to the improvement in economies of scale as our production capacity expanded, which lowered our overall cost structure.

Gross Profit

By Product Type

The following table sets out a breakdown of gross profit and gross profit margin by product type for the periods indicated:

| | For the Year Ended 31 December | | | | | For the Nine Months Ended 30 September | | | | |---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | Gross Profit | Gross Profit Margin | | | (RMB'000, except percentages) | | | | | | (Unaudited) | | |

Consumer Batteries . . . . . . . . . . . .

4,858,360

15.2%

4,611,975

16.2%

5,569,283

18.3%

4,010,159

19.0%

4,334,054

19.2%

Power Batteries . . . . . . . . . . . .

1,013,868

8.0%

989,966

9.2%

1,331,973

8.8%

1,029,070

10.1%

1,685,531

13.6%

Energy Storage Systems . . . . . . . . . . . . . .

102,832

22.6%

211,321

19.0%

385,972

20.4%

257,508

25.0%

354,831

24.2%

Others . . . . . . . . . . . . . . . . .

931,832

13.3%

933,708

12.6%

1,215,255

14.2%

834,113

13.8%

956,490

13.3%

— Precision Structural Components . . . . . . . . . .

413,780

17.8%

417,862

15.0%

430,497

12.6%

302,416

12.0%

267,387

11.2%

— Intelligent Hardware . . . . . . . . . . .

295,605

8.4%

252,565

9.9%

294,104

12.2%

159,924

8.0%

275,777

11.4%

— Other Products and Services . . . . . .

222,447

19.0%

263,281

12.7%

490,654

17.6%

371,773

24.1%

413,326

17.3%

Inventory Impairment Losses . . . . . . . . . .

(622,292) N/A

(628,926) N/A

(299,652) N/A

(276,913) N/A

(257,816) N/A

Total . . . . . . . . . . . . . . . . .

6,284,600

6,118,044

8,202,831

5,853,937

7,073,090

12.0%

12.8%

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14.6%

15.3%

16.2%

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Fluctuations in gross profit and gross profit margins for consumer batteries, power batteries and energy storage systems are generally attributable to (i) fluctuations in average selling prices of battery products; (ii) changes in sales volume; and (iii) fluctuations in prices of key raw materials.

The gross profit margins for Others varied across different business lines. During the Track Record Period, the gross profit margin of our precision structural components business declined, primarily due to intensified market competition. For our intelligent hardware business, the gross profit margin improved during the Track Record Period due to a shift in sales mix towards higher-margin products.

General and Administrative Expenses

Our administrative expenses mainly comprise (i) employee benefit expenses, including salaries, bonuses, share-based payments, retirement benefits and other social security and welfare costs relating to general and administrative staff; and (ii) depreciation and amortisation relating to right-of-use assets and fixed assets used for general and administrative purposes.

The following table sets out a breakdown of general and administrative expenses by absolute amount and as a percentage of total general and administrative expenses for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000, except percentages) | | | (Unaudited) | |

| Employee benefit expenses . . . . . . . . . . | 1,255,474 | 53.9% | 1,688,525 | 58.3% | 1,851,683 | 55.6% | 1,288,377 | 54.3% | 1,587,568 | 58.0% | | Depreciation and amortisation . . . . . . . . . . . | 239,977 | 10.3% | 322,291 | 11.1% | 394,247 | 11.8% | 282,434 | 11.9% | 291,178 | 10.6% | | Consumables used . . . . . . . . . . . | 172,192 | 7.4% | 153,243 | 5.3% | 155,782 | 4.7% | 143,644 | 6.1% | 103,366 | 3.8% | | Business development and travel expenses . . . . | 55,380 | 2.4% | 103,660 | 3.6% | 114,896 | 3.4% | 74,516 | 3.1% | 81,722 | 3.0% | | Property management service fees . . . . . . . | 65,597 | 2.8% | 84,953 | 2.9% | 109,009 | 3.3% | 79,858 | 3.4% | 74,008 | 2.7% | | Office expenses . . . . . . . . . . . | 82,328 | 3.5% | 97,525 | 3.4% | 111,337 | 3.3% | 94,441 | 4.0% | 97,640 | 3.5% | | Taxes and surcharges . . . . . . . | 138,304 | 5.9% | 140,088 | 4.8% | 190,013 | 5.7% | 133,261 | 5.6% | 175,392 | 6.4% | | Others . . . . . . | 318,348 | 13.8% | 307,268 | 10.6% | 405,832 | 12.2% | 275,679 | 11.6% | 328,061 | 12.0% | | Total . . . . . . . . . . . . . . . . . | 2,327,600 | 100.0% | 2,897,553 | 100.0% | 3,332,799 | 100.0% | 2,372,210 | 100.0% | 2,738,935 | 100.0% |

Note: (1) Others mainly include professional services and other consulting fees, utilities and recruitment fees.

– 338 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

Selling and Marketing Expenses

Our selling and marketing expenses mainly comprise (i) employee benefit expenses, including salaries, bonuses, retirement benefits, share-based payments and other social security and welfare costs relating to sales and marketing staff; (ii) consumables used; (iii) business development expenses; (iv) marketing and travel expenses; and (v) professional services and other consulting fees.

The following table sets out a breakdown of selling and marketing expenses by absolute amount and as a percentage of total selling and marketing expenses for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000, except percentages) | | | (Unaudited) | |

| Employee benefit expenses . . . . . . . . . . | 148,893 | 52.1% | 180,862 | 46.5% | 250,368 | 47.9% | 169,209 | 43.6% | 213,966 | 50.9% | | Consumables used . . . . . . . . . . . | 56,406 | 19.7% | 51,865 | 13.3% | 49,063 | 9.4% | 50,821 | 13.1% | 34,064 | 8.1% | | Business development expenses . . . . . . . | 21,239 | 7.4% | 39,288 | 10.1% | 53,613 | 10.3% | 39,235 | 10.1% | 39,613 | 9.5% | | Marketing and travel expenses . . . . . . . | 12,466 | 4.4% | 49,939 | 12.8% | 78,674 | 15.1% | 56,707 | 14.6% | 53,071 | 12.6% | | Professional services and other consulting fees . . | 16,828 | 5.9% | 25,962 | 6.7% | 51,404 | 9.8% | 38,350 | 9.9% | 41,479 | 9.9% | | Others(1) . . . . . . . . . . . . . . . . | 29,927 | 10.5% | 41,141 | 10.6% | 39,529 | 7.5% | 33,878 | 8.7% | 38,338 | 9.0% | | Total . . . . . . . . . . . . . . . . . | 285,759 | 100.0% | 389,057 | 100.0% | 522,651 | 100.0% | 388,200 | 100.0% | 420,531 | 100.0% |

Note: (1) Others mainly include office expenses, testing fees, depreciation and amortisation, and leasing expenses.

Research and Development Expenses

Our research and development expenses comprise (i) employee benefit expenses, including salaries, bonuses, share-based payments, retirement benefits and other social security and welfare costs relating to research and development staff; and (ii) consumables used, referring to consumables used in our research and development activities.

– 339 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

The following table sets out a breakdown of research and development expenses by absolute amount and as a percentage of total research and development expenses for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000, except percentages) | | | (Unaudited) | |

| Employee benefit expenses . . . . . . . . . . | 1,342,568 | 49.0% | 1,478,022 | 54.5% | 1,816,718 | 54.6% | 1,235,001 | 54.5% | 1,616,236 | 50.4% | | Depreciation and amortisation . . . . . . . . . . . | 207,157 | 7.6% | 151,199 | 5.6% | 187,361 | 5.6% | 127,980 | 5.6% | 178,973 | 5.6% | | Consumables used . . . . . . . . . . . | 932,949 | 34.0% | 757,717 | 28.0% | 909,764 | 27.3% | 624,461 | 27.5% | 1,030,702 | 32.2% | | Testing fees . . . . . . . . . . . . . . | 87,185 | 3.2% | 73,786 | 2.7% | 156,836 | 4.7% | 94,849 | 4.2% | 142,689 | 4.5% | | Utilities . . . . . . . . . . . . . . | 80,452 | 2.9% | 112,859 | 4.2% | 107,393 | 3.2% | 79,174 | 3.5% | 91,622 | 2.9% | | Others . . . . . . . . . . . . . . . . | 91,492 | 3.3% | 137,047 | 5.0% | 152,126 | 4.6% | 106,157 | 4.7% | 141,755 | 4.4% | | Total . . . . . . . . . . . . . . . . . | 2,741,803 | 100.0% | 2,710,630 | 100.0% | 3,330,198 | 100.0% | 2,267,622 | 100.0% | 3,201,977 | 100.0% |

Net Impairment Losses on Financial Assets and Contract Assets

Our net impairment losses on financial assets mainly comprise net impairment losses on: (i) trade receivables; (ii) notes receivable measured at amortised cost and at fair value through other comprehensive income; (iii) other receivables; and (iv) contract assets. For details, please refer to Note 3.2 of the Accountants' Report in Appendix I to this document. In 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025, our net impairment losses on financial assets and contract assets amounted to RMB146.4 million, RMB12.9 million, RMB93.6 million, RMB35.5 million and RMB49.2 million, respectively.

Other Income

Our other income mainly comprises (i) government grants; and (ii) value-added tax additional deductions and refunds.

– 340 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Information

The following table sets out a breakdown of our other income for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | |

| Government grants . . . . . . . . . . . . . . . . . . . . | 304,314 | 237,350 | 329,815 | 209,954 | 193,174 | | Dividend income . . . . . . . . . . . . . . . . . . . . | 6,450 | 6,387 | 2,247 | 647 | 2,783 | | Value-added tax additional deductions and refunds . . . . . . . | 3,911 | 181,739 | 173,829 | 90,759 | 105,693 | | Interest income . . . . . . . . . . . . . . . . . . . . | 16,583 | 44,891 | 30,115 | 23,575 | 37,130 | | Others . . . . . . . . . . . . . . . . . . . . . . | 566 | 1,086 | 2,833 | 2,833 | 5,391 | | Total . . . . . . . . . . . . . . . . . . . . . . . | 331,824 | 471,453 | 538,839 | 327,768 | 344,171 |

Other Net Income or Losses

Our other net income and losses mainly comprise (i) net gains or losses on disposal of financial instruments at fair value through profit or loss; (ii) fair value changes of financial instruments; (iii) net exchange differences; and (iv) net losses on disposal of property, plant and equipment and other long-term assets.

The following table sets out a breakdown of other net income and losses for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | |

| Net gains/(losses) on disposal of financial instruments at fair value through profit or loss . . . . . . . . . . | 456 | (19,860) | 116,069 | 22,918 | 1,841 | | Fair value changes of financial instruments . . . . . . . | (45,265) | 9,253 | (308,604) | (84,793) | 455,163 | | Net exchange (losses)/gains . . . . . . . | (156,268) | 74,818 | | | |

46,717

(83,391)

(117,982)

(32,731)

(79,067)

(211,187)

(25,282)

(62,572)

Gain / (Loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

30,101

6,729

(8,381)

–

4,241

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

30,194

12,397

33,905

26,505

7,447

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(173,513)

4,270

(331,481)

(144,043)

288,138

Net loss on disposal of property, plant and equipment and other long-term assets . . . . . . . . . . . . . . . Gain on disposal of other non-current financial assets

– 341 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL INFORMATION

**Net Finance Costs**

Our finance income primarily comprises interest income from financial assets held for cash management purposes. Our finance costs primarily comprise interest expenses on our borrowings and lease liabilities. The following table sets forth the breakdown of net finance costs for the periods indicated:

| | Year ended December 31 | | | Nine months ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | |

**Finance Income**

| Interest income from financial assets held for cash management purposes . . . . . . . . . | 193,979 | 377,161 | 374,787 | 270,092 | 207,508 |

**Finance Costs**

| Interest expenses on lease liabilities . . . . . . . . . | (79,591) | (100,026) | (121,406) | (89,188) | (89,979) | | Interest expenses on borrowings . . . . . . . . . . . . . | (666,282) | (697,820) | (601,353) | (446,137) | (532,237) | | Net exchange loss on foreign currency borrowings . . | – | – | (35,732) | (20,482) | (51,074) | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | (215) | (93) | – | (5,588) | (117) |

**Less:**

| Capitalized finance costs . . . . . . . . . . . . . . . . . . | 58,543 | 71,004 | 42,050 | 36,242 | 94,539 | | **Total** . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | **(493,566)** | **(349,774)** | **(341,654)** | **(255,061)** | **(371,360)** |

**Share of Profit/(Loss) of Investments in Associates and Joint Ventures**

In 2022 and 2023, we recorded a share of loss of investments in associates and joint ventures of RMB8.3 million and RMB65.5 million, respectively. In 2024 and for the nine months ended September 30, 2024 and 2025, we recorded a share of profit of investments in associates and joint ventures of RMB17.2 million, RMB1.0 million and RMB64.1 million, respectively. The fluctuations were primarily driven by the profits and losses of our associates and joint ventures.

**Impairment Provision for Investments in Associates and Joint Ventures**

In 2024 and for the nine months ended September 30, 2024, we recorded impairment provisions for investments in associates and joint ventures of RMB17.7 million. We did not record any impairment provisions in 2022, 2023 or for the nine months ended September 30, 2025.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

FINANCIAL INFORMATION

**Income Tax Credit or Expense**

Our income tax expense comprises current income tax and deferred income tax. In 2022 and 2023, we recorded income tax credits of RMB32.9 million and RMB162.5 million, respectively, and in 2024 and for the nine months ended September 30, 2024 and 2025, we recorded income tax expenses of RMB254.5 million, RMB148.9 million and RMB208.4 million, respectively. We are subject to income tax on an entity basis on profits arising in or derived from the tax jurisdictions in which our member companies are domiciled and operate. For details, please refer to Note 11 to the Accountants' Report in Appendix I to this document.

The following table sets forth the breakdown of income tax credit or expense for the periods indicated:

| | Year ended December 31 | | | Nine months ended September 30 | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | |

| Current income tax . . . . . . . . . . . . . . . . . . . . . | 4,253 | 101,470 | 258,781 | 219,132 | 242,100 | | Deferred income tax . . . . . . . . . . . . . . . . . . . . . | (328,104) | (263,947) | (4,322) | (70,266) | (33,690) | | **Total income tax (credit)/expense for the year/period** . . . . . . . . . . . . . . . . . . . . . . . . . . . | **(323,851)** | **(162,477)** | **254,459** | **148,866** | **208,410** |

**PRC Enterprise Income Tax**

In accordance with the Enterprise Income Tax Law of the People's Republic of China and related regulations, during the Track Record Period, most of our subsidiaries operating in mainland China were subject to enterprise income tax at a rate of 25% on their taxable income.

Certain PRC subsidiaries qualify for and benefit from a number of preferential enterprise income tax policies. For details, please refer to this document

附錄一會計師報告附註11。

香港利得稅 於往績記錄期間，我們根據估計應課稅利潤按16.5%的稅率作出香港利得稅撥備。

印度利得稅 於往績記錄期間，我們根據估計應課稅利潤按25.168%的標準稅率作出印度利得 稅撥備。

– 343 –

本文件為草擬本，屬不完整並可予更改，且本文件須與本文件封面「警告」一節一併閱讀。

FINANCIAL INFORMATION

**Corporate Income Tax in Other Jurisdictions**

The income tax rates applicable to our subsidiaries located in other jurisdictions (including Vietnam, Thailand, Hungary, Germany, and Japan) are calculated based on the respective prevailing tax rates in those jurisdictions, applied to the estimated taxable profits for the years ended December 31, 2022, 2023, and 2024, and the nine months ended September 30, 2024 and 2025.

**Comparison of Operating Results for Each Period**

**Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024**

**Revenue**

Our revenue increased by 13.7% from RMB38,278.7 million for the nine months ended September 30, 2024 to RMB43,533.7 million for the nine months ended September 30, 2025, primarily due to an increase in our overall sales volume driven by rising market demand.

**Consumer Batteries**

Our revenue from consumer batteries increased by 6.9% from RMB21,064.6 million for the nine months ended September 30, 2024 to RMB22,514.8 million for the nine months ended September 30, 2025, primarily due to (i) our sales volume increasing from 446.3 million units for the nine months ended September 30, 2024 to 473.0 million units for the nine months ended September 30, 2025, driven mainly by strengthened demand for mobile phones and laptop computers and corresponding growth in shipments; and (ii) the average selling price of our consumer batteries slightly increasing from RMB47.2 per unit for the nine months ended September 30, 2024 to RMB47.6 per unit for the nine months ended September 30, 2025.

**Power Batteries**

Our revenue from power batteries increased by 22.0% from RMB10,139.8 million for the nine months ended September 30, 2024 to RMB12,367.0 million for the nine months ended September 30, 2025, primarily due to our sales volume increasing from 15.1 GWh for the nine months ended September 30, 2024 to 27.2 GWh for the nine months ended September 30, 2025, partially offset by a decline in average selling price from RMB0.7/Wh for the nine months ended September 30, 2024 to RMB0.5/Wh for the nine months ended September 30, 2025, reflecting a decrease in the prices of key raw materials.

– 344 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

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FINANCIAL INFORMATION

**Energy Storage Systems**

Our revenue from energy storage system products increased by 42.1% from RMB1,030.2 million for the nine months ended September 30, 2024 to RMB1,463.5 million for the nine months ended September 30, 2025, primarily due to a significant increase in our sales volume from 5.4 GWh for the nine months ended September 30, 2024 to 15.2 GWh for the nine months ended September 30, 2025, mainly as a result of increased customer demand and our continued expansion of this business.

**Others**

Our other revenue increased by 18.9% from RMB6,044.1 million for the nine months ended September 30, 2024 to RMB7,188.5 million for the nine months ended September 30, 2025, primarily due to (i) strong sales of products manufactured for customers, driving an increase in revenue from our smart hardware products; and (ii) an increase in revenue generated from the sale of battery-related materials, partially offset by a decrease in sales of precision structural components due to intensified market competition.

**Cost**

Our cost increased by 12.4% from RMB32,424.7 million for the nine months ended September 30, 2024 to RMB36,460.7 million for the nine months ended September 30, 2025, broadly in line with the increase in revenue. This increase was primarily due to (i) increased sales volume of our products resulting in an increase in raw material costs of RMB2,776.7 million; and (ii) an increase in employee benefit expenses as we hired additional production staff to support business growth.

**Consumer Batteries**

The cost of our consumer batteries increased by 6.6% from RMB17,054.4 million for the nine months ended September 30, 2024 to RMB18,180.8 million for the nine months ended September 30, 2025, broadly in line with the increase in revenue.

**Power Batteries**

The cost of our power batteries increased by 17.2% from RMB9,110.7 million for the nine months ended September 30, 2024 to RMB10,681.4 million for the nine months ended September 30, 2025, primarily due to our sales volume increasing from 15.1 GWh for the nine months ended September 30, 2024 to 27.2 GWh for the nine months ended September 30, 2025, partially offset by a decrease in the prices of key raw materials.

– 345 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

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FINANCIAL INFORMATION

**Energy Storage Systems**

The cost of our energy storage system products increased by 43.5% from RMB772.7 million for the nine months ended September 30, 2024 to RMB1,108.6 million for the nine months ended September 30, 2025, primarily due to a significant increase in our sales volume from 5.4 GWh for the nine months ended September 30, 2024 to 15.2 GWh for the nine months ended September 30, 2025.

**Others**

The cost of our other businesses increased by 19.6% from RMB5,210.0 million for the nine months ended September 30, 2024 to RMB6,232.0 million for the nine months ended September 30, 2025, mainly due to increased sales of smart hardware products and battery-related materials, partially offset by a decrease in sales of precision structural components due to intensified market competition.

**Gross Profit**

For the reasons set out above, our gross profit increased by 20.8% from RMB5,853.9 million for the nine months ended September 30, 2024 to RMB7,073.1 million for the nine months ended September 30, 2025, while our gross profit margin remained relatively stable at 15.3% and 16.2%, respectively, for the same periods.

**Consumer Batteries**

Our gross profit margin for consumer batteries remained relatively stable at 19.0% and 19.2% for the nine months ended September 30, 2024 and 2025, respectively.

**Power Batteries**

Our gross profit margin for power batteries increased from 10.1% for the nine months ended September 30, 2024 to 13.6% for the nine months ended September 30, 2025, primarily due to a change in our product mix, with an increased proportion of products with higher gross profit margins.

**Energy Storage Systems**

Our gross profit margin for energy storage system products decreased from 25.0% for the nine months ended September 30, 2024 to 24.2% for the nine months ended September 30, 2025, primarily due to our provision of certain lower-margin products.

**Others**

Our other gross profit margin remained relatively stable at 13.8% and 13.3% for the nine months ended September 30, 2024 and 2025, respectively.

– 346 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

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FINANCIAL INFORMATION

**General and Administrative Expenses**

Our general and administrative expenses increased by 15.5% from RMB2,372.2 million for the nine months ended September 30, 2024 to RMB2,738.9 million for the nine months ended September 30, 2025, primarily due to an increase in employee benefit expenses of RMB299.2 million as we hired additional general and administrative staff to support business growth.

**Selling and Marketing Expenses**

Our selling and marketing expenses increased by 8.3% from RMB388.2 million for the nine months ended September 30, 2024 to RMB420.5 million for the nine months ended September 30, 2025, primarily due to an increase in employee benefit expenses of RMB44.8 million as we hired additional sales and marketing staff to support business growth.

**Research and Development Expenses**

Our research and development expenses increased by 41.2% from RMB2,267.6 million for the nine months ended September 30, 2024 to RMB3,202.0 million for the nine months ended September 30, 2025, primarily due to (i) an increase in consumables used of RMB406.2 million, mainly driven by increased research and development activities; and (ii) an increase in employee benefit expenses of RMB381.2 million as a result of expanding our research and development team.

**Net Impairment Losses on Financial and Contract Assets**

Our net impairment losses on financial and contract assets increased from RMB35.5 million for the nine months ended September 30, 2024 to RMB49.2 million for the nine months ended September 30, 2025, primarily due to an increase in net impairment losses on trade receivables, which was mainly attributable to the expansion of our revenue scale.

**Other Income**

Our other income remained relatively stable at RMB327.8 million and RMB344.2 million for the nine months ended September 30, 2024 and 2025, respectively.

**Net Other Gains or Losses**

We recorded other losses of RMB144.0 million for the nine months ended September 30, 2024, compared to other gains of RMB288.1 million for the nine months ended September 30, 2025, primarily due to a turnaround from a loss on fair value changes of financial instruments of RMB84.8 million for the nine months ended September 30, 2024 to a gain on fair value changes of financial instruments of RMB455.2 million for the nine months ended September 30, 2025,

– 347 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

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FINANCIAL INFORMATION

reflecting fluctuations in foreign exchange rates, partially offset by: (i) an increase in net losses on disposal of property, plant and equipment and other long-term assets of RMB37.3 million, mainly due to the disposal of certain facilities following lease terminations; and a decrease in net exchange gains of RMB34.6 million due to exchange rate fluctuations.

**Net Finance Costs**

Our net finance costs increased by 45.6% from RMB255.1 million for the nine months ended September 30, 2024 to RMB371.4 million for the nine months ended September 30, 2025, primarily due to (i) a decrease in interest income on financial assets held for cash management purposes of RMB62.6 million, mainly due to reduced cash balances; (ii) an increase in net exchange losses on foreign currency borrowings and others of RMB30.6 million, mainly due to foreign exchange fluctuations; and (iii) an increase in interest expenses on borrowings of RMB86.1 million.

**Share of Profit or Loss of Investments in Associates and Joint Ventures**

For the nine months ended September 30, 2024, we recorded a share of loss of investments in associates and joint ventures of RMB1.0 million, whereas for the nine months ended September 30, 2025, we recorded a share of profit of investments in associates and joint ventures of RMB64.1 million, primarily due to improved financial performance of certain associates and joint ventures.

**Income Tax Credit or Expense**

Our income tax expense increased by 40.0% from RMB148.9 million for the nine months ended September 30, 2024 to RMB208.4 million for the nine months ended September 30, 2025, primarily due to an increase in deferred income tax expense of RMB36.6 million and an increase in current income tax of RMB23.0 million in line with the increase in taxable income.

**Profit for the Period**

For the foregoing reasons, profit for the period attributable to owners of the Company increased by 16.6% from RMB1,212.2 million for the nine months ended September 30, 2024 to RMB1,413.5 million for the nine months ended September 30, 2025. Taking into account non-controlling interests, our profit for the period increased by 40.8% from RMB553.5 million for the nine months ended September 30, 2024 to RMB779.1 million for the nine months ended September 30, 2025, and our net profit margin increased from 1.5% for the nine months ended September 30, 2024 to 1.8% for the nine months ended September 30, 2025.

– 348 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

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FINANCIAL INFORMATION

**Year Ended December 31, 2024 Compared to Year Ended December 31, 2023**

**Revenue**

Our revenue increased by 17.0% from RMB47,862.2 million in 2023 to RMB56,020.6 million in 2024, primarily due to growth in sales volume driven by our continued expansion of domestic and overseas businesses, partially offset by a decrease in the average selling prices of our products resulting from declines in the prices of certain raw materials.

**Consumer Batteries**

Our revenue from consumer batteries increased by 6.5% from RMB28,543.3 million in 2023 to RMB30,405.1 million in 2024, primarily due to our sales volume increasing from 495.3 million units in 2023 to 586.3 million units in 2024, mainly driven by growth in customer demand for our mobile phone batteries and an increase in our laptop battery customer base. The aforementioned increase in sales volume was partially offset by a decrease in our average selling price from RMB57.6 per unit in 2023 to RMB51.9 per unit in 2024, consistent with a decline in the prices of certain key raw materials.

**Power Batteries**

Our revenue from power batteries increased by 40.2% from RMB10,794.8 million in 2023 to RMB15,138.5 million in 2024, primarily due to recognition by numerous renowned automobile manufacturers of our strong capabilities in the power battery business, resulting in a significant increase in our sales volume from 11.2 GWh in 2023 to 25.3 GWh in 2024. The increase in our sales volume was partially offset by a decrease in average selling price resulting from declines in the prices of certain key raw materials.

**Energy Storage Systems**

Our revenue from energy storage system products increased by 70.2% from RMB1,110.1 million in 2023 to RMB1,889.2 million in 2024, primarily due to sales volume growth from 4.6 GWh to 9.6 GWh, driven mainly by the completion of certain significant international sales that propelled growth in overseas sales.

**Others**

Our other revenue increased by 15.8% from RMB7,414.1 million in 2023 to RMB8,587.8 million in 2024. This increase was primarily due to (i) growth in revenue from precision structural component products driven by rising market demand; and (ii) an increase in revenue from the sale of battery-related materials and lithium-ion battery recycling.

– 349 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

---

FINANCIAL INFORMATION

**Cost**

Our cost increased by 14.5% from RMB41,744.2 million in 2023 to RMB47,817.8 million in 2024, primarily due to an increase in raw material costs of RMB6,732.7 million, consistent with sales volume growth.

**Consumer Batteries**

The cost of our consumer batteries remained relatively stable at RMB23,931.3 million and RMB24,835.8 million in 2023 and 2024, respectively.

**Power Batteries**

The cost of our power batteries increased by 40.8% from RMB9,804.8 million in 2023 to RMB13,806.6 million in 2024, broadly in line with revenue growth, as a result of increased sales volume, partially offset by a decrease in raw material prices.

**Energy Storage Systems**

The cost of our energy storage system products increased by 67.3% from RMB898.7 million in 2023 to RMB1,503.2 million in 2024, broadly in line with revenue growth for this product category.

**Others**

The cost of our other businesses increased by 13.8% from RMB6,480.4 million in 2023 to RMB7,372.5 million in 2024, broadly in line with revenue growth. This increase was primarily due to (i) an increase in costs of the precision structural components business, broadly in line with the expanded revenue scale; (ii) an increase in costs of battery-related materials sales, broadly in line with the increase in revenue; and (iii) an increase in costs of the battery recycling business, partially offset by a decrease in costs of the smart hardware business, consistent with the decreased revenue scale.

**Gross Profit**

For the reasons set out above, our gross profit increased by 34.1% from RMB6,118.0 million in 2023 to RMB8,202.8 million in 2024, and our gross profit margin increased from 12.8% in 2023 to 14.6% in 2024.

**Consumer Batteries**

Our gross profit margin for consumer batteries increased from 16.2% in 2023 to 18.3% in 2024, primarily due to (i) an increased proportion of revenue contributed by high-margin products using our self-supplied cells; and (ii) the realization of economies of scale and cost optimization as we expanded our production capacity.

– 350 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL DATA

**Power-type Batteries**

Our gross profit margin for power-type batteries remained relatively stable in 2023 and 2024, at 9.2% and 8.8%, respectively.

**Energy Storage Systems**

Our gross profit margin for energy storage systems increased from 19.0% in 2023 to 20.4% in 2024, primarily attributable to a higher proportion of commercial and industrial energy storage system products in our product mix, as these products generally carry higher gross profit margins.

**Others**

Our gross profit margin for others increased from 12.6% in 2023 to 14.2% in 2024, primarily attributable to an increased proportion of revenue contributed by high-margin smart hardware products.

**General and Administrative Expenses**

Our general and administrative expenses increased by 15.0% from RMB2,897.6 million in 2023 to RMB3,332.8 million in 2024, primarily due to (i) the increase in employee benefit expenses of RMB163.2 million as a result of additional general and administrative staff hired in connection with our business expansion; and (ii) an increase in depreciation and amortization of RMB72.0 million, primarily because we expanded our administrative facilities to support our growing business.

**Selling and Marketing Expenses**

Our selling and marketing expenses increased by 34.3% from RMB389.1 million in 2023 to RMB522.7 million in 2024, primarily due to (i) the increase in employee benefit expenses of RMB69.5 million as a result of additional selling and marketing staff hired; (ii) the increase in marketing and travel expenses of RMB28.7 million as a result of increased business development activities; and (iii) the increase in professional services and other consultancy fees of RMB25.4 million, primarily attributable to increased business development activities in overseas markets.

**Research and Development Expenses**

Our research and development expenses increased by 22.9% from RMB2,710.6 million in 2023 to RMB3,330.2 million in 2024, primarily due to (i) an increase in employee benefit expenses of RMB338.7 million as a result of our continued expansion of our research and development team; and (ii) an increase in consumables related to our research and development activities of RMB152.0 million.

– 351 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

---

FINANCIAL DATA

**Net Impairment Losses on Financial and Contract Assets**

Our net impairment losses on financial and contract assets increased significantly from RMB12.9 million in 2023 to RMB93.6 million in 2024, primarily because the increase in trade receivables and other receivables was broadly in line with revenue growth, resulting in an increase in net impairment losses on trade receivables and other receivables.

**Other Income**

Our other income increased by 14.3% from RMB471.5 million in 2023 to RMB538.8 million in 2024, primarily due to an increase of RMB92.5 million in government grants received.

**Net Other Gains or Losses**

We recorded net other gains of RMB4.3 million in 2023, whereas we recorded net other losses of RMB331.5 million in 2024, primarily due to (i) fluctuations in exchange rates leading to fair value fluctuations of foreign exchange hedging instruments, resulting in a decrease of RMB317.9 million in fair value changes of financial instruments; and (ii) a decrease of RMB132.1 million in net losses on disposal of property, plant and equipment and other long-term assets.

**Net Finance Costs**

Our net finance costs remained relatively stable in 2023 and 2024, at RMB349.8 million and RMB341.7 million, respectively.

**Share of Profits/(Losses) of Investments in Associates and Joint Ventures**

We recorded a share of losses of investments in associates and joint ventures of RMB65.5 million in 2023, and recorded a share of profits of investments in associates and joint ventures of RMB17.2 million in 2024, as certain associates and joint ventures that recorded losses in 2023 turned profitable in 2024.

**Impairment Allowance for Investments in Associates and Joint Ventures**

In view of the financial conditions of certain investees, we recorded an impairment allowance for investments in associates and joint ventures of RMB17.7 million in 2024, whereas no such allowance was recorded in 2023.

**Income Tax Credit or Expense**

We recorded an income tax credit of RMB162.5 million in 2023, and recorded an income tax expense of RMB254.5 million in 2024, primarily due to an increase in our taxable income.

– 352 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

---

FINANCIAL DATA

**Profit for the Year**

For the reasons set out above, profit for the year attributable to owners of the Company increased by 37.0% from RMB1,076.2 million in 2023 to RMB1,474.3 million in 2024. Taking into account non-controlling interests, our profit for the year increased by 61.5% from RMB330.7 million in 2023 to RMB534.3 million in 2024, and our net profit margin increased from 0.7% in 2023 to 1.0% in 2024.

**Comparison of Year Ended 31 December 2023 and Year Ended 31 December 2022**

**Revenue**

Our revenue decreased by 8.2% from RMB52,162.3 million in 2022 to RMB47,862.2 million in 2023, primarily due to a corresponding decrease in our average selling prices as a result of price declines of certain key raw materials, partially offset by growth in our sales volume.

**Consumer Batteries**

Our revenue from consumer batteries decreased by 10.8% from RMB32,015.4 million in 2022 to RMB28,543.3 million in 2023, primarily due to a decrease in our average selling price from RMB66.2 per cell in 2022 to RMB57.6 per cell in 2023, which was mainly driven by price declines of certain key raw materials (primarily lithium cobaltate). The aforementioned decrease in average selling price was partially offset by an increase in our consumer battery sales volume from 483.5 million cells in 2022 to 495.3 million cells in 2023.

**Power-type Batteries**

Our revenue from power-type batteries decreased by 14.9% from RMB12,686.5 million in 2022 to RMB10,794.8 million in 2023, primarily due to a decrease in our average selling price driven by price declines of certain key raw materials (primarily lithium carbonate).

**Energy Storage Systems**

Our revenue from energy storage system products increased significantly by 144.0% from RMB454.9 million in 2022 to RMB1,110.1 million in 2023, primarily attributable to (i) an increase in our sales volume from 4.0 GWh in 2022 to 4.6 GWh in 2023; and (ii) an increased proportion of sales of higher unit-price products.

**Others**

Our revenue from others remained relatively stable in 2022 and 2023, at RMB7,005.4 million and RMB7,414.1 million, respectively.

– 353 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

---

FINANCIAL DATA

**Cost**

Our cost decreased by 9.0% from RMB45,877.7 million in 2022 to RMB41,744.2 million in 2023, primarily due to a decrease in raw material costs of RMB9,084.3 million driven by declines in sales volume and prices of certain raw materials (primarily lithium cobaltate and lithium carbonate).

**Consumer Batteries**

Our cost of consumer batteries decreased by 11.9% from RMB27,157.1 million in 2022 to RMB23,931.3 million in 2023, primarily due to price declines of certain key raw materials (primarily lithium cobaltate).

**Power-type Batteries**

Our cost of power-type batteries decreased by 16.0% from RMB11,672.7 million in 2022 to RMB9,804.8 million in 2023, which was consistent with the decline in revenue and primarily attributable to price declines of certain key raw materials (primarily lithium carbonate).

**Energy Storage Systems**

Our cost of energy storage system products increased significantly from RMB352.1 million in 2022 to RMB898.7 million in 2023, primarily due to (i) an increase in our sales volume from 4.0 GWh in 2022 to 4.6 GWh in 2023; and (ii) a change in our product mix, with increased sales of products with higher unit costs.

**Others**

Our cost of others increased by 6.7% from RMB6,073.5 million in 2022 to RMB6,480.4 million in 2023, primarily due to an increase in costs from the precision structural components business, broadly consistent with the expansion in revenue scale, partially offset by a decrease in costs from the smart hardware business.

**Gross Profit**

For the reasons set out above, our gross profit remained relatively stable at RMB6,284.6 million and RMB6,118.0 million in 2022 and 2023, respectively, and our gross profit margin also remained relatively stable at 12.0% and 12.8% in the same years, respectively.

**Consumer Batteries**

Our gross profit margin for consumer batteries increased from 15.2% in 2022 to 16.2% in 2023, primarily attributable to (i) our continued efforts to increase the self-supply ratio of battery cells; and (ii) the positive impact of economies of scale on cost optimization across multiple operational aspects.

– 354 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

---

FINANCIAL DATA

**Power-type Batteries**

Our gross profit margin for power-type batteries increased from 8.0% in 2022 to 9.2% in 2023, primarily attributable to (i) a significant increase in sales volume of our HEV batteries; and (ii) the introduction of certain new products with higher gross profit margins.

**Energy Storage Systems**

Our gross profit margin for energy storage systems decreased from 22.6% in 2022 to 19.0% in 2023, primarily due to a change in our product mix, with an increased proportion of products with lower gross profit margins.

**Others**

Our gross profit margin for others decreased from 13.3% in 2022 to 12.6% in 2023, primarily due to strategic price adjustments made to maintain competitiveness in response to increasingly intense competition in the precision structural components market, partially offset by an increase in the gross profit margin of our smart hardware business following a shift in sales mix towards higher-margin products.

**General and Administrative Expenses**

Our administrative expenses increased by 24.5% from RMB2,327.6 million in 2022 to RMB2,897.6 million in 2023, primarily due to (i) an increase in employee benefit expenses of RMB433.1 million resulting from optimization of staff composition and compensation levels, including growth in headcount, general salary increases and an increase in the proportion of senior positions, in support of business growth; (ii) an increase in depreciation and amortization of RMB82.3 million resulting from increased administrative activities accompanying the expansion of the workforce; and (iii) an increase in business development and travel expenses of RMB48.3 million, reflecting the corresponding expansion of administrative activities alongside workforce growth.

**Selling and Marketing Expenses**

Our selling and marketing expenses increased by 36.1% from RMB285.8 million in 2022 to RMB389.1 million in 2023, primarily due to (i) increased global sales and marketing activities and the implementation of more sales programs to support expansion in line with revenue growth, resulting in an increase in marketing and travel expenses of RMB37.5 million; (ii) an expansion of our sales and marketing team, resulting in an increase in employee benefit expenses of RMB32.0 million; and (iii) increased promotional activities to support business growth, resulting in an increase in business development expenses of RMB18.0 million.

– 355 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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FINANCIAL DATA

**Research and Development Expenses**

Our research and development expenses remained relatively stable in 2022 and 2023, at RMB2,741.8 million and RMB2,710.6 million, respectively.

**Net Impairment Losses on Financial and Contract Assets**

Our net impairment losses on financial and contract assets decreased significantly by 91.2% from RMB146.4 million in 2022 to RMB12.9 million in 2023, primarily due to (i) an increase in revenue from power-type batteries in 2022 leading to higher levels of trade receivables and corresponding credit impairment losses in that year; and (ii) our termination of several early-stage investment projects in 2022 and the recognition of corresponding impairment losses on deposits related to those projects.

**Other Income**

Our other income increased by 42.1% from RMB331.8 million in 2022 to RMB471.5 million in 2023, primarily due to an increase of RMB177.8 million in VAT additional deductions and tax refunds resulting from tax regulations promulgated in 2023, partially offset by a decrease of RMB67.0 million in government grants.

**Net Other Gains or Losses**

We recorded net other losses of RMB173.5 million in 2022, whereas we recorded net other gains of RMB4.3 million in 2023, primarily due to: (i) an increase of RMB231.1 million in net exchange differences, primarily resulting from significant exchange losses caused by the depreciation of the Indian Rupee in 2022; (ii) an increase of RMB54.5 million in fair value changes of financial instruments, primarily due to a significant reduction in the fair value growth of convertible bonds compared to 2022. This increase was partially offset by a decrease of RMB46.3 million in net losses on disposal of property, plant and equipment and other long-term assets.

**Net Finance Costs**

Our net finance costs decreased by 29.1% from RMB493.6 million in 2022 to RMB349.8 million in 2023, primarily due to a significant increase in cash balances following the issuance of Global Depositary Receipts in November 2022, resulting in an increase of RMB183.2 million in interest income from financial assets held for cash management purposes. This was partially offset by an increase of RMB31.5 million in interest expenses on borrowings, primarily due to our increased borrowings to fund business expansion.

– 356 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

---

FINANCIAL DATA

**Share of Profits/(Losses) of Investments in Associates and Joint Ventures**

Our share of losses of investments in associates and joint ventures increased significantly from RMB8.3 million in 2022 to RMB65.5 million in 2023, primarily due to the underperformance of certain of our associates and joint ventures.

**Income Tax Credit or Expense**

Our income tax credit decreased from RMB323.9 million in 2022 to RMB162.5 million in 2023, primarily due to (i) a decrease in our taxable income; and (ii) a decrease in income tax benefits recognized for deductible losses.

**Profit for the Year**

For the reasons set out above, profit for the year attributable to owners of the Company remained relatively stable in 2022 and 2023, at RMB1,068.0 million and RMB1,076.2 million, respectively. Taking into account non-controlling interests, our profit for the year decreased by 56.7% from RMB763.4 million in 2022 to RMB330.7 million in 2023, and our net profit margin decreased from 1.5% in 2022 to 0.7% in 2023.

– 357 –

*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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FINANCIAL DATA

**Discussion of Selected Consolidated Statements of Financial Position**

The following table sets out selected data from the consolidated statements of financial position as at the dates indicated, extracted from the accountants' report in Appendix I to this document:

| | As at 31 December | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | |

**Assets**

**Non-current assets**

| | | | | | |---|---|---|---|---| | Property, plant and equipment | | | | | | Right-of-use assets | | | | | | Contract assets | | | | | | Deferred tax assets | | | | | | Intangible assets | | | | | | Investments in associates and joint ventures | | | | | | Equity investments at fair value through other comprehensive income | | | | | | Other financial assets at fair value through profit or loss | | | | | | Restricted cash and time deposits | | | | | | Prepayments and other receivables | | | | | | Other non-current assets | | | | |

22,435,708 2,203,052 – 767,808 144,341 551,292

28,840,582 3,325,915 – 1,156,259 210,195 879,850

32,740,803 2,997,536 2,991 1,237,744 247,422 942,141

36,498,754 3,094,030 4,899 1,263,264 242,347 1,027,794

91,897

91,897

88,978

88,978

1,102,712 – 285,907 1,767,203

1,517,848 – 21,163 1,446,568

1,435,646 30,000 338,220 2,124,426

1,741,551 100,268 337,560 3,079,394

29,349,920

37,490,277

42,185,907

47,478,839

9,874,547 39,857 13,432,024 835,896

7,044,627 32,328 12,784,172 873,046

7,485,086 55,062 16,513,049 757,546

9,934,812 31,813 17,400,770 711,811

295,691 110,000 – 8,256,250 11,097,753 1,207,242

561,006 404,420 961 4,767,350 13,668,744 1,634,328

658,422 151,375 207,590 8,403,659 9,465,822 1,614,825

511,101 344,676 470,265 10,356,836 11,145,952 2,055,132

Total current assets . . . . . . . . . . . . . . . . . . . . .

45,149,260

41,770,982

45,312,436

52,963,168

Total assets . . . . . . . . . . . . . . . . . . . . . . . . .

74,499,180

79,261,259

87,498,343 100,442,007

Total non-current assets . . . . . . . . . . . . . . . . . . . Current assets Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . Contract assets . . . . . . . . . . . . . . . . . . . . . . . . . Trade receivables and bills receivable . . . . . . . . . Prepayments and other receivables . . . . . . . . . . . Bills receivable measured at fair value through other comprehensive income . . . . . . . . . . . . Wealth management products . . . . . . . . . . . . . . . Derivative financial instruments . . . . . . . . . . . . . Restricted cash and time deposits . . . . . . . . . . . . Cash and cash equivalents . . . . . . . . . . . . . . . . . Other current assets . . . . . . . . . . . . . . . . . . . . .

– 358 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Financial Data As at 31 December 2022

2023

As at 30 September 2024

2025

(RMB'000)

Liabilities Non-current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . Deferred income . . . . . . . . . . . . . . . . . . . . . . . . Accrued expenses and other payables . . . . . . . . . Financial liabilities measured at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,216,393 1,653,804 198,086 676,955 2,042,942

7,070,678 2,458,406 299,705 1,492,972 2,110,754

7,090,482 2,578,670 365,201 1,786,489 2,100,674

9,958,553 2,662,099 344,050 2,011,502 2,271,787

4,583 383,831

19,807 599,184

84,136 1,021,510

229,768 993,943

9,176,594

14,051,506

15,027,162

18,471,702

11,107,650 23,172,672 595,558 174,619 13,966 1,144,000

10,522,019 19,119,220 602,537 304,436 46,645 –

12,182,991 24,984,037 665,433 288,658 54,188 –

16,769,733 28,451,856 1,296,428 304,499 128,310 –

– – 2,305,325 32,713 460,696

3,000 – 1,608,728 20,217 538,329

7,000 349,636 1,592,083 2,193 418,111

3,000 373,018 1,509,397 222,729 494,359

Total current liabilities . . . . . . . . . . . . . . . . . . .

39,007,199

32,765,131

40,544,330

49,553,329

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . .

48,183,793

46,816,637

55,571,492

68,025,031

Equity － Share capital . . . . . . . . . . . . . . . . . . . . . . － Treasury shares . . . . . . . . . . . . . . . . . . . . － Other reserves . . . . . . . . . . . . . . . . . . . . . － Retained earnings . . . . . . . . . . . . . . . . . . .

1,862,422 (106,244) 14,062,638 4,244,958

1,862,217 (59,979) 16,226,623 5,086,588

1,845,806 (199,964) 15,798,444 6,283,772

1,847,462 (103,008) 15,794,166 7,304,211

Non-controlling interests . . . . . . . . . . . . . . . . . .

20,063,774 6,251,613

23,115,449 9,329,173

23,728,058 8,198,793

24,842,831 7,574,145

Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . .

26,315,387

32,444,622

31,926,851

32,416,976

Total liabilities and equity . . . . . . . . . . . . . . . . .

74,499,180

79,261,259

87,498,343 100,442,007

Total non-current liabilities . . . . . . . . . . . . . . . . Current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trade payables and bills payable . . . . . . . . . . . . . Contract liabilities . . . . . . . . . . . . . . . . . . . . . . . Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . Current tax liabilities . . . . . . . . . . . . . . . . . . . . . Convertible bonds . . . . . . . . . . . . . . . . . . . . . . . Financial liabilities measured at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial instruments . . . . . . . . . . . . . Accrued expenses and other payables . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other current liabilities . . . . . . . . . . . . . . . . . . .

– 359 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Financial Data Property, Plant and Equipment Our property, plant and equipment primarily comprise (i) machinery; (ii) construction in progress; (iii) buildings; and (iv) leasehold improvements. The following table sets forth the details of the net book value of our property, plant and equipment as at the dates indicated:

| | As at 31 December | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Buildings | 5,497,799 | 7,604,030 | 10,351,696 | 10,561,231 | | Machinery | 7,213,570 | 8,863,678 | 12,193,336 | 12,050,176 | | Electronic equipment | 614,909 | 563,717 | 532,622 | 483,818 | | Motor vehicles | 34,710 | 58,923 | 84,030 | 83,331 | | Other equipment | 526,251 | 580,874 | 867,946 | 1,004,476 | | Freehold land | – | – | 92,166 | 95,673 | | Construction in progress | 8,040,856 | 10,600,543 | 8,125,362 | 11,501,055 | | Leasehold improvements | 507,613 | 568,817 | 493,645 | 718,994 | | | 22,435,708 | 28,840,582 | 32,740,803 | 36,498,754 |

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the net book value of our property, plant and equipment was RMB22,435.7 million, RMB28,840.6 million, RMB32,740.8 million and RMB36,498.8 million, respectively. The overall increase in the net book value of our property, plant and equipment during the Track Record Period was primarily attributable to our strategic expansion of our production and research and development facilities.

Right-of-Use Assets Our right-of-use assets primarily relate to (i) land use rights; (ii) leased buildings; and (iii) machinery and equipment. The following table sets forth the details of our right-of-use assets as at the dates indicated:

| | As at 31 December | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Land use rights | 568,550 | 555,146 | 562,432 | 642,068 | | Buildings | 1,634,318 | 2,769,370 | 2,433,743 | 2,436,767 | | Others | 184 | 1,399 | 1,361 | 15,195 | | Total | 2,203,052 | 3,325,915 | 2,997,536 | 3,094,030 |

– 360 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Financial Data

Our right-of-use assets increased by 51.0% from RMB2,203.1 million as of December 31, 2022 to RMB3,325.9 million as of December 31, 2023, primarily due to an increase of RMB1,135.1 million in right-of-use buildings as we leased more manufacturing facilities to expand our power battery production capacity. Our right-of-use assets decreased by 9.9% from RMB3,325.9 million as of December 31, 2023 to RMB2,997.5 million as of December 31, 2024, primarily due to increased depreciation charges recognized during the period. Our right-of-use assets increased by 3.2% from RMB2,997.5 million as of December 31, 2024 to RMB3,094.0 million as of September 30, 2025, primarily due to increased land use rights and factory premises leases to support our business expansion.

Other Financial Assets Measured at Fair Value Through Profit or Loss

Our other financial assets measured at fair value through profit or loss primarily comprise equity investments in unlisted and listed companies and interests in investment funds. Our other financial assets measured at fair value through profit or loss increased by 37.6% from RMB1,102.7 million as of December 31, 2022 to RMB1,517.8 million as of December 31, 2023, primarily due to new investments made during the period. Our other financial assets measured at fair value through profit or loss remained relatively stable as of December 31, 2023 and December 31, 2024, at RMB1,517.8 million and RMB1,435.6 million, respectively. Our other financial assets measured at fair value through profit or loss increased by 21.3% from RMB1,435.6 million as of December 31, 2024 to RMB1,741.6 million as of September 30, 2025, primarily due to new investments made during the period and increased fair value changes generated by our investments.

In addition to the above-mentioned other financial assets measured at fair value through profit or loss, we also invest in wealth management products (as part of our cash management activities) to enhance returns on our idle funds while maintaining the liquidity required for our operations. To monitor risks associated with financial assets, we have adopted comprehensive internal policies and guidelines, including detailed operating procedures for entrusted wealth management business.

With respect to wealth management investments, we focus on products with high safety, good liquidity, and controllable risks. The scope of investments we are permitted to make includes negotiable certificates of deposit, structured deposits, income certificates, pledged quotation repurchase agreements, and other wealth management products offered by banks, securities companies, and other licensed financial institutions. We strictly prohibit the use of funds required for normal operations or project construction for wealth management investments.

Our treasury management department is the management and execution department for wealth management investments. This department is responsible for formulating investment plans, managing day-to-day operations, maintaining investment ledgers, and monitoring investment performance. Our financial professionals responsible for wealth management investments include our Chief Financial Officer, department heads, treasury officers, and cashiers, all of whom have extensive experience in financial management and investment matters.

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This document is a draft, is incomplete and may be amended, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

We have established a multi-tiered approval system to ensure proper oversight. Routine investments within the annual quota approved by the Board of Directors are reviewed by treasury officers, approved by the head of the treasury management department, and authorized by the Chief Financial Officer. For investments exceeding certain thresholds, we require additional approval from the Board of Directors and (where applicable) shareholders, and assume corresponding disclosure obligations in accordance with applicable regulations.

We will comply with the relevant provisions of Chapter 14 of the Listing Rules and, following [compilation], disclose details of our investments or other notifiable transactions as and when necessary and appropriate.

Inventories

Our inventories primarily consist of (i) finished goods; (ii) work in progress; and (iii) raw materials. The following table sets out a breakdown of our inventories as of the dates indicated:

| | As of December 31, | | | As of September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB thousands) | | | | | Raw materials | 2,380,098 | 1,533,755 | 1,341,010 | 2,188,505 | | Work in progress | 3,019,458 | 1,822,485 | 2,088,369 | 2,560,408 | | Finished goods | 4,139,890 | 3,364,785 | 3,393,086 | 3,962,300 | | Goods in transit | 952,630 | 901,487 | 683,367 | 1,249,317 | | Others | 11,866 | 6,373 | 63,095 | 88,685 | | Contract fulfillment costs | 34,405 | 153,609 | 262,043 | 212,514 | | Less: | | | | | | Inventory provisions | (663,800) | (737,867) | (345,884) | (326,917) | | Total | 9,874,547 | 7,044,627 | 7,485,086 | 9,934,812 |

Our inventories decreased by 28.7% from RMB9,874.5 million as of December 31, 2022 to RMB7,044.6 million as of December 31, 2023, primarily due to (i) a decrease in work in progress of RMB1,197.0 million and a decrease in finished goods of RMB775.1 million, broadly in line with the decline in our production volume in 2023; and (ii) a decrease in raw materials of RMB846.3 million, primarily due to price declines of certain key raw materials and our use of raw materials stored in 2022. Our inventories increased by 6.3% from RMB7,044.6 million as of December 31, 2023 to RMB7,485.1 million as of December 31, 2024, primarily due to a decrease in inventory provisions of RMB392.0 million as a result of our optimized inventory management. Our inventories increased by 32.7% from RMB7,485.1 million as of December 31, 2024 to RMB9,934.8 million as of September 30, 2025, primarily due to (i) an increase in raw materials of RMB847.5 million; (ii) an increase in finished goods of RMB569.2 million; and (iii) an increase in goods in transit of RMB566.0 million, primarily as a result of our increased inventory levels to meet growing business demand.

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This document is a draft, is incomplete and may be amended, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

As of December 31, 2022, 2023, and 2024 and September 30, 2025, our inventory impairment provisions amounted to RMB663.8 million, RMB737.9 million, RMB345.9 million, and RMB326.9 million, respectively. The provisions primarily reflect impairments of (i) raw materials; (ii) work in progress; and (iii) finished goods, mainly due to (i) raw material price fluctuations causing inventory costs to exceed net realizable value; and (ii) relatively high unit production costs resulting from lower capacity utilization rates for certain products during the ramp-up phase. Our inventory impairment provisions decreased by 53.1% from RMB737.9 million as of December 31, 2023 to RMB345.9 million as of December 31, 2024, primarily due to (i) relatively stable raw material price fluctuations in 2024 compared to 2023; and (ii) our implementation of daily delivery arrangements with certain suppliers for production materials based on actual demand rather than pre-stocking.

The following table sets out the aging analysis of our inventories as of the dates indicated:

| | As of December 31, | | | As of September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB thousands) | | | | | Within one year | 10,269,186 | 7,482,107 | 7,544,500 | 9,922,612 | | One to two years | 239,887 | 236,154 | 238,884 | 240,006 | | Over two years | 29,274 | 64,233 | 47,586 | 99,111 | | Total | 10,538,347 | 7,782,494 | 7,830,970 | 10,261,729 |

The following table sets out our average inventory turnover days for the periods indicated:

| | Year ended December 31, | | | Nine months ended September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | Average inventory turnover days(1) | 69 | 73 | 55 | 64 |

Note: (1) Average inventory turnover days equals the average of the opening and closing inventory balances for the period indicated divided by the cost of sales for the same period, multiplied by 360 days (for full-year periods) or 270 days (for nine-month periods).

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This document is a draft, is incomplete and may be amended, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

Our inventory turnover days remained relatively stable in 2022 and 2023, at 69 days and 73 days, respectively. Our inventory turnover days decreased from 73 days in 2023 to 55 days in 2024, primarily due to our improved inventory management. Our inventory turnover days increased from 55 days in 2024 to 64 days for the nine months ended September 30, 2025, as we strategically increased our raw material reserves.

As of November 30, 2025, RMB7,854.0 million, or 76.5%, of our inventories as of September 30, 2025 had been sold or consumed.

Trade Receivables and Bills Receivable

Our trade receivables and bills receivable primarily represent amounts receivable from customers in the ordinary course of business less provisions for credit losses. The following table sets out a breakdown of our trade receivables and bills receivable as of the dates indicated:

| | As of December 31, | | | As of September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB thousands) | | | | | Trade receivables | 12,540,907 | 12,026,657 | 16,235,955 | 17,277,552 | | Bills receivable | 984,419 | 838,388 | 434,320 | 334,526 | | Less: | | | | | | Provisions for credit losses | (93,302) | (80,873) | (157,226) | (211,308) | | Total | 13,432,024 | 12,784,172 | 16,513,049 | 17,400,770 |

Our trade receivables and bills receivable remained relatively stable as of December 31, 2022 and December 31, 2023, at RMB13,432.0 million and RMB12,784.2 million, respectively. Our trade receivables and bills receivable increased by 29.2% to RMB16,513.0 million as of December 31, 2024, primarily due to an increase in trade receivables of RMB4,209.3 million as our revenue increased; the turnover days of trade receivables and bills receivable remained relatively stable in 2023 and 2024, at 99 days and 94 days, respectively. Our trade receivables and bills receivable increased by 5.4% to RMB17,400.8 million as of September 30, 2025, primarily due to an increase in trade receivables as our revenue increased, which was partially offset by an increase in provisions for credit losses, mainly due to additional provisions made in respect of amounts receivable from Weir (威睿).

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This document is a draft, is incomplete and may be amended, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

The following table sets out the aging analysis of our trade receivables as of the dates indicated:

| | As of December 31, | | | As of September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB thousands) | | | | | Within 1 year | 12,433,450 | 11,914,045 | 15,893,678 | 16,899,500 | | 1 to 2 years | 67,724 | 50,920 | 287,071 | 257,382 | | 2 to 3 years | 19,505 | 49,830 | 29,508 | 98,548 | | Over 3 years | 20,228 | 11,862 | 25,698 | 22,122 | | Total | 12,540,907 | 12,026,657 | 16,235,955 | 17,277,552 |

Our trade receivables aged between one and two years increased from RMB50.9 million as of December 31, 2023 to RMB287.1 million as of December 31, 2024, and decreased to RMB257.4 million as of September 30, 2025. The significant increase from December 31, 2023 to December 31, 2024 was primarily attributable to (i) adjustments to the payment schedules of certain customers following mutual negotiation based on their cash flow conditions; and (ii) extended settlement periods with certain customers following ongoing negotiations and confirmation of specific payment and settlement arrangements.

The following table sets out the turnover days of our trade receivables and bills receivable for the periods indicated:

| | Year ended December 31, | | | Nine months ended September 30, | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | Average turnover days of trade receivables and bills receivable(1) | 76 | 99 | 94 | 105 |

Note: (1) Average turnover days of trade receivables and bills receivable equals the average of the opening and closing balances of trade receivables and bills receivable for the period indicated divided by the revenue for the same period, multiplied by 360 days (for full-year periods) or 270 days (for nine-month periods).

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This document is a draft, is incomplete and may be amended, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

The average turnover days of our trade receivables and notes receivable increased from 76 days in 2022 to 99 days in 2023, primarily due to (i) an increased proportion of customers with longer credit periods, who are typically major industry participants maintaining substantial transactions with us and having good credit records; and (ii) the contraction of business operations and market weakness in 2023, which affected our collection efficiency. Our trade receivables and notes receivable turnover days remained relatively stable in 2023 and 2024, at 99 days and 94 days respectively. The average turnover days of our trade receivables and notes receivable increased to 105 days for the nine months ended 30 September 2025, due to the expansion of our customer base and more diversified customer payment terms.

As of 30 November 2025, RMB10,097.4 million, or 58.4%, of our trade receivables as of 30 September 2025 had subsequently been settled.

Accrued Expenses and Other Payables

Our current accrued expenses and other payables mainly comprise salaries, wages and benefits payable to our employees. Our non-current accrued expenses and other payables mainly include (i) redemption liabilities arising from a subsidiary's share repurchase obligations to its shareholders; and (ii) amounts payable to non-controlling interests of subsidiaries, mainly comprising amounts payable by subsidiaries in respect of relevant construction projects. The following table sets out the details of our accrued expenses and other payables as of the dates indicated.

| | As of 31 December | | | As of 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | |

**Current**

| Salaries, wages and benefits | 860,067 | 967,320 | 1,166,381 | 898,885 | |---|---|---|---|---| | Accrued expenses and others | 84,902 | 77,579 | 153,965 | 208,606 | | Redemption liabilities | 706,152 | 124,132 | – | – | | Repurchase obligations for equity incentives | 105,482 | – | – | – | | Deposits payable | 311,445 | 35,460 | 45,172 | 57,877 | | Dividends payable | – | – | – | 110,297(1) | | Other taxes payable | 107,955 | 204,351 | 119,257 | 169,024 | | Amounts payable to non-controlling interests of subsidiaries | 525 | 130,478 | 8,009 | 63 | | Others | 128,797 | 69,408 | 99,299 | 64,645 | | **Total** | **2,305,325** | **1,608,728** | **1,592,083** | **1,509,397** |

– 366 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

| | As of 31 December | | | As of 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | |

**Non-current**

| Redemption liabilities | 799,000 | 971,030 | 1,000,713 | 1,141,420 | |---|---|---|---|---| | Amounts payable to non-controlling interests of subsidiaries | 1,243,942 | 1,139,724 | 1,099,961 | 1,126,722 | | Others | – | – | – | 3,645 | | **Total** | **2,042,942** | **2,110,754** | **2,100,674** | **2,271,787** |

Note: (1) The dividends payable as of 30 September 2025 were fully settled in October 2025.

The current portion of our accrued expenses and other payables decreased by 30.2% from RMB2,305.3 million as of 31 December 2022 to RMB1,608.7 million as of 31 December 2023, primarily due to the decrease in redemption liabilities as one of our subsidiaries fulfilled its share repurchase obligations in June 2023. The current portion of our accrued expenses and other payables remained relatively stable as of 31 December 2023 and 2024, at RMB1,608.7 million and RMB1,592.1 million respectively. The current portion of our accrued expenses and other payables decreased by 5.2% from RMB1,592.1 million as of 31 December 2024 to RMB1,509.4 million as of 30 September 2025, primarily due to the payment of year-end bonuses during the period.

As of 30 November 2025, RMB1,072.6 million, or 71.1%, of the outstanding current portion of our accrued expenses and other payables as of 30 September 2025 had subsequently been settled.

The non-current portion of our accrued expenses and other payables remained relatively stable as of 31 December 2022, 2023 and 2024 and 30 September 2025, at RMB2,042.9 million, RMB2,110.8 million, RMB2,100.7 million and RMB2,271.8 million respectively.

– 367 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

Trade Payables and Notes Payable

Our trade payables and notes payable mainly comprise amounts payable to suppliers in the ordinary course of business. The following table sets out the ageing analysis of our trade payables and notes payable as of the dates indicated:

| | As of 31 December | | | As of 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Trade payables | 15,164,889 | 14,763,873 | 17,775,532 | 19,495,624 | | Notes payable | 8,007,783 | 4,355,347 | 7,208,505 | 8,956,232 | | **Total** | **23,172,672** | **19,119,220** | **24,984,037** | **28,451,856** |

Our trade payables and notes payable decreased by 17.5% from RMB23,172.7 million as of 31 December 2022 to RMB19,119.2 million as of 31 December 2023, primarily due to a decrease in notes payable of RMB3,652.4 million, which was broadly in line with the decline in revenue, partly attributable to a decrease in raw material prices. Our trade payables and notes payable increased by 30.7% from RMB19,119.2 million as of 31 December 2023 to RMB24,984.0 million as of 31 December 2024, and further increased to RMB28,451.9 million as of 30 September 2025, primarily due to our increased procurement from suppliers as we continued to expand our business operations.

The following table sets out the ageing analysis of our trade payables as of the dates indicated:

| | As of 31 December | | | As of 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Within 1 year | 15,027,799 | 14,414,771 | 17,398,950 | 19,034,051 | | 1 to 2 years | 81,166 | 293,304 | 335,879 | 353,109 | | 2 to 3 years | 11,061 | 30,820 | 21,663 | 73,994 | | Over 3 years | 44,863 | 24,978 | 19,040 | 34,470 | | **Total** | **15,164,889** | **14,763,873** | **17,775,532** | **19,495,624** |

– 368 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

The following table sets out the average turnover days of our trade payables and notes payable for the periods indicated:

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Average turnover days of trade payables and notes payable(1) | 143 | 182 | 166 | 198 |

Note: (1) Average turnover days of trade payables and notes payable equals the average of the opening and closing balances of trade payables and notes payable for the period indicated, divided by cost of sales for the same period, multiplied by 360 days (for a full-year period) or 270 days (for a nine-month period).

The average turnover days of our trade payables and notes payable increased from 143 days in 2022 to 182 days in 2023, as certain of our suppliers changed their settlement method from telegraphic transfer to notes. The average turnover days of our trade payables and notes payable decreased from 182 days in 2023 to 166 days in 2024, primarily because we offered preferential payment terms to certain suppliers in exchange for better supply arrangements, such as implementing daily delivery of production materials based on actual demand (rather than pre-stocked inventory), thereby enhancing our responsiveness to production requirements and reducing obsolescence risk. The average turnover days of our trade payables and notes payable increased from 166 days in 2024 to 198 days for the nine months ended 30 September 2025, as certain suppliers granted us longer credit periods.

As of 30 November 2025, RMB8,323.7 million, or 42.7%, of the outstanding trade payables as of 30 September 2025 had subsequently been settled.

Contract Liabilities

Our contract liabilities mainly comprise advance payments received from customers in the ordinary course of business. As of 31 December 2022, 2023 and 2024 and 30 September 2025, our contract liabilities amounted to RMB595.6 million, RMB602.5 million, RMB665.4 million and RMB1,296.4 million respectively. During the track record period, the overall increase in our contract liabilities was broadly in line with our business growth.

As of 30 November 2025, approximately RMB539.1 million, or 41.6%, of our contract liabilities as of 30 September 2025 had been recognised as revenue.

– 369 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

Net Current Assets

The following table sets out our current assets, current liabilities and net current assets as of the dates indicated:

| | As of 31 December | | | As of 30 September | As of 30 November | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | 2025 | | | (RMB'000) | | | | (Unaudited) |

**Current Assets**

| Inventories | 9,874,547 | 7,044,627 | 7,485,086 | 9,934,812 | 11,014,853 | |---|---|---|---|---|---| | Contract assets | 39,857 | 32,328 | 55,062 | 31,813 | 32,406 | | Trade receivables and notes receivable | 13,432,024 | 12,784,172 | 16,513,049 | 17,400,770 | 19,113,146 | | Prepayments and other receivables | 835,896 | 873,046 | 757,546 | 711,811 | 1,019,069 | | Notes receivable at other comprehensive income | 295,691 | 561,006 | 658,422 | 511,101 | 590,555 | | Wealth management products | 110,000 | 404,420 | 151,375 | 344,676 | 369,371 | | Derivative financial instruments | – | 961 | 207,590 | 470,265 | 576,293 | | Restricted cash and time deposits | 8,256,250 | 4,767,350 | 8,403,659 | 10,356,836 | 10,835,098 | | Cash and cash equivalents | 11,097,753 | 13,668,744 | 9,465,822 | 11,145,952 | 10,259,291 | | Other current assets | 1,207,242 | 1,634,328 | 1,614,825 | 2,055,132 | 2,186,227 | | **Total current assets** | **45,149,260** | **41,770,982** | **45,312,436** | **52,963,168** | **55,996,309** |

**Current Liabilities**

| Borrowings | 11,107,650 | 10,522,019 | 12,182,991 | 16,769,733 | 18,325,552 | |---|---|---|---|---|---| | Trade payables and notes payable | 23,172,672 | 19,119,220 | 24,984,037 | 28,451,856 | 30,906,238 | | Contract liabilities | 595,558 | 602,537 | 665,433 | 1,296,428 | 1,087,862 | | Lease liabilities | 174,619 | 304,436 | 288,658 | 304,499 | 345,593 | | Current tax liabilities | 13,966 | 46,645 | 54,188 | 128,310 | 178,040 | | Convertible bonds | 1,144,000 | – | – | – | – | | Financial liabilities at fair value through profit or loss | – |

3,000 | 7,000 | 3,000 | 3,000

Derivative financial instruments . . . . . . . . . . . . . . . . | – | – | 349,636 | 373,018 | 458,325

Accrued expenses and other payables . . . . . . | 2,305,325 | 1,608,728 | 1,592,083 | 1,509,397 | 1,618,597

Provisions . . . . . . . . . . . . . . . . . . . . . . . | 32,713 | 20,217 | 2,193 | 222,729 | 222,225

Other current liabilities . . . . . . . . . . . . . . . . | 460,696 | 538,329 | 418,111 | 494,359 | 432,222

Total current liabilities . . . . . . . . . . . . . . . . | 39,007,199 | 32,765,131 | 40,544,330 | 49,553,329 | 53,577,654

Net current assets . . . . . . . . . . . . . . . . | 6,142,061 | 9,005,851 | 4,768,106 | 3,409,839 | 2,418,655

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss

– 370 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

As at 30 November 2025, our net current assets were RMB2,418.7 million, representing a decrease of RMB991.2 million from net current assets of RMB3,409.8 million as at 30 September 2025. Such decrease was primarily due to (i) an increase in trade payables and notes payable of RMB2,454.4 million, mainly attributable to increased purchases from suppliers as we continued to expand our business operations; (ii) an increase in borrowings of RMB1,555.8 million, generally in line with our continuously expanding business operations; and (iii) a decrease in cash and cash equivalents of RMB886.7 million. Such decrease was partially offset by: (i) an increase in trade receivables and notes receivable of RMB1,712.4 million, reflecting the expansion of our business scale; (ii) an increase in inventories of RMB1,080.0 million, as we increased inventory levels to support business growth; and (iii) an increase in restricted cash and time deposits of RMB478.3 million.

As at 30 September 2025, our net current assets were RMB3,409.8 million, representing a decrease of RMB1,358.3 million from net current assets of RMB4,768.1 million as at 31 December 2024. Such decrease was primarily due to (i) an increase in borrowings of RMB4,586.7 million; and (ii) an increase in trade payables and notes payable of RMB3,467.8 million, mainly attributable to increased purchases from suppliers as we continued to expand our business operations. Such decrease was partially offset by: (i) an increase in inventories of RMB2,449.7 million, as we increased inventory levels to meet growing business demand; (ii) an increase in restricted cash and time deposits of RMB1,953.2 million; and (iii) an increase in cash and cash equivalents of RMB1,680.1 million.

As at 31 December 2024, our net current assets were RMB4,768.1 million, representing a decrease of RMB4,237.8 million from net current assets of RMB9,005.9 million as at 31 December 2023. Such decrease was primarily due to (i) an increase in trade payables and notes payable of RMB5,864.8 million, mainly in line with our business expansion; (ii) a decrease in cash and cash equivalents of RMB4,202.9 million, primarily resulting from increased capital expenditure on property, plant and equipment as we strategically expanded our production and research and development facilities; and (iii) an increase in borrowings of RMB1,661.0 million, generally in line with our continuously expanding business scale. Such decrease was partially offset by: (i) an increase in trade receivables and notes receivable of RMB3,728.9 million and (ii) an increase in restricted cash of RMB3,636.3 million used for business procurement, both reflecting the expansion of our business scale.

As at 31 December 2023, our net current assets were RMB9,005.9 million, representing an increase of RMB2,863.8 million from net current assets of RMB6,142.1 million as at 31 December 2022. Such increase was primarily due to (i) a decrease in trade payables and notes payable of RMB4,053.5 million, consistent with an overall decrease in revenue from the consumer battery business and power battery business; (ii) an increase in cash and cash equivalents of RMB2,571.0 million, reflecting an increase in net proceeds from financing activities and an increase in operating cash inflows; and (iii) a decrease in convertible bonds converted into equity of RMB1,144.0 million. Such increase was partially offset by: (i) a decrease in restricted cash and time deposits of RMB3,488.9 million, mainly due to a decrease in security deposits for bank acceptance bills; and (ii) a decrease in inventories of RMB2,829.9 million resulting from declining raw material prices, in line with the business scale.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

Liquidity and Capital Resources

Our cash requirements are primarily related to operating activities, capital expenditure and dividend distributions. We have historically funded our operations primarily through cash flows generated from operations, borrowings and financing activities.

Cash Flows

The following table sets forth selected cash flow statement information for the periods indicated:

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | (RMB'000) | | | (Unaudited) | |

| Net cash generated from operating activities . . . . . . . . . . | 439,281 | 2,729,717 | 2,992,429 | 2,483,268 | 2,099,321 | | Net cash used in investing activities . . . . . . . . . . | (9,640,928) | (5,968,608) | (5,764,272) | (4,612,121) | (6,007,415) | | Net cash generated from/(used in) financing activities . . | 14,880,791 | 5,770,948 | (1,439,055) | (1,284,879) | 5,589,464 | | Net increase/(decrease) in cash and cash equivalents . . . . . . . . . . . | 5,679,144 | 2,532,057 | (4,210,898) | (3,413,732) | 1,681,370 | | Cash and cash equivalents at the beginning of year/period . . . . . . | 5,441,712 | 11,097,753 | 13,668,744 | 13,668,744 | 9,465,822 | | Cash and cash equivalents at the end of year/period . . . . . . | 11,097,753 | 13,668,744 | 9,465,822 | 10,265,706 | 11,145,952 |

Net Cash Generated from Operating Activities

Our cash generated from operating activities primarily reflects our profit or loss before tax adjusted for certain non-cash or non-operating items and changes in working capital.

For the nine months ended 30 September 2025, our net cash generated from operating activities was RMB2,099.3 million, primarily attributable to profit before income tax of RMB987.5 million for the period, adjusted to reflect certain non-cash or non-operating items, mainly including (i) depreciation and amortisation of non-current assets of RMB2,397.4 million, (ii) finance costs of RMB578.9 million, and (iii) fair value gains on other financial assets at fair value through profit or loss of RMB480.4 million. Changes in working capital mainly included (i) an increase in payables of RMB2,118.6 million, primarily due to increased purchases from suppliers as we continued to expand our business operations; (ii) an increase in inventories of RMB2,707.5 million, as we increased inventory levels to meet growing business demand; and (iii) an increase in receivables of RMB1,133.9 million, primarily due to the expansion of our business scale.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

For the nine months ended 30 September 2024, our net cash generated from operating activities was RMB2,483.3 million, primarily attributable to profit before income tax of RMB702.4 million for the period, adjusted to reflect certain non-cash or non-operating items, mainly including (i) depreciation and amortisation of non-current assets of RMB2,037.3 million, (ii) finance costs of RMB525.2 million, and (iii) interest income of RMB293.7 million. Changes in working capital mainly included (i) an increase in payables of RMB2,228.1 million, primarily due to the expansion of our business scale; (ii) an increase in receivables of RMB1,876.0 million, primarily due to the expansion of our business scale; and (iii) an increase in inventories of RMB1,630.8 million, as we increased inventory levels to meet growing business demand.

In 2024, our net cash generated from operating activities was RMB2,992.4 million, primarily attributable to profit before income tax of RMB788.7 million for the year, adjusted to reflect certain non-cash or non-operating items, mainly including (i) depreciation and amortisation of non-current assets of RMB2,849.3 million, (ii) finance costs of RMB716.4 million, and (iii) interest income of RMB404.9 million. Changes in working capital mainly included (i) an increase in payables of RMB2,095.9 million, as we increased purchases from suppliers in line with the expansion of our business operations; (ii) an increase in receivables of RMB4,129.4 million, generally in line with our revenue growth.

In 2023, our net cash generated from operating activities was RMB2,729.7 million, primarily attributable to profit before income tax of RMB168.3 million for the year, adjusted to reflect certain non-cash or non-operating items, mainly including (i) depreciation and amortisation of non-current assets of RMB2,345.0 million, (ii) finance costs of RMB726.9 million, and (iii) inventory impairment provisions of RMB628.9 million. Changes in working capital mainly included (i) a decrease in inventories of RMB2,201.0 million, primarily due to a decline in our production volume and an overall decrease in raw material prices; (ii) a decrease in receivables of RMB1,186.9 million, primarily due to the release of security deposits for operation-related bills; and (iii) a decrease in payables of RMB4,495.3 million, due to an overall reduction in purchases from suppliers in line with the contraction in our business scale.

In 2022, our net cash generated from operating activities was RMB439.3 million, primarily attributable to profit before income tax of RMB439.5 million for the year, adjusted to reflect certain non-cash or non-operating items, mainly including (i) depreciation and amortisation of non-current assets of RMB1,768.1 million, (ii) finance costs of RMB687.5 million, and (iii) inventory impairment provisions of RMB622.3 million. Changes in working capital mainly included (i) an increase in payables of RMB7,993.6 million, broadly in line with the expansion of our business operations; (ii) an increase in receivables of RMB8,613.9 million, generally in line with our revenue growth; and (iii) an increase in inventories of RMB2,863.1 million, primarily due to an increase in our production volume.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

Net Cash Used in Investing Activities

For the nine months ended 30 September 2025, our net cash used in investing activities was RMB6,007.4 million, primarily attributable to (i) payments for the purchase of property, plant and equipment, intangible assets and other non-current assets of RMB5,679.7 million; and (ii) placement of time deposits and wealth management products of RMB2,666.8 million, partially offset by withdrawal of time deposits and wealth management products of RMB2,259.5 million.

For the nine months ended 30 September 2024, our net cash used in investing activities was RMB4,612.1 million, primarily attributable to (i) payments for the purchase of property, plant and equipment, intangible assets and other non-current assets of RMB4,616.0 million; and (ii) placement of time deposits and wealth management products of RMB2,613.6 million, partially offset by withdrawal of time deposits and wealth management products of RMB2,616.3 million.

In 2024, our net cash used in investing activities was RMB5,764.3 million, primarily attributable to (i) payments for the purchase of property, plant and equipment, intangible assets and other non-current assets of RMB6,193.1 million; and (ii) placement of time deposits and wealth management products of RMB2,847.0 million, partially offset by withdrawal of time deposits and wealth management products of RMB3,161.8 million.

In 2023, our net cash used in investing activities was RMB5,968.6 million, primarily attributable to (i) payments for the purchase of property, plant and equipment, intangible assets and other non-current assets of RMB5,896.1 million; (ii) placement of time deposits and wealth management products of RMB3,603.9 million; and (iii) payments for investments in associates and joint ventures of RMB511.0 million, partially offset by (i) withdrawal of time deposits and wealth management products of RMB3,197.2 million; and (ii) government grants received in respect of assets of RMB888.5 million.

In 2022, our net cash used in investing activities was RMB9,640.9 million, primarily attributable to (i) payments for the purchase of property, plant and equipment, intangible assets and other non-current assets of RMB9,093.6 million; and (ii) placement of time deposits and wealth management products of RMB1,070.0 million, partially offset by withdrawal of time deposits and wealth management products of RMB960.0 million.

Net Cash Generated from/(Used in) Financing Activities

For the nine months ended 30 September 2025, our net cash generated from financing activities was RMB5,589.5 million, primarily attributable to proceeds from borrowings of RMB21,536.4 million. Such net cash inflow was partially offset by (i) repayment of borrowings of RMB14,575.3 million; and (ii) changes in restricted cash of RMB561.8 million.

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This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Financial Data

For the nine months ended 30 September 2024, net cash used in financing activities was RMB1,284.9 million, primarily attributable to (i) repayment of borrowings of RMB11,964.2 million; (ii) changes in restricted cash of RMB537.7 million; (iii) transactions with non-controlling interests of RMB534.6 million; (iv) other interest paid of RMB503.5 million; and (v) payments for share repurchases of RMB340.0 million. Such net cash outflow was partially offset by proceeds from borrowings of RMB12,901.6 million.

In 2024, net cash used in financing activities was RMB1,439.1 million, primarily attributable to (i) repayment of borrowings of RMB15,273.3 million; (ii) changes in restricted cash of RMB930.3 million; and (iii) other interest paid of RMB655.0 million, partially offset by proceeds from borrowings of RMB17,231.8 million.

In 2023, net cash generated from financing activities was RMB5,770.9 million, primarily attributable to (i) proceeds from borrowings of RMB16,411.7 million; (ii) capital contributions from non-controlling interests of RMB2,358.7 million; and (iii) proceeds from loans from non-controlling interests of subsidiaries of RMB200.5 million. Such net cash inflow was partially offset by (i) repayment of borrowings of RMB11,611.0 million; (ii) changes in restricted cash of RMB1,148.6 million; and (iii) other interest paid of RMB752.1 million.

In 2022, net cash generated from financing activities was RMB14,880.8 million, primarily attributable to (i) proceeds from borrowings of RMB12,720.9 million; (ii) capital contributions from non-controlling interests of RMB8,387.6 million; and (iii) proceeds from issuance of shares of RMB3,117.9 million. Such net cash inflow was partially offset by (i) repayment of borrowings of RMB8,450.8 million; (ii) changes in restricted cash of RMB1,976.1 million; and (iii) other interest paid of RMB708.8 million.

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Sufficiency of Working Capital

Taking into account the financial resources available to the Group, including the estimated [REDACTED] net proceeds of [REDACTED] and the cash expected to be generated from operating activities, the Directors are of the opinion that we have sufficient working capital to meet our present requirements and those for the 12 months from the date of this document.

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Indebtedness

As at 31 December 2022, 2023 and 2024, 30 September 2025 and 30 November 2025, our indebtedness comprised borrowings, lease liabilities and redemption liabilities. As at 30 November 2025, being the debt date for the purpose of the indebtedness statement, our total indebtedness amounted to RMB33,944.5 million.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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Financial Data

The following table sets out the breakdown and balances of our indebtedness as at the dates indicated:

| | As at 31 December | | | As at 30 September | As at 30 November | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | 2025 | | | (RMB'000) | | | (Unaudited) | |

**Non-current**

| | 2022 | 2023 | 2024 | 30 Sep 2025 | 30 Nov 2025 | |---|---|---|---|---|---| | Borrowings | 4,216,393 | 7,070,678 | 7,090,482 | 9,958,553 | 10,090,072 | | Lease liabilities | 1,653,804 | 2,458,406 | 2,578,670 | 2,662,099 | 2,673,998 | | Amounts due to non-controlling interests of subsidiaries | 1,243,942 | 1,139,724 | 1,099,961 | 1,126,722 | 1,132,777 | | Redemption liabilities | 799,000 | 971,030 | 1,000,713 | 1,141,420 | 1,146,717 | | Financial liabilities at fair value through profit or loss | 4,583 | 19,807 | 84,136 | 229,768 | 229,768 | | **Subtotal** | **7,917,722** | **11,659,645** | **11,853,962** | **15,118,562** | **15,273,332** |

**Current**

| | 2022 | 2023 | 2024 | 30 Sep 2025 | 30 Nov 2025 | |---|---|---|---|---|---| | Borrowings | 11,107,650 | 10,522,019 | 12,182,991 | 16,769,733 | 18,325,552 | | Lease liabilities | 174,619 | 304,436 | 288,658 | 304,499 | 345,593 | | Convertible bonds | 1,144,000 | – | – | – | – | | Redemption liabilities | 706,152 | 124,132 | – | – | – | | Amounts due to non-controlling interests of subsidiaries | 525 | 130,478 | 8,009 | 63 | – | | **Subtotal** | **13,132,946** | **11,081,065** | **12,479,658** | **17,074,295** | **18,671,145** |

| **Total** | **21,050,668** | **22,740,710** | **24,333,620** | **32,192,857** | **33,944,477** |

Save for the indebtedness disclosed above as at 31 December 2022, 2023 and 2024, 30 September 2025 and 30 November 2025, we did not have any material mortgages, charges, debentures, loan capital, debt securities, loans, bank overdrafts or other similar indebtedness, finance leases or hire purchase commitments, acceptance liabilities (other than normal trade bills) or acceptance credits, whether secured or unsecured, whether guaranteed or unguaranteed.

As at the Latest Practicable Date, there were no material restrictive covenants in our indebtedness that may materially restrict our ability to obtain future financing, and we had no material defaults on debts or breaches of covenants during the Track Record Period and up to the Latest Practicable Date. The Directors confirm that we had not experienced any difficulties in obtaining bank loans and other borrowings, and had not defaulted on any repayment of bank loans and other borrowings or breached any covenants during the Track Record Period and up to the Latest Practicable Date. The Directors further confirm that there has been no material change in our indebtedness since 30 November 2025 and up to the Latest Practicable Date.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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Financial Data

Borrowings

Our current and non-current bank borrowings primarily comprise (i) secured and unsecured bank loans; (ii) corporate bonds; and (iii) borrowings from third parties and financial institutions. Our current and non-current bank borrowings increased from RMB15,324.0 million as at 31 December 2022 to RMB17,592.7 million as at 31 December 2023, and further increased to RMB19,273.5 million as at 31 December 2024, and subsequently further increased to RMB26,728.3 million as at 30 September 2025. As at 30 November 2025, our borrowings further increased to RMB28,415.6 million. Our borrowings are primarily denominated in RMB. During the Track Record Period, the effective interest rates on our bank loans ranged from 2.08% to 6.86%. For details, please refer to Note 28 to the Accountants' Report in Appendix I to this document. As at 30 November 2025, we had unutilised banking facilities of RMB26,845.6 million.

Lease Liabilities

As at 31 December 2022, 2023 and 2024, 30 September 2025 and 30 November 2025, our total lease liabilities (including both current and non-current portions) amounted to RMB1,828.4 million, RMB2,762.8 million, RMB2,867.3 million, RMB2,966.6 million and RMB3,019.6 million, respectively, primarily comprising properties, offices and land use rights relating to research and development, production facilities and offices. For details, please refer to Note 18 to the Accountants' Report in Appendix I to this document.

Convertible Bonds

As at 31 December 2022, our convertible bonds amounted to RMB1,144.0 million, arising from our subsidiary Sunwoda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) entering into Series A convertible bond agreements with an aggregate principal amount of RMB1,190 million. The investors of these convertible bonds converted all of the convertible bonds held by them into shares of Sunwoda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技) in June 2023. For details, please refer to Note 32 to the Accountants' Report in Appendix I to this document.

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Contingent Liabilities

We have contingent liabilities arising from claims or other legal proceedings that arise from time to time in the ordinary course of business. As at 31 December 2022, 2023 and 2024 and 30 September 2025, our Directors expect that, save for those already provided for, the contingent liabilities will not give rise to any material liabilities. For details, please refer to Note 45 to the Accountants' Report in Appendix I to this document.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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Financial Data

Capital Expenditure

Our capital expenditure primarily comprises (i) property, plant and equipment; (ii) intangible assets; and (iii) right-of-use assets. The following table sets out our capital expenditure for the periods indicated:

| | Year ended 31 December | | | Nine months ended 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Property, plant and equipment | 12,077,658 | 8,749,875 | 6,799,338 | 6,088,172 | | Intangible assets | 34,529 | 66,518 | 85,991 | 33,308 | | Right-of-use assets | 1,311,427 | 1,463,567 | 439,083 | 425,872 | | **Total** | **13,423,614** | **10,279,960** | **7,324,412** | **6,547,352** |

We expect to fund our capital expenditure through our currently available financial resources, cash generated from operations and the [REDACTED] net proceeds to be received from [REDACTED]. Our current capital expenditure plans for any future period are subject to change, and we may adjust our capital expenditure based on future cash flows, operating results and financial condition, business plans, market conditions and various other factors. For further details, please refer to "Future Plans and [REDACTED] Use of Proceeds — [REDACTED] Use of Proceeds."

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Capital Commitments

The following table sets out our capital commitments as at the dates indicated:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | (RMB'000) | | | | | Contracted but not provided for, net of deposits paid / invested | | | | | | Commitments for property, plant and equipment and intangible assets | 5,447,826 | 1,731,444 | 2,349,879 | 3,284,762 |

We expect to fulfil our capital commitments using currently available financial resources, cash generated from operations and the [REDACTED] net proceeds.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

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Financial Data

Key Financial Ratios

The following table sets out certain key financial ratios as at the dates / for the periods indicated:

| | Year ended 31 December / As at 31 December | | | Nine months ended 30 September / As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | Gross profit margin (%)(1) | 12.0 | 12.8 | 14.6 | 16.2 | | Current ratio(2) | 1.2 | 1.3 | 1.1 | 1.1 | | Inventory turnover rate(3) | 5.2 | 4.9 | 6.6 | 5.6 | | Gearing ratio(4) | 65.2% | 62.7% | 69.3% | 91.6% |

**Notes:**

(1) Gross profit margin is calculated as gross profit for the year/period divided by revenue for the year/period multiplied by 100%.

(2) Current ratio is calculated as total current assets divided by total current liabilities as at the end of the year/period.

(3) Inventory turnover rate is calculated as annualised cost of sales divided by the average of the opening and closing inventory balances for the year/period indicated.

(4) Gearing ratio is calculated as total indebtedness (comprising interest-bearing borrowings and finance lease liabilities) divided by total equity as at the date indicated, multiplied by 100%.

Gross Profit Margin

For details, please refer to "— Comparison of Results of Operations for Each Period."

Current Ratio

Our current ratio increased from 1.2 as at 31 December 2022 to 1.3 as at 31 December 2023, primarily due to (i) an increase in cash and cash equivalents of RMB2,571.0 million, reflecting an increase in net proceeds from financing activities and higher operating cash inflows; and (ii) a decrease in trade payables and notes payable of RMB4,053.5 million, primarily due to a decrease in settlement obligations, which was consistent with the overall decrease in revenue from our consumer battery business and power battery business.

Our current ratio decreased from 1.3 as at 31 December 2023 to 1.1 as at 31 December 2024, primarily due to (i) a decrease in cash and cash equivalents of RMB4,202.9 million, mainly as a result of increased capital expenditure on property, plant and equipment, primarily because we strategically expanded our production and research and development facilities; and (ii) an increase in trade payables and notes payable of RMB5,864.8 million, which was primarily in line with our business expansion.

As at 31 December 2024 and 30 September 2025, our current ratio remained relatively stable at 1.1 and 1.1, respectively.

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*This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.*

FINANCIAL INFORMATION

Inventory Turnover Rate Please refer to "— Discussion of Selected Items of the Consolidated Statements of Financial Position" for details.

Gearing Ratio Our gearing ratio decreased from 65.2% as of December 31, 2022 to 62.7% as of December 31, 2023, primarily because our total equity increased from RMB26,315.4 million to RMB32,444.6 million, which exceeded the increase in our total borrowings and lease liabilities from RMB17,152.5 million to RMB20,355.5 million.

Our gearing ratio increased from 62.7% as of December 31, 2023 to 69.3% as of December 31, 2024, primarily due to (i) our borrowings increasing from RMB17,592.7 million to RMB19,273.5 million; and (ii) our total equity slightly decreasing from RMB32,444.6 million to RMB31,926.9 million.

Our gearing ratio further increased from 69.3% as of December 31, 2024 to 91.6% as of September 30, 2025, primarily because our borrowings continued to increase from RMB19,273.5 million to RMB26,728.3 million, while our total equity remained relatively stable at RMB31,926.9 million and RMB32,417.0 million as of December 31, 2024 and September 30, 2025, respectively.

Related Party Transactions We enter into transactions with related parties from time to time. For details of related party transactions, please refer to Note 46 of the accountants' report contained in Appendix I to this document. The Directors consider that each of the related party transactions set out in Note 46 of the accountants' report contained in Appendix I to this document (i) was conducted on a fair basis and on normal commercial terms, and each of such transactions is considered to be fair, reasonable and in the overall interests of the shareholders; and (ii) will not distort our financial results during the track record period or make our historical results not reflective of our future performance.

As of September 30, 2025, all non-trade amounts receivable from related parties have been settled. Any related party transactions after [REDACTED] will be conducted in accordance with the applicable Listing Rules.

Off-Balance Sheet Arrangements As of the Latest Practicable Date, we have not entered into any off-balance sheet arrangements.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

Financial Risk Disclosure Our operating activities expose us to a variety of financial risks, such as market risks (including foreign exchange risk and interest rate risk), credit risk, liquidity risk and price risk. Our overall risk management aims to balance risk and return, minimize the adverse impact of risks on our financial performance, and maximize the interests of shareholders and other equity investors. Based on this objective, our fundamental risk management strategy is to identify and analyze the risks we face, set appropriate risk tolerance levels, monitor such risks in a timely and reliable manner, and control them within acceptable limits. For details of our financial risks and risk management measures, please refer to Note 3 of the accountants' report contained in Appendix I to this document.

Market Risk

Foreign Exchange Risk Foreign exchange risk arises when future commercial transactions or recognized assets and liabilities are not denominated in the respective functional currencies of our entities. We manage foreign exchange risk by regularly reviewing the net foreign exchange risk exposure and minimizing such exposure where possible by buying and selling foreign currencies at market exchange rates.

Interest Rate Risk Our interest rate risk mainly arises from interest-bearing borrowings. Borrowings issued at variable rates expose us to cash flow interest rate risk, while borrowings issued at fixed rates expose us to fair value interest rate risk. We determine the proportion of floating rate and fixed rate borrowings according to market conditions, and maintain an appropriate portfolio of financial instruments through regular review and monitoring.

As of December 31, 2022, 2023 and 2024, and September 30, 2025, our total floating rate borrowings were approximately RMB3,706.3 million, RMB7,237.7 million, RMB7,940.4 million and RMB11,702.2 million, respectively.

Credit Risk Credit risk arises from cash and cash equivalents, restricted cash and time deposits, as well as trade receivables and bills receivable, other receivables and contract assets. The carrying amount of each of the above categories of financial assets represents our maximum credit risk exposure in respect of the corresponding category of financial assets.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

To manage this risk, cash and cash equivalents and restricted cash and time deposits are mainly deposited with reputable financial institutions with good credit quality. To manage the risk arising from trade receivables and bills receivable and other receivables and contract assets, we have established policies to ensure that credit periods are granted only to counterparties with good credit records, and we conduct ongoing credit evaluations of our counterparties. We also have ongoing monitoring procedures in place to ensure that receivables are collected as scheduled and to take follow-up actions to recover overdue debts (if any).

Liquidity Risk We intend to maintain sufficient cash and cash equivalents. Given the dynamic nature of the underlying businesses, our policy is to regularly monitor our liquidity risk and maintain sufficient liquid assets, such as cash and cash equivalents and time deposits, or to retain adequate financing arrangements to meet our liquidity requirements.

Dividends In 2022, 2023 and 2024 and for the nine months ended September 30, 2025, we declared dividends of RMB119.5 million, RMB149.0 million, RMB221.7 million and RMB385.0 million, respectively.

The decision to declare or pay dividends in the future and the amount of any such dividends will be at the discretion of the Board and will depend on a number of factors, including our operating results, cash flows, financial condition, cash dividends paid to us by our subsidiaries, business prospects, statutory and regulatory restrictions on the declaration and payment of dividends by us, and other factors that the Board may deem relevant. The declaration and payment of any dividends and the amount thereof shall be subject to our articles of association and relevant PRC laws and regulations, and shall be approved by our Board and then submitted for approval by the general meeting of shareholders.

In accordance with applicable PRC laws and our articles of association, we may only distribute dividends from our after-tax profits after the following appropriations have been made: making up any accumulated historical losses and appropriating statutory reserves at 10% of our after-tax profits. In the absence of material investment plans or material cash expenditures, profits distributed in cash shall not be less than 10% of the distributable profits realized in the current year. At the same time, the cumulative profits distributed in cash over the past three years shall not be less than 30% of the average annual distributable profits realized over those three years.

Distributable Reserves As of September 30, 2025, we had distributable reserves of RMB7,304.2 million available for distribution to shareholders.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

[REDACTED] Expenses Our [REDACTED] expenses include professional fees, [REDACTED] and other expenses incurred in connection with the [REDACTED] and [REDACTED]. Assuming [REDACTED] at HK$[REDACTED] per share (being the mid-point of the indicative [REDACTED]), we estimate that [REDACTED] expenses will be approximately HK$[REDACTED] million, representing approximately [REDACTED]% of the total [REDACTED], comprising (i) [REDACTED]-related fees of approximately HK$[REDACTED] million; and (ii) non-[REDACTED]-related fees of approximately HK$[REDACTED] million, including (a) sponsor fees of approximately HK$[REDACTED] million; (b) fees and expenses of legal advisers and reporting accountants of approximately HK$[REDACTED] million; and (c) other fees and expenses of approximately HK$[REDACTED] million. During the track record period, we incurred [REDACTED] expenses of RMB[REDACTED] million, of which RMB[REDACTED] million was deducted from the consolidated statement of profit or loss as general and administrative expenses, and RMB[REDACTED] million will be deducted from equity. We expect to incur further [REDACTED] expenses of approximately HK$[REDACTED] million upon completion of the [REDACTED], of which approximately HK$[REDACTED] million is expected to be deducted from the consolidated statement of profit or loss and approximately HK$[REDACTED] million is expected to be deducted from equity. The above [REDACTED] expenses represent the best estimate as of the Latest Practicable Date and are for reference only; the actual amounts may differ from such estimates.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FINANCIAL INFORMATION

[REDACTED]

No Material Adverse Change Our Directors confirm that, as of the Latest Practicable Date, there has been no material adverse change in our financial or trading position, indebtedness, mortgages, contingent liabilities, guarantees or prospects since September 30, 2025 (being the end of the reporting period of the accountants' report contained in Appendix I to this document).

Disclosure Required under the Listing Rules The Directors confirm that, as of the Latest Practicable Date, no circumstances will arise upon the [REDACTED] of the Shares on the Stock Exchange that would require disclosure pursuant to Rules 13.13 to 13.19 of the Listing Rules.

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This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FUTURE PLANS AND USE OF [REDACTED] PROCEEDS

Future Plans For a detailed description of our future plans, please refer to "Business — Our Strategy."

Use of [REDACTED] Proceeds We estimate that, after deducting [REDACTED], fees and estimated expenses payable by us in connection with the [REDACTED], and assuming the [REDACTED] is not exercised and [REDACTED] at HK$[REDACTED] per share (being the mid-point of the indicative [REDACTED] as described in this document), the net proceeds we will receive from the [REDACTED] will be approximately HK$[REDACTED] million.

In accordance with our strategy, we intend to apply the net proceeds for the following purposes, subject to change based on our evolving business needs and changing market conditions:

| | For the year ending December 31, | | | | | | | |---|---|---|---|---|---|---|---| | | 2026 | 2027 | 2028 | 2029 | 2030 | Total | Approximate percentage of total | | | (HK$ million) | | | | | | | | To realize our international growth strategy, including expanding overseas new production facilities and global sales and service network to better reach our growing international customer base | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | For research and development to maintain our leading position in the lithium-ion battery industry and further enhance our technological capabilities | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | To support the digitalization and intelligent upgrading of our operations | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | For potential investments in or acquisitions of upstream and downstream businesses to support our strategic development and expand the breadth and depth of our value chain (Note) | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | For working capital and other general corporate purposes | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | | Total | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] | [REDACTED] |

Note: The investment timeline for each acquisition is determined on a case-by-case basis.

– 386 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FUTURE PLANS AND USE OF [REDACTED] PROCEEDS

• Approximately [REDACTED]% (HK$[REDACTED] million) will be used to realize our international growth strategy, including expanding overseas new production facilities and global sales and service network to better reach our growing international customer base. Specifically:

o Approximately [REDACTED]% (HK$[REDACTED] million) will be used to establish a new production base in Vietnam (the "Vietnam Base") to develop overseas production capacity. In July 2024, our Board convened a meeting and approved a resolution to invest in and construct the Vietnam Base, which is primarily designed for the production of consumer cells and SiP modules, with a total investment amount not exceeding RMB[REDACTED]00 million (approximately HK$[REDACTED] million), of which RMB[REDACTED] million has already been contributed, including registered capital of US$[REDACTED] million, with the remaining funds to be funded through long-term overseas bank loans and net [REDACTED] proceeds. The Vietnam Base will complement our existing facilities in Vietnam (which currently focus on battery pack assembly for consumer batteries).

As part of our overseas production strategic expansion, the Vietnam Base will bring us closer to our key international customers, enhance supply chain efficiency and cost competitiveness through localized manufacturing and regional coordination, and improve our ability to respond to market dynamics and mitigate risks arising from market volatility. This market-driven expansion plan is also consistent with the anticipated growth of the lithium-ion battery industry. According to data from CIC (灼識諮詢), the global shipment volume of consumer batteries is expected to increase from 4,159 million units in 2024 to 5,968 million units in 2030.

The Vietnam Base is designed with an annual production capacity of approximately 56 million battery units. Specifically: (a) approximately [REDACTED]% (HK$[REDACTED] million) of the net [REDACTED] proceeds will be used for the construction of production facilities and ancillary warehouses; (b) approximately [REDACTED]% (HK$[REDACTED] million) of the net [REDACTED] proceeds will be used for electromechanical systems integration and related fit-out works; and (c) approximately [REDACTED]% (HK$[REDACTED] million) of the net [REDACTED] proceeds will be used for the procurement and installation of production equipment and production lines. The Vietnam Base is expected to commence trial production in 2026, with approximately [REDACTED]% of the designed production capacity expected to be in operation by the end of 2026, and to be fully ramped up to [REDACTED]% of the designed production capacity in operation by the end of 2028; and

– 387 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FUTURE PLANS AND USE OF [REDACTED] PROCEEDS

o Approximately [REDACTED]% (HK$[REDACTED] million) will be used to expand our global sales and service network, including: (i) establishing new overseas offices in markets such as France, Brazil and Australia and recruiting experienced local sales professionals to strengthen our international presence, acquire new customers and deepen existing relationships; and (ii) enhancing the customer support capabilities of such overseas offices by engaging localized service personnel to provide timely, responsive and comprehensive support, thereby improving customer satisfaction and loyalty.

• Approximately [REDACTED]% (HK$[REDACTED] million) will be used for research and development to maintain our leading position in the lithium-ion battery industry and further enhance our technological capabilities, including (i) with high-performance cells as the core, driving innovation in cell materials and structural design to develop new battery products suitable for different application scenarios (such as commercial vehicles, engineering machinery and new energy vessels); (ii) optimizing the design and development of battery modules and enhancing our power management system technology, with key research and development directions including large-capacity configurations, intelligent control, high-rate performance, and slim and compact form factors, such as miniaturized batteries for wearable devices and other portable devices; (iii) investing in the development and strategic deployment of advanced battery technologies to achieve superior product performance and rapid commercialization, enabling us to stay ahead of market trends, flexibly respond to evolving customer demands, and strengthen our technological leadership across the entire battery development and production value chain to establish differentiated competitive advantages; and (iv) continuously developing and improving the research and development management system and platform, strengthening the introduction and cultivation of core technical and technology management talent, with the aim of improving research and development quality and efficiency.

• Approximately [REDACTED]% (HK$[REDACTED] million) will be used to support the digitalization and intelligent upgrading of our operations. Specifically:

o Approximately [REDACTED]% (HK$[REDACTED] million) will be used to further upgrade and transform our existing production facilities, including the phased replacement and enhancement of automation hardware and software across our entire production lines, to strengthen intelligent factory management and improve operational efficiency; and

o Approximately [REDACTED]% (HK$[REDACTED] million) will be used to develop a full life-cycle digital management system. This includes developing advanced business analytics capabilities, digital infrastructure for data and process integration, and a robust information security system, with the aim of improving management efficiency, enhancing operational visibility and data-driven decision-making.

– 388 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

FUTURE PLANS AND USE OF [REDACTED] PROCEEDS

•

Approximately [REDACTED]% ([REDACTED] million Hong Kong dollars) is expected to be used for potential investments in or acquisitions of upstream and downstream businesses with a primary focus on the domestic market, in order to support our strategic development and expand the breadth and depth of our value chain. Specifically, we plan to explore opportunities in areas such as raw material supply and emerging downstream application technologies, with a view to improving cost efficiency, securing key resources, enriching our products and solutions, and realising cross-segment synergies. We evaluate potential targets based on a number of factors, including (i) business relevance and synergies with our existing businesses. Specifically, we value upstream target enterprises that can enhance the stability of our supply chain and reduce procurement costs, and downstream target enterprises that can strengthen sales channels and broaden application scenarios; (ii) the degree of optimisation of our product and customer portfolio; (iii) technological capabilities and growth potential. For example, upstream target enterprises' insights into the supply side can facilitate the development of new raw materials and support their application; and (iv) operational and financial track records. We generally target companies with solid market positions, sound internal controls, and good compliance records. When identifying potential acquisition targets, we primarily focus on companies with good track records, typically with annual revenues exceeding RMB [REDACTED] million and positive cash flows, as well as high-growth companies with leading or differentiated technologies that can complement or enhance our existing capabilities. Specifically, in the raw materials sector, we intend to select two target enterprises, allocating approximately RMB [REDACTED] million for each; in the emerging technology sector, we intend to select three target enterprises, allocating approximately RMB [REDACTED] million for each. The Company will, as appropriate, primarily focus on acquiring minority stakes in target enterprises, while flexibly considering the acquisition of majority stakes. As of the Latest Practicable Date, we have not yet identified any specific investment or acquisition targets. We will continue to screen potential acquisition targets and identify suitable target enterprises to facilitate business integration and expand the scope of our business. According to data from Frost & Sullivan, which screened companies meeting the target selection criteria through preliminary desktop research and public searches, followed by expert interviews and Frost & Sullivan's database data, and ultimately identified targets meeting the acquisition criteria, as of the Latest Practicable Date, there were thousands of suitable targets meeting such criteria.

•

Approximately [REDACTED]% ([REDACTED] million Hong Kong dollars) will be used as working capital and for other general corporate purposes.

If the [REDACTED] is not exercised, assuming the [REDACTED] is HK$[REDACTED] per share (i.e., the mid-point of the indicative [REDACTED]), the net [REDACTED] we receive will be approximately HK$[REDACTED] million. If the [REDACTED] is set at HK$[REDACTED] per share (i.e., the upper limit of the indicative [REDACTED]), the net [REDACTED] will increase to approximately HK$[REDACTED] million. If the [REDACTED] is set at HK$[REDACTED] per share (i.e., the lower limit of the indicative [REDACTED]), the net [REDACTED] will decrease to approximately HK$[REDACTED] million. If the [REDACTED] is fixed at a level above or below the mid-point of the indicative [REDACTED] described in this document, the allocation of the above net [REDACTED] will be adjusted on a pro-rata basis.

– 389 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Future Plans and Use of [REDACTED]

If the [REDACTED] is exercised in full, assuming the [REDACTED] is HK$[REDACTED] per share (i.e., the mid-point of the indicative [REDACTED]), the net [REDACTED] we receive will be approximately HK$[REDACTED] million. If the [REDACTED] is set at HK$[REDACTED] per share (i.e., the upper limit of the indicative [REDACTED]), the net [REDACTED] will increase to approximately HK$[REDACTED] million. If the [REDACTED] is set at HK$[REDACTED] per share (i.e., the lower limit of the indicative [REDACTED]), the net [REDACTED] will decrease to approximately HK$[REDACTED] million. If the [REDACTED] is exercised in full, we intend to apply the additional net [REDACTED] to the above uses in the above-mentioned proportions.

If the net [REDACTED] are insufficient to fund the uses described above, we intend to fund the balance through various means including cash generated from operations, bank loans, and other borrowings. If the net [REDACTED] are not immediately applied to the above uses and to the extent permitted by applicable laws and regulations, we will deposit such net [REDACTED] in short-term interest-bearing accounts with licensed commercial banks and/or other recognised financial institutions (as defined under the Securities and Futures Ordinance or applicable laws and regulations of other jurisdictions). If there is any material change to the above intended uses of [REDACTED], we will make appropriate announcements.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Structure of the [REDACTED]

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THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 417 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 418 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 419 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 420 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 421 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 422 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 423 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 424 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 425 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 426 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 427 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 428 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 429 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 430 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 431 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 432 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 433 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 434 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

How to Apply for [REDACTED]

[REDACTED]

– 435 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

The following is the full text of the report (set out on pages [I-1 to I-[●]]) received from the Company's reporting accountants, CCTH International CPA Limited (Certified Public Accountants, Hong Kong), for inclusion in this document. This report has been prepared in accordance with Hong Kong Standard on Investment Circular Reporting Engagements 200 "Accountants' Reports on Historical Financial Information in Investment Circulars" issued by the Hong Kong Institute of Certified Public Accountants, and is addressed to the directors of the Company and the Joint Sponsors.

Accountants' Report on Historical Financial Information To the Directors of Shenzhen Sunwoda Electronic Co., Ltd., Goldman Sachs (Asia) L.L.C. and CITIC Securities (Hong Kong) Limited

Introduction We report on the historical financial information of Shenzhen Sunwoda Electronic Co., Ltd. (欣旺達電子股份有限公司) (the "Company") and its subsidiaries (together, the "Group") set out on pages I-[●] to I-[●], which comprises the consolidated statements of financial position of the Group and the statements of financial position of the Company as at 31 December 2022, 2023 and 2024 and 30 September 2025, and the consolidated statements of profit or loss, the consolidated statements of comprehensive income, the consolidated statements of changes in equity and the consolidated statements of cash flows of the Group for each of the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025 (the "Track Record Period"), together with notes to the historical financial information including significant accounting policy information and other explanatory information (collectively, the "Historical Financial Information"). The Historical Financial Information set out on pages I-[●] to I-[●] forms part of this report and has been prepared for inclusion in the document issued by the Company in connection with the initial [public offering] of H shares of the Company on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") (the "Document").

Directors' Responsibility for the Historical Financial Information The directors of the Company are responsible for the preparation of the Historical Financial Information that gives a true and fair view in accordance with the basis of preparation set out in Note 2 to the Historical Financial Information, and for such internal controls as the directors determine are necessary to enable the preparation of the Historical Financial Information that is free from material misstatement, whether due to fraud or error.

– I-1 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

Reporting Accountants' Responsibility Our responsibility is to express an opinion on the Historical Financial Information and to report our opinion to you. We conducted our work in accordance with Hong Kong Standard on Investment Circular Reporting Engagements 200 "Accountants' Reports on Historical Financial Information in Investment Circulars" issued by the Hong Kong Institute of Certified Public Accountants (the "HKICPA"). This standard requires that we comply with ethical standards and plan and perform our work to obtain reasonable assurance about whether the Historical Financial Information is free from material misstatement.

Our work involved performing procedures to obtain evidence about the amounts and disclosures in the Historical Financial Information. The procedures selected depend on the reporting accountants' judgement, including the assessment of risks of material misstatement of the Historical Financial Information, whether due to fraud or error. In making those risk assessments, the reporting accountants consider internal controls relevant to the entity's preparation of the Historical Financial Information that gives a true and fair view in accordance with the basis of preparation set out in Note 2 to the Historical Financial Information, in order to design procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. Our work also included evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the Historical Financial Information.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Opinion In our opinion, for the purpose of this accountants' report, the Historical Financial Information gives a true and fair view of the financial position of the Company and of the Group as at 31 December 2022, 2023 and 2024 and 30 September 2025, and of the Group's financial performance and cash flows for the Track Record Period in accordance with the basis of preparation set out in Note 2 to the Historical Financial Information.

Review of Additional Period Comparative Financial Information We have reviewed the additional period comparative financial information of the Group, which comprises the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the nine months ended 30 September 2024, and other explanatory information (the "Additional Period Comparative Financial Information").

– I-2 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

The directors of the Company are responsible for the preparation of the Additional Period Comparative Financial Information in accordance with the basis of preparation set out in Note 2 to the Historical Financial Information. Our responsibility is to express a conclusion on the Additional Period Comparative Financial Information based on our review. We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the HKICPA. A review consists principally of making enquiries of persons responsible for financial and accounting matters and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Based on our review, for the purpose of this accountants' report, we have not identified anything that causes us to believe that the Additional Period Comparative Financial Information has not been prepared, in all material respects, in accordance with the basis of preparation set out in Note 2 to the Historical Financial Information.

Matters Required to be Reported under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and the Companies (Winding Up and Miscellaneous Provisions) Ordinance

Adjustments No adjustments have been made to the relevant financial statements as defined on page I-[●] in preparing the Historical Financial Information.

– I-3 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

Dividends Details of dividends paid by the Company during the Track Record Period are set out in Note 12 to the Historical Financial Information.

CCTH International CPA Limited Certified Public Accountants Hong Kong [Date]

– I-4 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

I. Historical Financial Information of the Group

Preparation of Historical Financial Information The Historical Financial Information set out below forms an integral part of this accountants' report.

The consolidated financial statements of the Group for the Track Record Period (the "Relevant Financial Statements"), on which the Historical Financial Information is based, were audited by CCTH International CPA Limited in accordance with Hong Kong Standards on Auditing issued by the HKICPA.

The Historical Financial Information is presented in Renminbi ("RMB") and all values are rounded to the nearest thousand (RMB'000) unless otherwise stated.

– I-5 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

| | | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---|---| | | Note | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2024 RMB'000 (Unaudited) | 2025 RMB'000 | | Revenue | 5 | 52,162,269 | 47,862,227 | 56,020,634 | 38,278,681 | 43,533,748 | | Cost of sales | 8 | (45,877,669) | (41,744,183) | (47,817,803) | (32,424,744) | (36,460,658) | | Gross profit | | 6,284,600 | 6,118,044 | 8,202,831 | 5,853,937 | 7,073,090 | | General and administrative expenses | 8 | (2,327,600) | (2,897,553) | (3,332,799) | (2,372,210) | (2,738,935) | | Selling and marketing expenses | 8 | (285,759) | (389,057) | (522,651) | (388,200) | (420,531) | | Research and development expenses | 8 | (2,741,803) | (2,710,630) | (3,330,198) | (2,267,622) | (3,201,977) | | Net impairment losses on financial and contract assets | 3.2 | (146,402) | (12,936) | (93,604) | (35,517) | (49,204) | | Other income | 6 | 331,824 | 471,453 | 538,839 | 327,768 | 344,171 | | Other net gains/(losses) | 7 | (173,513) | 4,270 | (331,481) | (144,043) | 288,138 | | Operating profit | | 941,347 | 583,591 | 1,130,937 | 974,113 | 1,294,752 | | Finance income | 10 | 193,979 | 377,161 | 374,787 | 270,092 | 207,508 | | Finance costs | 10 | (687,545) | (726,935) | (716,441) | (525,153) | (578,868) | | Net finance (costs)/income | 10 | (493,566) | (349,774) | (341,654) | (255,061) | (371,360) | | Share of profit/(loss) of investments in associates and joint ventures | 14 | (8,271) | (65,548) | 17,152 | 998 | 64,102 | | Impairment provision for investments in associates and joint ventures | 14 | – | – | (17,693) | (17,693) | – | | Profit before income tax | | 439,510 | 168,269 | 788,742 | 702,357 | 987,494 | | Income tax credit/(expense) | 11 | 323,851 | 162,477 | (254,459) | (148,866) | (208,410) | | Profit for the year/period | | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Attributable to: | | | | | | | | — Owners of the Company | 40 | 1,068,014 | 1,076,198 | 1,474,324 | 1,212,215 | 1,413,519 | | — Non-controlling interests | | (304,653) | (745,452) | (940,041) | (658,724) | (634,435) | | | | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Earnings per share attributable to owners of the Company (expressed in RMB per share) | | | | | | | | • Basic | 13 | 0.62 | 0.58 | 0.80 | 0.66 | 0.77 | | • Diluted | 13 | 0.62 | 0.58 | 0.80 | 0.66 | 0.77 |

– I-6 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

| | | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---|---| | | Note | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2024 RMB'000 (Unaudited) | 2025 RMB'000 | | Profit for the year/period | | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Attributable to: | | | | | | | | — Owners of the Company | | 1,068,014 | 1,076,198 | 1,474,324 | 1,212,215 | 1,413,519 | | — Non-controlling interests | | (304,653) | (745,452) | (940,041) | (658,724) | (634,435) | | | | 763,361 | 330,746 | 534,283 | 553,491 | 779,084 | | Other comprehensive income/(loss) for the year/period, net of tax: | | | | | | | | Items that will not be reclassified subsequently to profit or loss: | | | | | | | | — Changes in fair value of equity investments designated at fair value through other comprehensive income | | – | – | – | – | 100 | | — Remeasurement of defined benefit obligations | | – | – | (2,482) | – | – | | — Exchange differences on translation of financial statements of operations outside mainland China | | – | (128) | 135 | (7) | 1,208 | | — Changes in fair value of other financial liabilities | | – | (990) | (683) | 412 | 1,641 | | — Share of other comprehensive income of associates and joint ventures | | – | – | – | – | (1,080) | | Items that may be reclassified subsequently to profit or loss: | | | | | | | | — Exchange differences on translation of financial statements | | 3,946 | 10,739 | (7,964) | (5,918) | (10,512) | | Other comprehensive income/(loss) for the year/period, net of tax | | 3,946 | 9,621 | (10,994) | (5,513) | (8,643) | | Attributable to: | | | | | | | | — Owners of the Company | | 3,947 | 9,976 | (9,916) | (7,591) | (18,248) | | — Non-controlling interests | | (1) | (355) | (1,078) | 2,078 | 9,605 | | | | 3,946 | 9,621 | (10,994) | (5,513) | (8,643) | | Total comprehensive income for the year/period | | 767,307 | 340,367 | 523,289 | 547,978 | 770,441 | | Attributable to: | | | | | | | | — Owners of the Company | | 1,071,961 | | | | | | — Non-controlling interests | | (304,654) | | | | |

767,307

340,367

523,289

547,978

770,441

Profit for the year/period . . . . . . . . . . . . . . . . . . . . . . . . Attributable to: – Owners of your Company . . . . . . . . . . . . . . . . . . . . . . – Non-controlling interests . . . . . . . . . . . . . . . . . . . . . . Other comprehensive income/(loss) Items that will not be reclassified subsequently to profit or loss, net of tax: – Remeasurement of defined benefit plans, net of tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . – Changes in fair value of equity instruments designated at fair value through other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . Items that may be reclassified subsequently to profit or loss, net of tax: – Share of other comprehensive income of associates and joint ventures . . . . . . . . . . . . . . . . . . . – Changes in fair value of bills receivable designated at fair value through other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . – Cash flow hedge reserve . . . . . . . . . . . . . . . . . . . . . . – Exchange differences arising from translation of foreign operations . . . . . . . . . . . . . . . . . . . . . . . .

40

14

– I-7 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at 31 December

Notes

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Assets Non-current assets Property, plant and equipment . . . . . . . . . . . . . . . . . . . . . .

17

22,435,708

28,840,582

32,740,803

36,498,754

Right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

18

2,203,052

3,325,915

2,997,536

3,094,030

Contract assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3.2

–

–

2,991

4,899

Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

21

767,808

1,156,259

1,237,744

1,263,264

Intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

19

144,341

210,195

247,422

242,347

Investments in associates and joint ventures . . . . . . . . . . . .

14

551,292

879,850

942,141

1,027,794

15

91,897

91,897

88,978

88,978

profit or loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15

1,102,712

1,517,848

1,435,646

1,741,551

Restricted cash and time deposits . . . . . . . . . . . . . . . . . . .

27

–

–

30,000

100,268

Prepayments and other receivables . . . . . . . . . . . . . . . . . .

23

285,907

21,163

338,220

337,560

Other non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . .

25

1,767,203

1,446,568

2,124,426

3,079,394

29,349,920

37,490,277

42,185,907

47,478,839

Equity instruments designated at fair value through other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . Other financial assets at fair value through

Total non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . Current assets Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

26

9,874,547

7,044,627

7,485,086

9,934,812

Contract assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3.2

39,857

32,328

55,062

31,813

Trade receivables and bills receivable . . . . . . . . . . . . . . . .

22

13,432,024

12,784,172

16,513,049

17,400,770

Prepayments and other receivables . . . . . . . . . . . . . . . . . .

23

835,896

873,046

757,546

711,811

Bills receivable designated at fair value through other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . .

15

295,691

561,006

658,422

511,101

Wealth management products . . . . . . . . . . . . . . . . . . . . . .

24

110,000

404,420

151,375

344,676

Derivative financial instruments . . . . . . . . . . . . . . . . . . . .

34

–

961

207,590

470,265

Restricted cash and time deposits . . . . . . . . . . . . . . . . . . .

27

8,256,250

4,767,350

8,403,659

10,356,836

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . .

27

11,097,753

13,668,744

9,465,822

11,145,952

Other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

25

1,207,242

1,634,328

1,614,825

2,055,132

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

45,149,260

41,770,982

45,312,436

52,963,168

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

74,499,180

79,261,259

87,498,343

100,442,007

– I-8 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report As at 31 December

Notes

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

28 18 21 36 30

4,216,393 1,653,804 198,086 676,955 2,042,942

7,070,678 2,458,406 299,705 1,492,972 2,110,754

7,090,482 2,578,670 365,201 1,786,489 2,100,674

9,958,553 2,662,099 344,050 2,011,502 2,271,787

33 31

4,583 383,831

19,807 599,184

84,136 1,021,510

229,768 993,943

9,176,594

14,051,506

15,027,162

18,471,702

32

11,107,650 23,172,672 595,558 174,619 13,966 1,144,000

10,522,019 19,119,220 602,537 304,436 46,645 –

12,182,991 24,984,037 665,433 288,658 54,188 –

16,769,733 28,451,856 1,296,428 304,499 128,310 –

33 34 30 31 35

– – 2,305,325 32,713 460,696

3,000 – 1,608,728 20,217 538,329

7,000 349,636 1,592,083 2,193 418,111

3,000 373,018 1,509,397 222,729 494,359

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .

39,007,199

32,765,131

40,544,330

49,553,329

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

48,183,793

46,816,637

55,571,492

68,025,031

37 38 41 40

1,862,422 (106,244) 14,062,638 4,244,958

1,862,217 (59,979) 16,226,623 5,086,588

1,845,806 (199,964) 15,798,444 6,283,772

1,847,462 (103,008) 15,794,166 7,304,211

16

20,063,774 6,251,613

23,115,449 9,329,173

23,728,058 8,198,793

24,842,831 7,574,145

Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

26,315,387

32,444,622

31,926,851

32,416,976

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . .

74,499,180

79,261,259

87,498,343

100,442,007

Liabilities Non-current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deferred income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accrued expenses and other payables . . . . . . . . . . . . . . . . Financial liabilities at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Total non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . Current liabilities Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Trade payables and bills payable . . . . . . . . . . . . . . . . . . . . Contract liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Current tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Convertible bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Financial liabilities at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial instruments . . . . . . . . . . . . . . . . . . . . Accrued expenses and other payables . . . . . . . . . . . . . . . . Provisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .

Appendix I

Accountant's Report

**Equity** Share capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Treasury shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Non-controlling interests . . . . . . . . . . . . . . . . . . . . . . . .

28 29 5 18

– I-9 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountant's Report

**Statement of Financial Position of the Company** As at 31 December

| | Note | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | As at 30 September 2025 RMB'000 | |---|---|---|---|---|---| | **Assets** | | | | | | | **Non-current assets** | | | | | | | Property, plant and equipment | 17 | 3,833,515 | 3,918,009 | 4,264,495 | 4,596,937 | | Right-of-use assets | 18 | 306,678 | 279,231 | 195,973 | 162,595 | | Intangible assets | 19 | 16,125 | 16,345 | 35,425 | 35,889 | | Investments in associates | 14 | 260,046 | 505,828 | 524,998 | 538,151 | | Investments in subsidiaries | 16 | 8,486,902 | 9,568,744 | 11,778,794 | 13,206,439 | | Equity instruments at fair value through other comprehensive income | 15 | 91,897 | 91,897 | 88,978 | 88,978 | | Other financial assets at fair value through profit or loss | 15 | 105,383 | 125,252 | 127,645 | 154,902 | | Other non-current assets | 25 | 248,037 | 181,801 | 197,691 | 344,356 | | **Total non-current assets** | | **13,348,583** | **14,687,107** | **17,213,999** | **19,128,247** | | **Current assets** | | | | | | | Inventories | 26 | 2,226,132 | 1,291,717 | 1,533,483 | 2,003,026 | | Prepayments and other receivables | 23 | 6,833,295 | 5,797,509 | 6,071,993 | 5,444,327 | | Trade receivables and bills receivable | 22 | 9,741,868 | 6,828,271 | 8,924,296 | 8,798,486 | | Derivative financial instruments | 34 | – | 961 | 175,616 | 145,914 | | Bills receivable at fair value through other comprehensive income | 15 | 45,953 | 142,655 | 64,539 | 97,078 | | Restricted cash and time deposits | 27 | 1,999,254 | 1,004,537 | 1,757,594 | 1,736,485 | | Cash and cash equivalents | 27 | 4,442,042 | 3,821,306 | 1,974,910 | 2,876,983 | | Other current assets | 25 | 35,623 | 44,905 | 15,530 | 166,844 | | **Total current assets** | | **25,324,167** | **18,931,861** | **20,517,961** | **21,269,143** | | **Total assets** | | **38,672,750** | **33,618,968** | **37,731,960** | **40,397,390** |

– I-10 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountant's Report

| | Note | As at 31 December 2022 RMB'000 | As at 31 December 2023 RMB'000 | As at 31 December 2024 RMB'000 | As at 30 September 2025 RMB'000 | |---|---|---|---|---|---| | **Liabilities** | | | | | | | **Non-current liabilities** | | | | | | | Borrowings | 28 | 1,603,426 | 1,213,628 | 596,753 | 1,645,823 | | Lease liabilities | 18 | 127,375 | 78,355 | 41,639 | 26,932 | | Deferred tax liabilities | 21 | 74,429 | 103,144 | 132,026 | 82,798 | | Deferred income | 36 | 117,024 | 135,485 | 178,885 | 223,327 | | **Total non-current liabilities** | | **1,922,254** | **1,530,612** | **949,303** | **1,978,880** | | **Current liabilities** | | | | | | | Borrowings | 28 | 7,847,073 | 4,349,236 | 3,348,996 | 3,668,543 | | Trade payables and bills payable | 29 | 7,794,314 | 6,383,911 | 10,578,985 | 11,212,591 | | Contract liabilities | 5 | 220,541 | 35,458 | 78,359 | 173,183 | | Lease liabilities | 18 | 81,604 | 102,776 | 56,959 | 36,034 | | Derivative financial instruments | 34 | – | – | – | 125,321 | | Accruals and other payables | 30 | 1,247,431 | 852,660 | 1,817,683 | 2,400,669 | | Other current liabilities | 35 | 89,910 | 78,177 | 63,105 | 106,404 | | **Total current liabilities** | | **17,280,873** | **11,802,218** | **15,944,087** | **17,722,745** | | **Total liabilities** | | **19,203,127** | **13,332,830** | **16,893,390** | **19,701,625** | | **Equity** | | | | | | | Share capital | 37 | 1,862,422 | 1,862,217 | 1,845,806 | 1,847,462 | | Treasury shares | 38 | (106,244) | (59,979) | (199,964) | (103,008) | | Other reserves | 41 | 11,652,674 | 11,801,955 | 11,654,572 | 11,695,848 | | Retained earnings | 40 | 6,060,771 | 6,681,945 | 7,538,156 | 7,255,463 | | **Total equity** | | **19,469,623** | **20,286,138** | **20,838,570** | **20,695,765** | | **Total liabilities and equity** | | **38,672,750** | **33,618,968** | **37,731,960** | **40,397,390** |

– I-11 –

– I-12 –

| | | | Other comprehensive income (Note 41) RMB'000 | Other reserves (Note 41) RMB'000 | Retained earnings (Note 40) RMB'000 | Sub-total RMB'000 | Non-controlling interests RMB'000 | |---|---|---|---|---|---|---|---| | | | Treasury shares (Note 38) RMB'000 | | | | | | | | (Note 41) | (Note 37) | | | | | |

Balance as at 31 December 2022 . . . . . . . . . . . . . . . . | | 1,862,422 | (226,360) | 3,777 | 4,109,346 | 4,244,958 | 20,063,774 | 6,251,613 |

Profit / (loss) for the year . . . . . . . . . . . . . . . . . . . . | | – | – | – | – | 1,068,014 | 1,068,014 | (304,653) |

Other comprehensive income / (loss) . . . . . . . . . . . | | – | – | 3,947 | – | – | 3,947 | (1) |

**Total comprehensive income / (loss)** . . . . . . . . . . | | – | – | 3,947 | – | 1,068,014 | 1,071,961 | (304,654) |

Issuance of GDRs (representing A shares) . . . . . . . | | – | – | – | 2,742,096 | – | 2,742,096 | 5,645,544 |

Capital contribution by non-controlling interests . . | | – | – | – | – | – | – | 800,000 |

Conversion of convertible bonds . . . . . . . . . . . . . . | | – | – | – | – | – | – | – |

Share-based payment: Share-based payment expenses . . . . . . . . . . . . . . | | – | – | – | 3,000 | – | 3,000 | – | Exercise of restricted shares . . . . . . . . . . . . . . . . | | – | 117,050 | – | 149,426 | (149,426) | 117,050 | 27,157 | Cancellation of shares under share plan . . . . . . . | | (330) | – | – | 178,156 | – | 178,156 | – |

Dividends declared . . . . . . . . . . . . . . . . . . . . . . . . . | | – | (106,244) | – | (104,006) | (119,506) | (119,506) | (634,793) |

Transfer to general risk reserve . . . . . . . . . . . . . . . | | – | – | – | – | – | – | – |

Transfer to statutory reserve . . . . . . . . . . . . . . . . . | | – | – | – | – | – | – | – |

Put option on non-controlling interests giving rise to redemption liability (Note 41) . . . . . . . . . . . . . | | – | – | – | 1,140,674 | – | – | – |

Balance as at 31 December 2022 . . . . . . . . . . . . . . . . | | 1,862,422 | (106,244) | 3,777 | 4,109,346 | 4,244,958 | 20,063,774 | 6,251,613 |

Non-controlling interests

26,315,387

(119,506)

–

117,050

205,313

–

–

(634,793)

800,000

8,387,640

3,040,669

767,307

3,946

763,361

13,751,707

RMB'000

Total equity

SHARE CAPITAL

Balance as at 1 January 2022 . . . . . . . . . .

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

ACCOUNTANTS' REPORT

– I-13 –

(205) –

Cancellation of shares under share scheme . . . . . . . . .

Dividends declared . . . . . . . . . . . . . . . . . . . . .

– – 1,862,217

Other changes . . . . . . . . . . . . . . . . . . . .

Others (Note 41) . . . . . . . . . . . . . . . . . . . . . . .

Balance as at 31 December 2023 . . . . . . . .

Share of net assets of associates and joint ventures

Related tax impact . . . . . . . . . . . . . . –

–

Exercise of restricted shares . . . . . . . . . . . . . .

10,183,606

–

–

–

–

(1,328)

235,419

–

–

–

–

–

–

–

–

–

(59,979)

–

–

–

–

1,533

106,244

–

–

(61,512)

–

–

–

–

–

–

(106,244)

(Note 38)

RMB'000

Treasury Shares

13,753

–

–

–

–

–

–

–

–

–

–

–

–

9,976

9,976

–

3,777

(Note 41)

RMB'000

Other Comprehensive Income

6,029,264

37,979

70,529

(128,580)

–

–

(235,419)

111,403

85,574

–

484,949

955,631

537,852

–

–

–

4,109,346

(Note 41)

RMB'000

Other Reserves

5,086,588

–

–

–

(148,994)

–

–

–

(85,574)

–

–

–

–

1,076,198

–

1,076,198

4,244,958

(Note 40)

RMB'000

Retained Earnings

23,115,449

37,979

70,529

(128,580)

(148,994)

–

106,244

111,403

–

(61,512)

484,949

955,631

537,852

1,086,174

9,976

1,076,198

20,063,774

RMB'000

Subtotal

9,329,173

–

–

–

(31,629)

–

–

67,017

–

–

1,426,986

540,119

1,820,874

(745,807)

(355)

(745,452)

6,251,613

RMB'000

Non-controlling Interests

32,444,622

37,979

70,529

(128,580)

(180,623)

–

106,244

178,420

–

(61,512)

1,911,935

1,495,750

2,358,726

340,367

9,621

330,746

26,315,387

RMB'000

Total Equity

Appendix 1

Transactions with non-controlling interests

–

Share-based compensation expenses . . . . . . . . . . . . . . . .

Share-based payments:

–

Transfer to statutory reserves . . . . . . . . . . . . . . . .

–

Transactions with non-controlling interests . . . . . . . . –

–

Capital contributions from non-controlling interests . . . . . . . . . .

Repurchase of ordinary shares . . . . . . . . . . . . . . . . . . . .

–

Total comprehensive income / (loss) . . . . . . . . . .

–

–

Other comprehensive income / (loss) . . . . . . . . . .

Conversion of convertible bonds and other debts . . . . . .

–

Profit / (loss) for the year . . . . . . . . . . . . . . . . . . . .

9,949,515

(Note 41)

(Note 37)

1,862,422

RMB'000

RMB'000

Balance as at 1 January 2023 . . . . . . . . . .

Share premium

**Share Capital**

**Attributable to Owners of the Company**

*This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover of this document.*

**Accountants' Report**

| | | | | | | | |---|---|---|---|---|---|---| | | – | – | – | – | – | (17,392) | – |

Profit / (Loss) for the year . . . . . . . . . . . . . . . . . . . . .

Other comprehensive loss . . . . . . . . . . . . . . . . . . . . .

Total comprehensive income / (loss) . . . . . . . . . . . . .

Contribution from non-controlling interests . . . . . . .

Repurchase of ordinary shares . . . . . . . . . . . . . . . . .

Cancellation of ordinary shares . . . . . . . . . . . . . . . .

Transfer to statutory reserve . . . . . . . . . . . . . . . . . . .

– I-14 –

– – –

Dividends declared . . . . . . . . . . . . . . . . . . . . . . . . . .

Transactions with non-controlling interests . . . . . . .

Safety fund appropriation . . . . . . . . . . . . . . . . . . . . .

– 1,845,806

Redemption liabilities (Note 41) . . . . . . . . . . . . . . .

Balance as at 31 December 2024 . . . . . . . . . . . . . . .

Put options over non-controlling interests giving rise to 9,914,901

| | | | | | | | | | | | | | | | | |---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---| | | – | – | – | – | – | 22,516 | – | – | (291,221) | – | – | – | – | – | 10,183,606 | | | (199,964) | – | – | – | – | – | – | – | 308,613 | (448,598) | – | – | – | – | (59,979) |

| | RMB'000 (Note 38) | |---|---| | **Treasury Shares** | |

3,837

– – – – – – – – – – – (9,916) (9,916) – 13,753

| | RMB'000 (Note 41) | |---|---| | **Other Comprehensive Income** | |

5,879,706 (31,021) (3,977) 6,083 (294,237) – (4,534) 128,785 49,343 – – – – – – 6,029,264

| | RMB'000 (Note 41) | |---|---| | **Other Reserves** | |

6,283,772 – – (6,083) – (221,714) – – (49,343) – – – 1,474,324 – 1,474,324 5,086,588

| | RMB'000 (Note 40) | |---|---| | **Retained Earnings** | |

23,728,058 (31,021) (3,977) – (294,237) (221,714) 18,963 128,785 – – (448,598) – 1,464,408 (9,916) 1,474,324 23,115,449

| | RMB'000 | |---|---| | **Subtotal** | |

23,728,058 (31,021) (3,977) – (294,237) (221,714) 18,963 128,785 – – (448,598) – 1,464,408 (9,916) 1,474,324 23,115,449

| | RMB'000 | |---|---| | **Non-controlling Interests** | |

8,198,793 (45,357) – – (240,401) (44,100) – 76,303 – – – 64,294 (941,119) (1,078) (940,041) 9,329,173

| | RMB'000 | |---|---| | **Total Equity** | |

31,926,851 (76,378) (3,977) – (534,638) (265,814) 18,963 205,088 – – (448,598) 64,294 523,289 (10,994) 534,283 32,444,622

Appendix I

Other changes . . . . . . . . . . . . . . . . . . . . –

981

Exercise of restricted shares . . . . . . . . . . . . . .

Share of net assets of associates and joint ventures

–

Share-based compensation expenses . . . . . . . . . . . . . . . .

Share-based payments:

1,862,217

RMB'000 (Note 41)

RMB'000 (Note 37)

Balance as at 1 January 2024 . . . . . . . . . .

Share premium

**Share Capital**

**Attributable to owners of your Company**

*This document is a draft, is incomplete and subject to change, and this document must be read in conjunction with the "Warning" section on the cover of this document.*

**Accountant's Report**

– – –

Other comprehensive loss . . . . . . . . . . . . . . . . . .

Total comprehensive income / (loss) . . . . . . . . . .

Contribution from non-controlling interests . . . . . . . . . . . . . . . .

– I-15 –

–

Dividends declared . . . . . . . . . . . . . . . . . . . . . . . – 1,862,217

Redemption liabilities arising (Note 41) . . . . . .

Balance as at 30 September 2024 . . . . . . . . .

Put options on non-controlling interests

–

–

Share-based payments:

Share-based compensation expenses . . . . . . . . . .

–

Repurchase of ordinary shares . . . . . . . . . . . . . . .

Transactions with non-controlling interests . . . . . . . . . . . . . .

–

Profit / (loss) for the period . . . . . . . . . . . . . . . . .

10,183,606

–

–

–

–

–

–

–

–

–

10,183,606

(Note 41)

(Note 37)

1,862,217

RMB'000

RMB'000

Balance as at 1 January 2024 . . . . . . . . . .

(Unaudited)

Share Premium

Share Capital

(399,978)

–

–

–

(339,999)

–

–

–

–

–

(59,979)

(Note 38)

RMB'000

Treasury Shares

6,162

–

–

–

–

–

–

(7,591)

(7,591)

–

13,753

(Note 41)

RMB'000

Other Comprehensive Income

**Attributable to owners of your Company**

5,818,216

(8,411)

–

96,745

–

(299,382)

–

–

–

–

6,029,264

(Note 41)

RMB'000

Other Reserves

6,077,089

–

(221,714)

–

–

–

–

1,212,215

–

1,212,215

5,086,588

(Note 40)

RMB'000

Retained Earnings

23,547,312

(8,411)

(221,714)

96,745

(339,999)

(299,382)

–

1,204,624

(7,591)

1,212,215

23,115,449

RMB'000

Sub-total

8,559,816

(12,509)

–

75,898

–

(235,256)

59,156

(656,646)

2,078

(658,724)

9,329,173

RMB'000

Non-controlling Interests

32,107,128

(20,920)

(221,714)

172,643

(339,999)

(534,638)

59,156

547,978

(5,513)

553,491

32,444,622

RMB'000

Total Equity

*This document is a draft, is incomplete and subject to change, and this document must be read in conjunction with the "Warning" section on the cover of this document.*

Appendix I Accountants' Report

– – –

Other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . .

Total comprehensive income / (loss) . . . . . . . . . . . . . . . . . . .

Contribution from non-controlling interests . . . . . . . . . . . . . – 1,656 – – – – 1,847,462

Share-based compensation expense . . . . . . . . . . . . . . . . . . .

Exercise of restricted shares . . . . . . . . . . . . . . . . . . . . . . . . .

Dividends declared . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Transactions with non-controlling interests . . . . . . . . . . . . . .

Safety fund appropriation . . . . . . . . . . . . . . . . . . . . . . . . . . .

Redemption liabilities arising from put options on non-controlling interests (Note 41) . . . . . . . . . . . . . . . . . . . . . . . . .

Balance as at 30 September 2025 . . . . . . . . . . . . . . . . . . . . .

Share-based payments:

–

Profit / (loss) for the period . . . . . . . . . . . . . . . . . . . . . . . . . .

– I-16 –

9,984,804

–

–

–

–

69,903

–

–

–

–

–

9,914,901

(Note 41)

(Note 37)

1,845,806

RMB'000

RMB'000

Balance as at 1 January 2025 . . . . . . . . . . . . . . . . . . . . . . . .

Share premium

Share Capital

(103,008)

–

–

–

–

96,956

–

–

–

–

–

(199,964)

(Note 38)

RMB'000

Treasury Shares

(79,087)

8,102

(15,819)

–

(89,813)

98,872

21,812

–

–

–

5,879,706

(Note 41)

RMB'000

Other Reserves

(14,411) 5,823,773

–

–

–

–

–

–

–

(18,248)

(18,248)

–

3,837

(Note 41)

RMB'000

Other Comprehensive Income

Attributable to Owners of Your Company

RMB'000

Subtotal

(79,087)

–

(15,819)

(384,978)

78,702

98,872

21,812

1,395,271

(18,248)

1,413,519

7,304,211 24,842,831

–

(8,102)

–

(384,978)

–

–

–

1,413,519

–

1,413,519

6,283,772 23,728,058

(Note 40)

RMB'000

Retained Earnings

RMB'000

Total Equity

(137,079)

–

(40,000)

(400,495)

78,702

167,553

51,003

770,441

(8,643)

779,084

7,574,145 32,416,976

(57,992)

–

(24,181)

(15,517)

–

68,681

29,191

(624,830)

9,605

(634,435)

8,198,793 31,926,851

RMB'000

Non-controlling Interests

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

Consolidated Statement of Cash Flows For the Year Ended 31 December

Notes

For the Nine Months Ended 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000 (Unaudited)

RMB'000

339,082

2,578,628

2,819,483

2,364,038

2,109,621

Interest received . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

170,367

444,019

389,368

283,270

224,466

Income tax paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(70,168)

(292,930)

(216,422)

(164,040)

(234,766)

Net cash from operating activities . . . . . . . . . . . . . . .

439,281

2,729,717

2,992,429

2,483,268

2,099,321

Withdrawal of time deposits and wealth management products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

960,000

3,197,229

3,161,824

2,616,319

2,259,510

Proceeds from investment income . . . . . . . . . . . . . . .

22,074

16,724

32,433

28,344

8,747

Proceeds from settlement of derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

5,701

44,268

37,925

311,998

32,763

117,048

20,830

8,529

9,535

Proceeds from . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

220,574

58,125

42,908

32,010

125,386

Proceeds from disposal of associates . . . . . . . . . . . . .

4,241

197,000

–

–

–

Net cash inflow from acquisition of subsidiaries . . . .

–

24,862

75

75

–

Government grants received for assets . . . . . . . . . . .

201,896

888,481

297,928

133,732

326,127

(474,386)

(388,411)

(51,386)

(45,904)

(215,562)

Equity instruments at other comprehensive income . .

(91,897)

–

–

–

–

Placement of time deposits and wealth management products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(1,070,000)

(3,603,885)

(2,847,027)

(2,613,640)

(2,666,809)

Payment for settlement of derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

(26,957)

–

–

(261,438)

(9,093,619)

(5,896,083)

(6,193,098)

(4,615,986)

(5,679,707)

Payment for investments . . . . . . . . . . . . . . . . . . . . .

(344,500)

(511,000)

(94,058)

(64,218)

(26,112)

Net cash outflow from acquisition of subsidiaries . . .

–

(21,476)

–

–

(255)

Changes in restricted cash . . . . . . . . . . . . . . . . . . . . .

(7,528)

40

(178,969)

(129,307)

(196,867)

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(546)

(26,006)

–

–

(1,968)

Net cash used in investing activities . . . . . . . . . . . . .

(9,640,928)

(5,968,608)

(5,764,272)

(4,612,121)

(6,007,415)

Cash flows from operating activities Cash generated from operations . . . . . . . . . . . . . . . . .

42(a)

Cash flows from investing activities

Proceeds from disposal of property, plant and equipment, intangible assets and other non-current assets . . . . .

Proceeds from disposal of equity instruments at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . .

Payment for purchase of equity instruments at fair value through profit or loss . . . . . . . . . . . . . . . . . . . . . . . Payment for purchase of equity instruments at fair value through other comprehensive income . . . . . . . . . . .

Payment for purchase of property, plant and equipment, intangible assets and other non-current assets . . . . . Payment for purchase of interests in associates and joint ventures . . . . . . . . . . . . . . . . . . . . . . . . .

– I-17 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report For the Year Ended 31 December

Notes

For the Nine Months Ended 30 September

2022

2023

2024

RMB'000

RMB'000

RMB'000

2024

2025

RMB'000

RMB'000

(Unaudited)

Cash flows from financing activities Capital contributions from non-controlling interests . .

8,387,640

2,358,726

60,224

55,085

42,578

Proceeds from issuance of shares . . . . . . . . . . . . . . . .

3,117,931

–

–

–

–

Proceeds from share schemes . . . . . . . . . . . . . . . . . . .

–

–

18,963

–

78,702

Proceeds from borrowings . . . . . . . . . . . . . . . . . . . . .

12,720,883

16,411,723

17,231,793

12,901,558

21,536,400

Proceeds from issuance of convertible bonds . . . . . . .

1,040,000

50,000

–

–

–

Proceeds from loans from non-controlling interests of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,114,200

200,494

85,598

85,598

125,000

Repayment of convertible bonds . . . . . . . . . . . . . . . .

–

(110,673)

–

–

–

Dividends paid to non-controlling interests . . . . . . . .

–

(31,629)

(44,100)

–

(15,517)

Dividends paid to shareholders of the Company . . . .

(119,506)

(148,994)

(221,714)

(221,714)

(274,681)

Payment of [Redacted] expenses . . . . . . . . . . . . . . . .

[Redacted]

[Redacted]

[Redacted]

[Redacted]

[Redacted]

Payment for repurchase of shares . . . . . . . . . . . . . . . .

–

(60,175)

(448,566)

(339,967)

–

Principal portion of lease payments . . . . . . . . . . . . . .

(149,949)

(635,663)

(404,410)

(128,504)

(179,397)

Repayment of borrowings . . . . . . . . . . . . . . . . . . . . .

(8,450,764)

(11,611,013)

(15,273,262)

(11,964,232)

(14,575,309)

Repayment of loans from non-controlling interests of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

(246,923)

(245,831)

(69,199)

(7,000)

Transactions with non-controlling interests . . . . . . . .

–

1,495,750

(534,638)

(534,638)

(40,000)

Interest paid on loans from non-controlling interests of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

–

(39,234)

–

(9,456)

Other interest paid . . . . . . . . . . . . . . . . . . . . . . . . . . .

(708,790)

(752,092)

(654,955)

(503,488)

(498,846)

Guarantee fees paid for corporate bonds . . . . . . . . . .

(13,408)

–

(3,200)

(3,200)

–

Changes in restricted cash . . . . . . . . . . . . . . . . . . . . .

(1,976,132)

(1,148,583)

(930,308)

(537,710)

(561,824)

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(4,052)

–

(35,415)

(24,468)

(6,564)

Net cash from/(used in) financing activities . . . . . . . .

14,880,791

5,770,948

(1,439,055)

(1,284,879)

5,589,464

Net increase/(decrease) in cash and cash equivalents .

5,679,144

2,532,057

(4,210,898)

(3,413,732)

1,681,370

Cash and cash equivalents at the beginning of the year/period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,441,712

11,097,753

13,668,744

13,668,744

9,465,822

Effect of exchange rate changes on cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(23,103)

38,934

7,976

10,694

(1,240)

Cash and cash equivalents at the end of the year/period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

27

11,097,753

13,668,744

9,465,822

10,265,706

11,145,952

– I-18 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I II.

Notes to Historical Financial Information

1.

General Information

Accountants' Report

Sunwoda Electronic Co., Ltd. (欣旺達電子股份有限公司) (hereinafter referred to as the "Company", formerly known as Shenzhen Sunwoda Electronic Co., Ltd. (深圳市欣旺達電子有限公司)) is a joint stock limited company incorporated in the People's Republic of China (the "PRC") on 15 October 2008. The Company was listed on the ChiNext Board of the Shenzhen Stock Exchange in April 2011 (stock code: 300207). The registered office of the Company is located at Floor 1, Areas A–B on Floor 2, and Floor 9, the Integrated Building, No. 2 Longyao Road, Shilong Community, Shiyan Street, Bao'an District, Shenzhen, Guangdong Province, China. The ultimate controlling shareholders are Mr. Wang Mingwang and Mr. Wang Wei (the "Ultimate Controlling Shareholders").

The Company and its subsidiaries (hereinafter collectively referred to as the "Group") are principally engaged in the research and development, design, manufacture and sale of lithium batteries, dedicated to providing high-performance and customised battery solutions for diverse application scenarios.

The principal subsidiaries of the Company during the Track Record Period are set out in Note 16.

The historical financial information is presented in Renminbi ("RMB"), which is also the functional currency of the Company, and all values are rounded to the nearest thousand (RMB'000) unless otherwise stated.

The statutory consolidated financial statements of the Company for the years ended 31 December 2022 and 2023 were prepared in accordance with the relevant accounting standards in China and were audited by ShineWing Certified Public Accountants LLP (信永中和會計師事務所（特殊普通合夥）). The statutory consolidated financial statements of the Company for the year ended 31 December 2024 were prepared in accordance with the relevant accounting standards in China and were audited by TienHwa Accounting Firm (Special General Partnership) (天健會計師事務所（特殊普通合夥）). Both auditors are certified public accountants registered in China.

2.

Basis of Preparation

The historical financial information of the Group has been prepared in accordance with the applicable International Financial Reporting Accounting Standards ("IFRS Accounting Standards") issued by the International Accounting Standards Board (the "IASB"). The historical financial information has been prepared under the historical cost basis, as modified by the revaluation of financial assets and liabilities at fair value through profit or loss ("FVTPL") and financial assets at fair value through other comprehensive income ("FVOCI").

The preparation of historical financial information in conformity with IFRS Accounting Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the historical financial information, are disclosed in Note 4 below.

The Group has consistently applied the new standards, amendments to existing standards and interpretations that became effective during the Track Record Period throughout the years presented, unless the relevant standard prohibits retrospective application.

Apart from the significant accounting policy information disclosed elsewhere in this historical financial information, a summary of other accounting policy information is set out in Note 48 to this historical financial information.

– I-19 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I 2.1

Accountants' Report

New Standards and Amendments to Standards Not Yet Adopted

The following standards and amendments to standards that have been issued but are not yet effective and have not been early adopted by your Group during the track record period are as follows:

| Standards and Amendments | Effective for annual periods beginning on or after | |---|---| | Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets between an Investor and its Associate or Joint Venture" | To be determined | | Amendments to IFRS 9 and IFRS 7 "Amendments to the Classification and Measurement of Financial Instruments" | 1 January 2026 | | Amendments to IFRS 9 and IFRS 7 "Contracts Referencing Nature-dependent Electricity" | 1 January 2026 | | Annual Improvements – Volume 11 to IFRS Accounting Standards | 1 January 2026 | | IFRS 18 "Presentation and Disclosure in Financial Statements" | 1 January 2027 | | IFRS 19 "Subsidiaries without Public Accountability: Disclosures" | 1 January 2027 |

Apart from the impact of IFRS 18 discussed below, the other new/amended standards are either not relevant to your Group or are not expected to have a material impact on your Group's consolidated financial statements when they become effective.

IFRS 18 Presentation and Disclosure in Financial Statements

IFRS 18 "Presentation and Disclosure in Financial Statements" sets out requirements for the presentation and disclosure of financial statements, and will replace IAS 1 "Presentation of Financial Statements". This new IFRS Accounting Standard, while carrying forward many of the requirements of IAS 1, introduces new requirements to present specified categories and defined subtotals in the statement of profit or loss; provide disclosures of management-defined performance measures in the notes to financial statements; and improve the aggregation and disaggregation of information to be disclosed in financial statements. In addition, certain paragraphs of IAS 1 have been moved to IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" and IFRS 7 "Financial Instruments: Disclosures". Minor amendments have also been made to IAS 7 "Statement of Cash Flows" and IAS 33 "Earnings per Share".

IFRS 18 and the amendments to other standards are effective for annual periods beginning on or after 1 January 2027, with early application permitted. The application of IFRS 18 is not expected to have a material impact on the financial position and performance of your Group, but will affect the presentation of the statement of profit or loss and the disclosures in future financial statements.

3. Financial Risk Management

Your Group's operating activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk, equity price risk and commodity price risk), credit risk and liquidity risk. Your Group's overall risk management aims to balance risk and return, minimise the adverse impact of risks on your Group's financial performance, and maximise the interests of shareholders and other equity investors. Based on this risk management objective, your Group's fundamental risk management strategy is to identify and analyse the various risks faced, set appropriate risk tolerance levels, monitor various risks in a timely and reliable manner, and control them within defined limits.

3.1 Market Risk

(a) Foreign Exchange Risk

Foreign exchange risk arises when future commercial transactions or recognised assets and liabilities are not denominated in the functional currency of your Company and its subsidiaries. Your Group manages its foreign exchange risk by regularly reviewing your Group's net foreign exchange exposure and, where possible, reducing such exposure by buying and selling foreign currencies at market exchange rates.

At 31 December 2022, 2023 and 2024, and 30 September 2025, your Group's major financial assets/liabilities were exposed to foreign exchange risk (i.e., those financial assets/liabilities denominated in United States dollars ("USD"), Australian dollars ("AUD") and Euros ("EUR") and recorded in different functional currencies across group entities):

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2025 RMB'000 | | **Financial assets denominated in:** | | | | | | USD | 7,302,372 | 6,097,038 | 7,242,868 | 6,107,699 | | AUD | – | – | 605,346 | 636,090 | | EUR | 11,142 | 33,933 | 18,880 | 30,073 |

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2025 RMB'000 | | **Financial liabilities denominated in:** | | | | | | USD | 2,026,500 | 2,212,459 | 2,322,060 | 2,450,469 | | EUR | 2,402 | – | 601,134 | 639,976 |

As shown in the table above, your Group is mainly exposed to changes in the exchange rates of USD, AUD and EUR. The sensitivity of profit or loss before income tax to changes in exchange rates arises from financial instruments denominated in USD, AUD and EUR, as shown below:

| | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2024 RMB'000 (Unaudited) | 2025 RMB'000 | | **USD exchange rate –** | | | | | | | Increase by 5% | 263,794 | 194,229 | 246,040 | 244,078 | 182,862 | | Decrease by 5% | (263,794) | (194,229) | (246,040) | (244,078) | (182,862) | | **AUD exchange rate –** | | | | | | | Increase by 5% | – | – | 30,267 | 17,913 | 31,804 | | Decrease by 5% | – | – | (30,267) | (17,913) | (31,804) | | **EUR exchange rate –** | | | | | | | Increase by 5% | 437 | 1,697 | (29,113) | (31,009) | (30,495) | | Decrease by 5% | (437) | (1,697) | 29,113 | 31,009 | 30,495 |

(b) Interest Rate Risk

Your Group's interest rate risk mainly arises from interest-bearing borrowings. Borrowings issued at variable rates expose your Group to cash flow interest rate risk, while borrowings issued at fixed rates expose your Group to fair value interest rate risk. Your Group determines the proportion of variable rate and fixed rate borrowings based on market conditions, and maintains an appropriate mix of financial instruments through regular review and monitoring.

At 31 December 2022, 2023 and 2024, and 30 September 2025, your Group's total variable rate borrowings amounted to approximately RMB3,706,301,000, RMB7,237,666,000, RMB7,940,420,000 and RMB11,702,221,000, respectively.

For the years ended 31 December 2022, 2023 and 2024, and for the nine months ended 30 September 2025, if interest rates had increased or decreased by 50 basis points with all other variables held constant, profit before tax would have decreased/increased by approximately RMB18,532,000, RMB36,188,000, RMB39,702,000 and RMB58,511,000, respectively.

Taking into account repricing or maturity dates, the fair value interest rate risk arising from borrowings at fixed interest rates and bank balances is not significant to your Group.

– I-21 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I Accountants' Report

(c) Equity Price Risk

Your Group's equity price risk mainly arises from investments held by your Group that are classified as at fair value through profit or loss (Note 15) or at fair value through other comprehensive income (Note 15). To manage the price risk arising from investments, your Group diversifies its investment portfolio. These investments are primarily held for strategic purposes. Each investment is managed by management on a case-by-case basis.

At the end of each track record period, management performed sensitivity analyses to assess the equity price risk faced by your Group's financial performance with respect to investments at fair value through profit or loss and at fair value through other comprehensive income. If the prices of the relevant instruments held by your Group had increased/decreased by 5%, 5% and 5% at 31 December 2022, 2023 and 2024, and 30 September 2025, then for the years ended 31 December 2022, 2023 and 2024, and for the nine months ended 30 September 2025: (i) profit before tax would have increased/decreased by approximately RMB3,206,000, RMB95,021,000, RMB67,692,000 and RMB97,535,000, respectively, arising from gains/losses on financial instruments classified as at fair value through profit or loss; and (ii) other comprehensive income before tax would have increased/decreased by approximately RMB19,379,000, RMB32,645,000, RMB37,370,000 and RMB30,004,000, respectively, arising from gains/losses on financial instruments classified as at fair value through other comprehensive income.

(d) Commodity Price Risk

The prices of raw materials have a significant impact on the cost of sales. Raw materials mainly include cathode materials, anode materials, electrolytes, separators, cells, BMS, PCB, plastic materials, precision structural components and electronic components. In particular, the prices of cathode materials, anode materials and electrolytes are significantly affected by the prices of metals or commodities such as lithium, nickel and cobalt. The supply and prices of these materials may fluctuate due to a number of factors beyond your Company's control, including but not limited to the availability of upstream mining resources, market supply and demand conditions, potential speculation, market disruptions, shipping and transportation costs, natural disasters, economic conditions in China and globally, and other factors. To mitigate the risk of raw material price fluctuations, your Company has utilised hedging instruments in the futures market to manage the overall cost of key raw materials.

3.2 Credit Risk

Credit risk arises from cash and cash equivalents, restricted cash and time deposits, as well as trade receivables and bills receivable, other receivables and contract assets. The carrying amounts of each of the above classes of financial assets represent your Group's maximum exposure to credit risk in respect of the corresponding class of financial assets.

(a) Risk Management

To manage this risk, cash and cash equivalents and restricted cash and time deposits are primarily held at reputable financial institutions, all of which are financial institutions with high credit ratings.

To manage the risk arising from trade receivables and bills receivable and other receivables and contract assets, your Group has established policies to ensure that credit terms are granted only to counterparties with good credit records, and management conducts ongoing credit evaluations of counterparties. There are also ongoing monitoring procedures in place to ensure that receivables are collected as scheduled and follow-up measures are taken to recover overdue debts (if any).

(b) Impairment of Financial Assets

Your Group has five types of financial assets subject to the expected credit loss ("ECL") model:

- Cash and cash equivalents, restricted cash and time deposits; - Trade receivables; - Bills receivable measured at amortised cost and at fair value through other comprehensive income; - Other receivables; and - Contract assets.

– I-22 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I Accountants' Report

Credit Risk of Cash and Cash Equivalents and Restricted Cash and Time Deposits

Cash and cash equivalents and restricted cash and time deposits are primarily held at financial institutions with high credit ratings. There have been no recent records of default by these financial institutions. At 31 December 2022, 2023 and 2024, and 30 September 2025, the expected credit losses were not significant.

Credit Risk of Trade Receivables and Bills Receivable and Contract Assets

(i) Trade Receivables and Contract Assets

Your Group applies the simplified approach under IFRS 9 to measure expected credit losses ("ECL"), which uses a lifetime expected loss allowance for all trade receivables and contract assets.

To measure the ECL, trade receivables and contract assets are grouped based on shared credit risk characteristics and aging. Contract assets relate to unbilled work in progress, which has substantially the same risk characteristics as the trade receivables for the same types of contracts. Your Group therefore considers that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for contract assets.

Your Group also individually assesses the recoverability of trade receivables and contract assets from certain customers based on historical settlement records.

Historical loss rates are calculated based on historical customer payment patterns and corresponding historically incurred credit losses. Historical loss rates are adjusted to reflect forward-looking information on macroeconomic factors and credit rating analyses of the relevant customers, as well as other external data affecting the ability of customers to settle receivables. Your Group has identified the gross domestic product ("GDP") of the countries in which it sells its products as the most relevant factor, and adjusts historical loss rates accordingly based on the expected changes in these factors.

Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include the failure of the debtor to engage in a repayment plan with your Group and other indicators of serious financial difficulty.

Trade Receivables

Accordingly, at 31 December 2022, 2023 and 2024, and 30 September 2025, the loss allowances for trade receivables were determined as follows:

At 31 December 2022, the loss allowances for individually impaired trade receivables were determined as follows:

Individual assessment:

| | Gross carrying amount RMB'000 | ECL rate | |---|---|---| | Trade receivables | | |

25,890

– I-23 –

Loss Allowance

Reason

RMB'000

100%

25,890

Financial difficulties

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

As at 31 December 2023, the loss allowance for individually impaired trade receivables was determined as follows: Individual assessment:

| | Gross carrying amount | Expected credit loss rate | Loss allowance | | Reason | |---|---|---|---|---|---| | | RMB'000 | | RMB'000 | | | | Trade receivables . . . . . . . . . | 12,541 | 100% | 12,541 | | Financial difficulties |

As at 31 December 2024, the loss allowance for individually impaired trade receivables was determined as follows: Individual assessment:

| | Gross carrying amount | Expected credit loss rate | Loss allowance | | Reason | |---|---|---|---|---|---| | | RMB'000 | | RMB'000 | | | | Trade receivables . . . . . . . . . | 21,025 | 100% | 21,025 | | Financial difficulties |

As at 30 September 2025, the loss allowance for individually impaired trade receivables was determined as follows: Individual assessment:

| | Gross carrying amount | Expected credit loss rate | Loss allowance | | Reason | |---|---|---|---|---|---| | | RMB'000 | | RMB'000 | | | | Trade receivables . . . . . . . . . . . . . | 20,148 | 100% | 20,148 | | Financial difficulties |

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the loss allowance for collectively impaired trade receivables was determined as follows: Collective assessment:

| | Year ended 31 December 2022 | | | Year ended 31 December 2023 | | | Year ended 31 December 2024 | | | Nine months ended 30 September 2025 | | | |---|---|---|---|---|---|---|---|---|---|---|---|---| | | Expected loss rate | Gross carrying amount | Loss allowance | Expected loss rate | Gross carrying amount | Loss allowance | Expected loss rate | Gross carrying amount | Loss allowance | Expected loss rate | Gross carrying amount | Loss allowance | | | % | RMB'000 | RMB'000 | % | RMB'000 | RMB'000 | % | RMB'000 | RMB'000 | % | RMB'000 | RMB'000 | | Consumer battery portfolio . . | 0.06 | 7,529,257 | 4,210 | 0.01 | 6,582,560 | 906 | 0.08 | 8,373,600 | 6,612 | 0.06 | 8,463,125 | 4,864 | | Power battery portfolio . . | 1.14 | 3,516,612 | 40,005 | 1.25 | 3,201,481 | 39,943 | 1.78 | 5,197,019 | 92,764 | 2.35 | 5,939,441 | 139,352 | | Energy storage system portfolio . . . . | 8.84 | 212,892 | 18,825 | 4.23 | 465,708 | 19,688 | 2.47 | 890,829 | 21,962 | 3.92 | 903,505 | 35,383 | | Other portfolio . . . . . . . . | 0.35 | 1,256,256 | 4,372 | 0.44 | 1,764,367 | 7,795 | 0.83 | 1,753,482 | 14,497 | 0.58 | 1,951,333 | 11,279 | | Total . . . . . . . . . . . | | 12,515,017 | 67,412 | | 12,014,116 | 68,332 | | 16,214,930 | 135,835 | | 17,257,404 | 190,878 |

– I-24 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

The management of the Group estimates the default rates of the trade receivables portfolio by reference to the ageing of the trade receivable balances, taking into account historical data and forward-looking information, in order to determine the expected credit loss rates for the trade receivables portfolio.

At the end of each track record period, the Group assessed the historically observed default rates and forward-looking estimates separately. The management of the Group reviewed the portfolio of customers with trade receivable balances in each overdue bucket throughout the track record period and noted that the balances in each overdue bucket were mostly from a similar customer portfolio. In addition, the Group assessed the financial condition of these customers, their past settlement records, their business relationships with the Group and other factors (such as current market conditions and industry information), and considered that the credit risk of the above customer portfolio was broadly the same throughout the track record period. Therefore, the same expected credit loss rate was applied for the same overdue bucket throughout the track record period.

The reconciliation of the loss allowance for trade receivables for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 to the opening loss allowance is as follows:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Opening loss allowance for the year/period . . . . . . . | 254,517 | 93,302 | 80,873 | 80,873 | 156,860 | | Net loss allowance recognised . . . . . | 56,909 | 2,883 | 76,073 | 26,481 | 52,486 | | Loss allowance written off(i) . . . . . . . | (218,124) | (15,312) | (85) | (75) | 1,515 | | Exchange differences . . . . . . . . . . . . | – | – | (1) | 189 | 165 | | Closing loss allowance for the year/period . . . . . . . | 93,302 | 80,873 | 156,860 | 107,468 | 211,026 |

(i) In 2022, after obtaining approval from the board of directors, the Group wrote off amounts receivable from customers who had filed for bankruptcy or were in financial difficulties.

Contract assets

For contract assets, regardless of whether a significant financing component exists, the Group measures the loss allowance based on lifetime expected credit losses. Information about the Group's credit risk exposure in respect of contract assets is set out below:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | Collective assessment: | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Expected loss rate . . . . . . . . . . . . . . . . . . . | 3.83% | 6.64% | 8.52% | 14.53% | | Gross carrying amount . . . . . . . . . . . . . . . . | 41,445 | 34,628 | 63,463 | 42,952 | | Loss allowance . . . . . . . . . . . . . . . . . . . . . | 1,588 | 2,300 | 5,410 | 6,240 | | Net carrying amount . . . . . . . . . . . . . . . . . | 39,857 | 32,328 | 58,053 | 36,712 |

As at 1 January 2022, the Group had no contract assets.

(ii) Notes receivable measured at amortised cost and notes receivable measured at fair value through other comprehensive income

The Group measures the impairment allowance for notes receivable based on lifetime expected credit losses, and assesses that there is no significant credit risk associated with bank acceptance notes issued by large banks, as the Group does not expect to incur any significant losses from the default of these reputable banks. For commercial acceptance notes and bank acceptance notes issued by small and medium-sized banks, which are generally settled within six months to one year from the relevant issuance date, the Group recognised allowances of nil, nil, RMB366,000 and RMB(84,000) as at 31 December 2022, 2023 and 2024 and 30 September 2025, respectively.

– I-25 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

The movements in the expected credit loss allowance for notes receivable measured at amortised cost and notes receivable measured at fair value through other comprehensive income are as follows:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Opening loss allowance for the year/period . . . . . . . . . . . . . | – | – | – | – | 366 | | Net loss allowance recognised/(reversed) . . . | – | – | 366 | – | (84) | | Closing loss allowance for the year/period . . . . . . . . . . . . . | – | – | 366 | – | 282 |

(iii) Other receivables

Other receivables at the end of each period primarily include deposits, export tax refunds and others. The Group considers the likelihood of default occurring upon initial recognition of the asset and whether the credit risk has increased significantly during the track record period. To assess whether there has been a significant increase in credit risk, the Group compares the risk of default on the asset as at the reporting date with the risk of default as at the date of initial recognition. In particular, the following indicators are taken into account:

- Actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change in the debtor's ability to meet its obligations;

- External credit ratings of counterparties;

- Actual or expected significant adverse changes in the operating results of the debtor; and

- Significant changes in the expected performance and behaviour of the debtor (including changes in the payment status of the debtor).

Regardless of the above analysis, if the debtor is more than 365 days past due on contractual payments, a significant increase in credit risk is presumed.

If the credit risk of an asset is consistent with that originally expected, the Group classifies the asset as a performing asset and recognises a 12-month expected credit loss (Stage 1). If the asset has experienced a significant increase in credit risk compared to that originally expected, or if credit has become impaired, the asset is classified as an underperforming or non-performing asset and a lifetime expected credit loss is recognised (Stages 2 and 3).

Information about the Group's credit risk exposure in respect of other receivables is set out below:

| | Stage 1 | Stage 2 | Stage 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | 31 December 2022 | | | | | | Expected loss rate . . . . . . . . . . . . . . . . . . . | 3.83% | – | 100.00% | | | Gross carrying amount . . . . . . . . . . . . . . . . | 662,071 | – | 112,893 | 774,964 | | Loss allowance . . . . . . . . . . . . . . . . . . . . . | 25,342 | – | 112,893 | 138,235 | | 31 December 2023 | | | | | | Expected loss rate . . . . . . . . . . . . . . . . . . . | 5.97% | – | 100.00% | | | Gross carrying amount . . . . . . . . . . . . . . . . | 561,340 | – | 112,893 | 674,233 | | Loss allowance . . . . . . . . . . . . . . . . . . . . . | 33,524 | – | 112,893 | 146,417 | | 31 December 2024 | | | | | | Expected loss rate . . . . . . . . . . . . . . . . . . . | 4.60% | – | 100.00% | | | Gross carrying amount . . . . . . . . . . . . . . . . | 912,508 | – | 116,783 | 1,029,291 | | Loss allowance . . . . . . . . . . . . . . . . . . . . . | 41,931 | – | 116,783 | 158,714 | | 30 September 2025 | | | | | | Expected loss rate . . . . . . . . . . . . . . . . . . . | 6.14% | – | 100.00% | | | Gross carrying amount . . . . . . . . . . . . . . . . | 573,477 | – | 118,362 | 691,839 | | Loss allowance . . . . . . . . . . . . . . . . . . . . . | 35,210 | – | 118,362 | 153,572 |

– I-26 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

The reconciliation of the loss allowance for other receivables for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 to the opening loss allowance is as follows:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Opening loss allowance for the year/period . . . . . . . . . . . . . | 51,310 | 138,235 | 146,417 | 146,417 | 158,714 | | Net loss allowance recognised/(reversed) . . . | 87,905 | 9,341 | 14,055 | 5,717 | (4,028) | | Loss allowance written off . . . . . . . . . . . . . . . | (980) | (1,159) | (1,756) | (1,766) | (1,572) | | Exchange differences . . . . . . . . . . . . . . . . . . | – | – | (2) | 4 | 458 | | Closing loss allowance for the year/period . . . . . . . . . . . . . | 138,235 | 146,417 | 158,714 | 150,372 | 153,572 |

3.3 Liquidity risk

The Group aims to maintain sufficient cash and cash equivalents. Given the dynamic nature of the underlying businesses, the Group's policy is to regularly monitor the Group's liquidity risk and maintain sufficient liquid assets (such as cash and cash equivalents and time deposits), or retain sufficient financing arrangements to meet the Group's liquidity requirements.

The following table analyses the Group's financial liabilities, which are classified into relevant maturity groupings based on the remaining period from the end of each track record period to their contractual maturity dates. The amounts disclosed in the table are the contractual undiscounted cash flows. As the effect of discounting is not significant, the balances for the respective periods are equal to their carrying amounts.

| | Within 1 year | 1 to 2 years | 2 to 5 years | Over 5 years | Total | Total carrying amount | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 31 December 2022 | | | | | | | | Trade payables and notes payable . . . . . . . . . | 23,172,672 | – | – | – | 23,172,672 | 23,172,672 | | Other payables and accruals (excluding non-financial liabilities) . . . . . . . . . | 1,388,545 | 170,883 | 1,957,661 | 151,469 | 3,668,558 | 3,380,245 | | Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . | 180,972 | 165,707 | 308,339 | 2,129,216 | 2,784,234 | 1,828,423 | | Financial liabilities at fair value through profit or loss . . . . . . . . . | – | – | – | – | | |

4,583

–

4,583

4,583

Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . .

11,601,573

1,408,162

2,709,278

540,201

16,259,214

15,324,043

Convertible bonds (i) . . . . . . . . . . . . . . . . . . .

1,060,800

–

–

–

1,060,800

1,144,000

37,404,562

1,744,752

4,979,861

2,820,886

46,950,061

44,853,966

Accrued expenses and other payables

Financial liabilities at fair value through

(i)

The liquidity risk amount for convertible bonds is measured based on the principal and interest of the convertible bonds, while their carrying value is measured at fair value.

– I-27 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report Within 1 year

1 to 2 years

2 to 5 years

Over 5 years

Total

Total carrying value

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

As at 31 December 2023 Trade payables and notes payable . . . . . . . . .

19,119,220

–

–

–

19,119,220

19,119,220

Accrued expenses and other payables (excluding non-financial liabilities) . . . . . .

519,662

108,529

584,256

2,133,797

3,346,244

2,547,811

Lease liabilities . . . . . . . . . . . . . . . . . . . . . . .

356,860

250,358

644,335

2,549,514

3,801,067

2,762,842

Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . .

10,863,111

2,893,035

2,629,231

2,022,642

18,408,019

17,592,697

3,000

–

19,807

–

22,807

22,807

30,861,853

3,251,922

3,877,629

6,705,953

44,697,357

42,045,377

Within 1 year

1 to 2 years

2 to 5 years

Over 5 years

Total

Total carrying value

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

Financial liabilities at fair value through profit or loss . . . . . . . . . .

As at 31 December 2024 Trade payables and notes payable . . . . . . . . .

24,984,037

–

–

–

24,984,037

24,984,037

401,096

6,596

709,536

1,637,211

2,754,439

2,407,119

Accrued expenses and other payables (excluding non-financial liabilities) . . . . . . Lease liabilities . . . . . . . . . . . . . . . . . . . . . . .

358,647

352,229

681,348

2,466,927

3,859,151

2,867,328

Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . .

12,526,359

2,690,526

3,052,001

2,166,205

20,435,091

19,273,473

Financial liabilities at fair value through profit or loss . . . . . . . . . .

7,000

–

84,136

–

91,136

91,136

Derivative financial liabilities . . . . . . . . . . . .

349,636

–

–

–

349,636

349,636

38,626,775

3,049,351

4,527,021

6,270,343

52,473,490

49,972,729

Within 1 year

1 to 2 years

2 to 5 years

Over 5 years

Total

Total carrying value

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

Financial liabilities at fair value through profit or loss . . . . . . . . . .

As at 30 September 2025 Trade payables and notes payable . . . . . . . . .

28,451,856

–

–

–

28,451,856

28,451,856

Accrued expenses and other payables (excluding non-financial liabilities) . . . . . .

441,488

1,447

1,633,162

1,026,021

3,102,118

2,709,630

Lease liabilities . . . . . . . . . . . . . . . . . . . . . . .

362,640

322,960

1,175,322

2,031,345

3,892,267

2,966,598

Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . .

17,160,698

4,201,148

4,281,687

2,156,172

27,799,705

26,728,286

Financial liabilities at fair value through profit or loss . . . . . . . . . .

3,000

–

–

583,137

586,137

232,768

Derivative financial liabilities . . . . . . . . . . . .

373,018

–

–

–

373,018

373,018

46,792,700

4,525,555

7,090,171

5,796,675

64,205,101

61,462,156

Financial liabilities at fair value through profit or loss . . . . . . . . . .

The interest rates on borrowings and lease liabilities are disclosed in Note 28 and Note 18, respectively.

– I-28 –

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I 3.4

Accountants' Report

Capital Management The primary objective of the Group's capital management is to safeguard the Group's ability to continue as a going concern and to maintain a healthy capital ratio in order to support its business and maximise shareholder value.

The Group manages its capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Group may issue new shares, sell assets to reduce debt, or seek additional financing from shareholders or financial institutions where necessary. The Group is not subject to any externally imposed capital requirements. There were no changes in the objectives, policies or processes for managing capital during the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025.

The Group monitors capital on the basis of the debt-to-asset ratio. The debt-to-asset ratios as at 31 December 2022, 2023 and 2024 and 30 September 2025 are as follows:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 74,499,180 | 79,261,259 | 87,498,343 | 100,442,007 | | Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 48,183,793 | 46,816,637 | 55,571,492 | 68,025,031 | | Debt-to-asset ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 64.68% | 59.07% | 63.51% | 67.73% |

3.5

Fair Value Estimates

(a)

Determination of fair values and fair value hierarchy of financial instruments This note provides information about how the Group determines the fair values of various financial assets and liabilities.

For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

•

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

•

Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and

•

Level 3 inputs are unobservable inputs for the asset or liability.

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

As at 31 December 2022 Financial assets at fair value through other comprehensive income － Notes receivable at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . － Equity instruments at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . .

– I-29 –

–

–

295,691

295,691

–

–

91,897

91,897

–

–

387,588

387,588

THIS DOCUMENT IS IN DRAFT FORM, IS INCOMPLETE AND IS SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

Financial assets at fair value through profit or loss － Wealth management products . . . . . . . . . . . . . . . . . . . . . . . .

–

110,000

–

110,000

－ Other financial assets at fair value through profit or loss － Equity instruments at fair value through profit or loss . . . － Listed equity shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

– 76,103 –

– – 87,034

939,575 – –

939,575 76,103 87,034

76,103

197,034

939,575

1,212,712

–

–

1,144,000

1,144,000

–

–

4,583

4,583

–

–

1,148,583

1,148,583

Financial liabilities at fair value through profit or loss － Convertible bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Financial liabilities at fair value through profit or loss － Redemption liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . .

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

As at 31 December 2023 Financial assets at fair value through other comprehensive income － Notes receivable at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Equity instruments at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

–

–

–

91,897

91,897

Financial assets at fair value through profit or loss － Wealth management products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Other financial assets at fair value through profit or loss － Listed equity shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Equity instruments at fair value through profit or loss . . . . . . . . .

– –

404,420 961

– –

404,420 961

96,267 –

– 207,904

– –

96,267 207,904

– I-30 –

561,006

–

–

1,213,677

1,213,677

96,267

613,285

1,213,677

1,923,229

– –

– –

3,000 19,807

3,000 19,807

–

–

22,807

22,807

Financial liabilities at fair value through profit or loss － Financial liabilities at fair value through profit or loss － Contingent consideration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . － Redemption liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

As at 31 December 2024 Financial assets at fair value through other comprehensive income – Notes receivable at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . – Equity instruments at fair value through other comprehensive income (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

561,006

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | – Notes receivable at FVOCI | – | – | 658,422 | 658,422 | | – Equity instruments at FVOCI | – | – | 88,978 | 88,978 | | | – | – | 747,400 | 747,400 |

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Financial assets at fair value through profit or loss** | | | | | | – Wealth management products | – | 151,375 | – | 151,375 | | – Derivative financial instruments | – | 207,590 | – | 207,590 | | – Other financial assets at fair value through profit or loss | | | | | | – Equity instruments at FVTPL | – | – | 1,114,724 | 1,114,724 | | – Listed equity shares | 116,132 | – | – | 116,132 | | – Funds | – | 204,790 | – | 204,790 | | | 116,132 | 563,755 | 1,114,724 | 1,794,611 | | **Financial liabilities at fair value through profit or loss** | | | | | | – Derivative financial liabilities | – | 349,636 | – | 349,636 | | – Financial liabilities at FVTPL | | | | | | – Contingent consideration | – | – | 7,000 | 7,000 | | – Redemption liabilities | – | – | 84,136 | 84,136 | | | – | 349,636 | 91,136 | 440,772 |

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **As at 30 September 2025** | | | | | | **Financial assets at fair value through other comprehensive income** | | | | | | – Notes receivable at fair value through other comprehensive income (Note 15) | – | – | 511,101 | 511,101 | | – Equity instruments at fair value through other comprehensive income (Note 15) | – | – | 88,978 | 88,978 | | | – | – | 600,079 | 600,079 | | **Financial assets at fair value through profit or loss** | | | | | | – Wealth management products | – | 344,676 | – | 344,676 | | – Derivative financial instruments | – | 470,265 | – | 470,265 | | – Other financial assets at fair value through profit or loss | | | | | | – Equity instruments at FVTPL | – | – | 1,206,355 | 1,206,355 | | – Listed equity shares | 303,735 | – | – | 303,735 | | – Funds | – | 231,461 | – | 231,461 | | | 303,735 | 1,046,402 | 1,206,355 | 2,556,492 | | **Financial liabilities at fair value through profit or loss** | | | | | | – Derivative financial liabilities | – | 373,018 | – | 373,018 | | – Financial liabilities at FVTPL | | | | | | – Contingent consideration | – | – | 3,000 | 3,000 | | – Redemption liabilities | – | – | 229,768 | 229,768 | | | – | 373,018 | 232,768 | 605,786 |

– I-31 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

**The Company**

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **As at 31 December 2022** | | | | | | **Financial assets at fair value through other comprehensive income** | | | | | | – Notes receivable at fair value through other comprehensive income (Note 15) | – | – | 45,953 | 45,953 | | – Equity instruments at fair value through other comprehensive income (Note 15) | – | – | 91,897 | 91,897 | | | – | – | 137,850 | 137,850 | | **Financial assets at fair value through profit or loss** | | | | | | – Other financial assets at fair value through profit or loss | | | | | | – Equity instruments at FVTPL | – | – | 87,034 | 87,034 | | – Listed equity shares | 18,349 | – | – | 18,349 | | | 18,349 | – | 87,034 | 105,383 |

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **As at 31 December 2023** | | | | | | **Financial assets at fair value through other comprehensive income** | | | | | | – Notes receivable at fair value through other comprehensive income (Note 15) | – | – | 142,655 | 142,655 | | – Equity instruments at fair value through other comprehensive income (Note 15) | – | – | 91,897 | 91,897 | | | – | – | 234,552 | 234,552 | | **Financial assets at fair value through profit or loss** | | | | | | – Derivative financial instruments | – | 961 | – | 961 | | – Other financial assets at fair value through profit or loss | | | | | | – Listed equity shares | 6,210 | – | – | 6,210 | | – Funds | – | 119,042 | – | 119,042 | | | 6,210 | 120,003 | – | 126,213 |

**As at 31 December 2024** **Financial assets at fair value through other comprehensive income** – Notes receivable at fair value through other comprehensive income (Note 15) – Equity instruments at fair value through other comprehensive income (Note 15) **Financial assets at fair value through profit or loss** – Derivative financial instruments – Other financial assets at fair value through profit or loss – Listed equity shares – Funds

– I-32 –

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | – Notes receivable at FVOCI | – | – | 64,539 | 64,539 | | – Equity instruments at FVOCI | – | – | 88,978 | 88,978 | | | – | – | 153,517 | 153,517 | | – Derivative financial instruments | – | 175,616 | – | 175,616 | | – Listed equity shares | 6,210 | – | – | 6,210 | | – Funds | – | 121,435 | – | 121,435 | | | 6,210 | 297,051 | – | 303,261 |

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

| | Level 1 | Level 2 | Level 3 | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **As at 30 September 2025** | | | | | | **Financial assets at fair value through other comprehensive income** | | | | | | – Notes receivable at fair value through other comprehensive income (Note 15) | – | – | 97,078 | 97,078 | | – Equity instruments at fair value through other comprehensive income (Note 15) | – | – | 88,978 | 88,978 | | | – | – | 186,056 | 186,056 | | **Financial assets at fair value through profit or loss** | | | | | | – Derivative financial instruments | – | 145,914 | – | 145,914 | | – Other financial assets at fair value through profit or loss | | | | | | – Listed equity shares | 6,020 | – | – | 6,020 | | – Funds | – | 148,882 | – | 148,882 | | | 6,020 | 294,796 | – | 300,816 | | **Financial liabilities at fair value through profit or loss** | | | | | | – Derivative financial liabilities | – | 125,321 | – | 125,321 | | | – | 125,321 | – | 125,321 |

(i) The market prices of the listed equity shares measured at Level 1 fair value above are determined based on quoted closing prices in active markets.

(ii) The fair values of funds, wealth management products and derivative financial instruments are based on market quotations provided by respective financial institutions or recent transaction prices (where applicable). The timing of transfers is determined as of the date of the event or change in circumstances that caused the transfer. During the track record period, there were no transfers between Level 1 and Level 2.

(b) Valuation processes of the Group

For financial assets and financial liabilities classified as Level 3 fair value, the Group's finance department, with the assistance of independent valuers, performs valuations for financial reporting purposes. The finance department reports the valuation results to management.

(c) The reconciliation of Level 3 assets is as follows:

Financial assets at fair value through other comprehensive income and financial assets at fair value through profit or loss

| | Notes receivable at FVOCI | Equity instruments at FVOCI | Equity instruments at FVTPL | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2022 | 214,372 | – | 371,761 | 586,133 | | Additions | 3,530,156 | 91,897 | 381,167 | 4,003,220 | | Disposals | (3,448,837) | – | (4,129) | (3,452,966) | | Fair value changes recognised in profit or loss | – | – | 190,776 | 190,776 | | **As at 31 December 2022** | **295,691** | **91,897** | | |

939,575

1,327,163

– I-33 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

Financial assets measured at fair value through other comprehensive income and financial assets measured at fair value through profit or loss

| | Notes receivable measured at fair value through other comprehensive income | Equity instruments measured at fair value through other comprehensive income | Equity instruments measured at fair value through profit or loss | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2023 | 295,691 | 91,897 | 939,575 | 1,327,163 | | Additions | 3,191,183 | – | 230,916 | 3,422,099 | | Disposals | (2,924,878) | – | (32,902) | (2,957,780) | | Fair value changes recognised in other comprehensive income | (990) | – | – | (990) | | Fair value changes recognised in profit or loss | – | – | 76,088 | 76,088 | | As at 31 December 2023 | 561,006 | 91,897 | 1,213,677 | 1,866,580 |

Financial assets measured at fair value through other comprehensive income and financial assets measured at fair value through profit or loss

| | Notes receivable measured at fair value through other comprehensive income | Equity instruments measured at fair value through other comprehensive income | Equity instruments measured at fair value through profit or loss | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2024 | 561,006 | 91,897 | 1,213,677 | 1,866,580 | | Additions | 5,375,999 | – | 51,386 | 5,427,385 | | Disposals | (5,277,779) | – | (65,313) | (5,343,092) | | Fair value changes recognised in other comprehensive income | (804) | (2,919) | – | (3,723) | | Fair value changes recognised in profit or loss | – | – | (85,026) | (85,026) | | Exchange differences | – | – | – | – | | As at 31 December 2024 | 658,422 | 88,978 | 1,114,724 | 1,862,124 |

Financial assets measured at fair value through other comprehensive income and financial assets measured at fair value through profit or loss

| | Notes receivable measured at fair value through other comprehensive income | Equity instruments measured at fair value through other comprehensive income | Equity instruments measured at fair value through profit or loss | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2025 | 658,422 | 88,978 | 1,114,724 | 1,862,124 | | Additions | 4,622,520 | – | 132,452 | 4,754,972 | | Disposals | (4,771,772) | – | (29,035) | (4,800,807) | | Fair value changes recognised in other comprehensive income | 1,931 | – | – | 1,931 | | Fair value changes recognised in profit or loss | – | – | (11,539) | (11,539) | | Exchange differences | – | – | (247) | (247) | | As at 30 September 2025 | 511,101 | 88,978 | 1,206,355 | 1,806,434 |

Financial liabilities measured at fair value through profit or loss

| | Convertible bonds | Redemption liabilities | Contingent consideration | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2022 | 813,282 | – | – | 813,282 | | Additions | 1,040,000 | 4,800 | – | 1,044,800 | | Disposals | (813,282) | – | – | (813,282) | | Fair value changes recognised in profit or loss | 104,000 | (217) | – | 103,783 | | Exchange differences | – | – | – | – | | As at 31 December 2022 | 1,144,000 | 4,583 | – | 1,148,583 |

– I-34 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

Financial liabilities measured at fair value through profit or loss

| | Convertible bonds | Redemption liabilities | Contingent consideration | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2023 | 1,144,000 | 4,583 | – | 1,148,583 | | Additions | – | 10,000 | 3,000 | 13,000 | | Disposals | (1,190,000) | – | – | (1,190,000) | | Fair value changes recognised in profit or loss | 46,000 | 5,224 | – | 51,224 | | As at 31 December 2023 | – | 19,807 | 3,000 | 22,807 |

Financial liabilities measured at fair value through profit or loss

| | Convertible bonds | Redemption liabilities | Contingent consideration | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2024 | – | 19,807 | 3,000 | 22,807 | | Additions | – | 76,378 | – | 76,378 | | Disposals | – | (9,029) | – | (9,029) | | Fair value changes recognised in profit or loss | – | (3,020) | 4,000 | 980 | | As at 31 December 2024 | – | 84,136 | 7,000 | 91,136 |

Financial liabilities measured at fair value through profit or loss

| | Convertible bonds | Redemption liabilities | Contingent consideration | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | As at 1 January 2025 | – | 84,136 | 7,000 | 91,136 | | Additions | – | 137,079 | – | 137,079 | | Disposals | – | – | (4,000) | (4,000) | | Fair value changes recognised in profit or loss | – | 8,553 | – | 8,553 | | As at 30 September 2025 | – | 229,768 | 3,000 | 232,768 |

(i) The fair values of unlisted equity instruments measured at fair value through other comprehensive income and measured at fair value through profit or loss as at 31 December 2022, 2023 and 2024 and 30 September 2025 were determined by reference to recent transaction prices, adjusted net asset values, or valuations performed by independent qualified professional valuers unrelated to the Group using the guideline public company method under the market approach at the relevant dates.

(ii) The fair values of bank acceptance notes receivable measured at fair value through other comprehensive income are calculated by discounting expected future cash flows using rates currently available for instruments with similar terms, credit risk and remaining maturities. Due to the short-term nature of the maturities, the impact of fair value changes is not material.

– I-35 –

| Description | Fair value | | | | Valuation technique | Significant unobservable inputs | Input range | | | | Relationship between unobservable inputs and fair value | |---|---|---|---|---|---|---|---|---|---|---|---| | | As at 31 December | | | As at 30 September | | | | | | | | | | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2025 RMB'000 | | | 2022 | 2023 | 2024 | 2025 (30 Sep) | | | Notes receivable measured at fair value through other comprehensive income (a) | 295,691 | 561,006 | 658,422 | 511,101 | Discounted cash flow method | Discount rate | 1.43%–1.55% | 1.32%–1.42% | 1.38%–1.42% | 1.42% | An increase in the discount rate will result in a decrease in fair value, and vice versa. | | Equity instruments measured at fair value through profit or loss (b) | 243,398 | 313,700 | 177,574 | 621,315 | Guideline public company method | Price-to-earnings ratio ("P/E ratio") | 0.92–4.8 | (102.61)–142.63 | (97.23)–44.67 | 41.73 | An increase in the P/E ratio or EV/NOIAT adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Price-to-book ratio ("P/B ratio") | 2.92–4.06 | (382.13)–87.63 | (171.16)–34.28 | 2.50–6.99 | An increase in the P/B ratio or EV/EBIT adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Price-to-sales ratio ("P/S ratio") | 45.14 | (787.14)–140.13 | (164.05)–388.10 | 2.52–16.59 | An increase in the P/S ratio or EV/EBITDA adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Enterprise value / earnings before interest and taxes ("EV/EBIT") | | | | | | | | | | | | | Enterprise value / earnings before interest, taxes, depreciation and amortisation ("EV/EBITDA") | | | | | | | | | | | | | Enterprise value / net operating income after tax ("EV/NOIAT") | | | | | |

– I-36 –

| Description | Fair value | | | | Valuation technique | Significant unobservable inputs | Input range | | | | Relationship between unobservable inputs and fair value | |---|---|---|---|---|---|---|---|---|---|---|---| | | As at 31 December | | | As at 30 September | | | | | | | | | | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2025 RMB'000 | | | 2022 | 2023 | 2024 | 2025 (30 Sep) | | | | 9,968 | 13,341 | 99,734 | 585,041 | Net asset value | Lack of marketability discount ("LOMD") | 32.68% | 31.99% | 32.00% | 25.12%–33.81% | An increase in the LOMD adopted will result in a decrease in the fair value of the unlisted equity investments, and vice versa. | | | | | | | Net asset value | N/A | N/A | N/A | N/A | N/A | An increase in net asset value will result in an increase in fair value, and vice versa. | | | | | | | | Price-to-research ratio ("P/R ratio") | | | | 20.89–890.06 | An increase in the P/R ratio adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Enterprise value / revenue ("EV/R") | | | | 62.02–66.20 | An increase in EV/R adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Enterprise value / sales ("EV/S") | | | | 2.14 | An increase in EV/S adopted will result in an increase in the fair value of the unlisted equity investments, and vice versa. | | | | | | | | Lack of marketability discount ("LOMD") | | | | N/A | An increase in the LOMD adopted will result in a decrease in the fair value of the unlisted equity investments, and vice versa. |

– I-37 –

This document is a draft, is incomplete and may be amended, and must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I Accountants' Report

– I-38 –

–

–

2024

–

84,136

RMB'000

Discounted Cash Flow Method

Valuation Technique

Monte Carlo Simulation Model

229,768

RMB'000

2025

As at 30 September

N/A

N/A

Pre-tax Discount Rate

Operating Profit Margin

Revenue Growth Rate

Significant Unobservable Inputs

N/A Discount Rate

N/A Net Profit Margin

16.82% –

21.34%

11.74% – –

5%–101% –

2022

Input Data Range

Other than those described above, there are no significant unobservable inputs that have a material impact on fair value.

–

Redemption liability (d) . . . . . . . . . . . . .

(i)

1,144,000

2023

RMB'000

2022

RMB'000

Convertible bonds (c) . . . . . . . . . . . . .

Description

Fair Value

As at 31 December Significant Unobservable Inputs

–

–

–

N/A

N/A

2023

–

–

–

15.2%

6.7%

2024

Input Data Range

Discount Rate

Net Profit Margin

–

–

–

Significant Unobservable Inputs

and vice versa.

— An increase in the pre-tax discount rate used would result in a decrease in fair value,

vice versa.

— An increase in the operating profit margin used would result in an increase in fair value, and

in fair value, and vice versa.

— An increase in the revenue growth rate would result in an increase

Relationship between Unobservable Inputs and Fair Value

decrease, and vice versa.

15.5% An increase in the discount rate would result in a decrease in fair value

and vice versa.

redemption liability, 8.8% An increase in the net profit margin used would result in an increase in the fair value of the

As at 30 September 2025

Input Data Range

This document is a draft, is incomplete and may be amended, and must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

At the end of each reporting period, sensitivity analyses were performed to assess the risks to which the Group's financial results are exposed. If significant unobservable inputs were to change as indicated below, with all other inputs remaining constant, the changes in profit before tax would be as follows:

(a)

For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2025, if the discount rate applied to bills receivable measured at fair value through other comprehensive income increased by 5%, profit before tax would decrease by approximately RMB78,000, RMB49,000, RMB98,000 and RMB2,000, respectively, and vice versa.

(b)

For the year ended 31 December 2022, (i) if the price-to-earnings ratio, price-to-book ratio and price-to-sales ratio applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB12,171,000, and vice versa; (ii) if the discount for lack of marketability applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would decrease by approximately RMB18,078,000, and vice versa.

For the year ended 31 December 2023, (i) if the EV/NOIAT applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB20,925,000, and vice versa; (ii) if the EV/EBIT applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB11,360,000, and vice versa; (iii) if the EV/EBITDA applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB11,710,000, and vice versa; (iv) if the discount for lack of marketability applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would decrease by approximately RMB23,063,000, and vice versa.

For the year ended 31 December 2024, (i) if the EV/NOIAT applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB12,037,000, and vice versa; (ii) if the EV/EBIT applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB27,134,000, and vice versa; (iii) if the EV/EBITDA applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB6,181,000, and vice versa; (iv) if the discount for lack of marketability applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would decrease by approximately RMB13,057,000, and vice versa.

For the nine months ended 30 September 2025, (i) if the price-to-earnings ratio, price-to-book ratio, price-to-sales ratio, price-to-research ratio, EV/S and EV/R applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would increase by approximately RMB61,800,000, and vice versa; (ii) if the discount for lack of marketability applied to equity instruments measured at fair value through profit or loss increased by 5%, profit before tax would decrease by approximately RMB73,975,000, and vice versa.

4

(c)

For the year ended 31 December 2022, (i) if the revenue growth rate applied to convertible bonds increased by 5%, profit before tax would decrease by approximately RMB181,000, and vice versa; (ii) if the operating profit margin applied to convertible bonds increased by 5%, profit before tax would decrease by approximately RMB190,000, and vice versa; (iii) if the pre-tax discount rate applied to convertible bonds increased by 5%, profit before tax would increase by approximately RMB115,000, and vice versa;

(d)

For the year ended 31 December 2024 and the nine months ended 30 September 2025, (i) if the net profit margin applied to the redemption liability increased by 5%, profit before tax would decrease by approximately RMB1,485,000 and RMB4,148,000, respectively, and vice versa; (ii) if the discount rate applied to the redemption liability increased by 5%, profit before tax would decrease by approximately RMB3,762,000 and RMB9,720,000, respectively, and vice versa.

Key Accounting Estimates and Judgements

The Group continually evaluates the key accounting estimates and key judgements applied based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The key accounting estimates and key assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are outlined as follows:

– I-39 –

This document is a draft, is incomplete and may be amended, and must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

(a) Net Realisable Value of Inventories

The net realisable value of inventories is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the costs necessary to make the sale.

The Group assesses the net realisable value of inventories and the amount of inventory write-down provisions at each reporting period end. This assessment involves significant judgement in determining estimated selling prices, costs of completion and costs necessary to make the sale. If the expected amounts differ from the original estimates, such differences will affect the carrying value of inventories and the amount of inventory write-downs in the year in which such estimates are revised.

(b) Provision for Expected Credit Losses on Receivables and Contract Assets

Except for certain trade receivables from customers with specific credit risk (for which management adopts an individual impairment assessment approach), the Group uses a provision matrix to calculate expected credit losses on receivables and contract assets. The loss provision for receivables and contract assets is based on assumptions about default risk and the expected loss rates used to determine expected losses. The Group exercises judgement in making these assumptions and selecting the inputs used for the impairment calculation. Historical loss rates are adjusted to reflect forward-looking information relating to macroeconomic factors, credit rating analysis of individual customers, and other external data affecting customers' ability to settle receivables.

When considering forward-looking information for Mainland China and overseas, the Group considers various macroeconomic scenarios. The Group regularly monitors and reviews key macroeconomic assumptions and parameters relevant to the calculation of expected credit losses. The Group has identified the gross domestic product ("GDP") of the countries in which it sells goods as one of the most relevant factors, and adjusts historical loss rates accordingly based on the expected changes in those factors.

(c) Impairment of Non-Financial Assets

The Group tests goodwill for impairment at least annually. Goodwill and other non-financial assets (principally comprising property, plant and equipment, intangible assets, investments in associates and joint ventures, investments in subsidiaries) and right-of-use assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. The recoverable amount is determined based on value in use ("VIU") or fair value less costs of disposal ("FVLCD"). These calculations require the use of judgements and estimates.

Judgement is required to identify any indicators of impairment of any non-financial assets of the Group, to determine the appropriate impairment method (i.e., FVLCD or VIU) for conducting the impairment review, and to select the key assumptions used in the adopted valuation model. Changes in the assumptions selected by management when assessing impairment could materially affect the results of the impairment test, and in turn affect the Group's financial condition and operating results. If significant adverse changes occur in the key assumptions used, additional impairment charges may be required to be recognised in the consolidated statement of profit or loss.

(d) Income Tax and Deferred Tax

Determining the amount of income tax provisions requires estimation and judgement. There are uncertainties regarding the ultimate tax determination of certain transactions and calculations in the ordinary course of business. If the ultimate tax outcome of these matters differs from the amounts initially recognised, such differences will affect the income tax and deferred tax provisions in the period in which the determination is made.

Deferred tax assets are recognised in respect of unused tax losses and deductible temporary differences to the extent that it is probable that taxable profits will be available against which the losses and deductible temporary differences can be utilised. Significant estimates are required in determining the recoverability of deferred tax assets.

If future tax rules and regulations or relevant circumstances change, adjustments to current and deferred taxes may be required, which would affect the Group's results or financial condition.

– I-40 –

This document is a draft, is incomplete and may be amended, and must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I (e)

Accountants' Report

Fair Value Measurement of Financial Assets and Liabilities in Level 3 of the Fair Value Hierarchy

The fair value of financial instruments classified as Level 3 is determined using valuation techniques. The Group uses its judgement to select various methods and makes assumptions that are mainly based on market conditions at the end of each reporting period. Details of the valuation techniques, inputs and key assumptions used in determining the fair value of financial assets and liabilities in Level 3 of the fair value hierarchy are set out in Note 3.6.

(f)

Provisions

The Group makes provisions for estimated warranty claims in respect of lithium-ion batteries sold that are still under warranty at the end of the reporting period. Management estimates the related provision for future warranty claims based on historical warranty claim data and any recent trends that may suggest that past cost information may differ from future claims. Factors that could impact the estimated claim information include the success of the Group's productivity and quality improvement programmes and the cost per claim to fulfil the warranty obligation. The Group continually reviews the estimation basis and revises it where appropriate.

5.

Operating Segment Information

(a)

Segment Description and Principal Activities

The operating segments are presented in a manner consistent with the internal reporting provided to the chief operating decision maker ("CODM"). The executive directors of the Company evaluate the financial performance and position of the Group and make strategic decisions. The executive directors have been identified as the CODM, comprising the Chief Executive Officer, the Chief Financial Officer and the heads of each business unit. The CODM reviews the Group's internal reports in order to assess performance, allocate resources and determine the operating segments based on such reports.

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the CODM identified the following reportable segments from a product perspective:

•

Consumer Battery Business Division: This division primarily comprises the sale of batteries for consumer electronics products. It also records certain revenues from energy storage system products, smart hardware business and other products, as certain customers who are served by multiple business divisions elect to centralise their procurement of different types of products through the Consumer Battery Business Division.

•

Power Battery Business Division: This division primarily comprises the manufacture and sale of power batteries and other related products both domestically and in other countries.

•

Energy Storage System Business Division: This division primarily comprises the field of energy storage system sales. Given its strategic importance and relevance to users of the financial statements, the CODM has identified it as a reportable segment even though it does not meet the quantitative thresholds.

•

Other Business Division: This division comprises: a) the manufacture and sale of precision structural component products; b) the manufacture and sale of smart hardware products; c) lithium-ion battery testing and recycling; and d) others.

– I-41 –

This document is a draft, is incomplete and may be amended, and must be read in conjunction with the "Warning" section on the cover of this document.

Appendix I (b)

Accountants' Report

Segment Information

For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025, the CODM assessed the performance of operating segments primarily based on segment revenue and gross profit of each operating segment.

The segment information for the year ended 31 December 2022 is set out below:

| | Consumer Battery Business Division | Power Battery Business Division | Energy Storage System Business Division | Other Business Division | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Revenue from transactions with external customers | 34,283,379 | 12,686,324 | 177,362 | 5,012,003 | – | 52,159,068 | | Other income (i) | 1,042 | 196 | 5 | 1,958 | – | 3,201 | | Inter-segment revenue | 97,354 | 264,013 | 271,554 | 1,804,459 | (2,437,380) | – | | Cost of sales | (29,545,549) | (12,328,461) | (344,215) | (6,048,046) | 2,388,991 | (45,877,280) | | Lease costs | (242) | – | – | (147) | – | (389) | | Gross profit | 4,835,984 | 622,072 | 104,706 | 770,227 | (48,389) | 6,284,600 | | Segment profit/(loss) | 2,382,336 | (1,503,819) | (49,422) | 269,151 | (156,899) | 941,347 | | Net finance (costs)/income | (204,170) | (200,391) | (46,952) | (42,053) | – | (493,566) | | | 12,687 | (20,937) | (21) | – | – | (8,271) |

Segment information for the year ended 31 December 2023 is set out as follows:

| | Consumer Battery Business Division | Power Battery Business Division | Energy Storage System Business Division | Other Business Division | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Revenue from transactions with external customers | 31,065,700 | 10,794,289 | 698,749 | 5,299,347 | – | 47,858,085 | | Other income(i) | 1,823 | 520 | – | 1,799 | – | 4,142 | | Inter-segment revenue | 266,184 | 324,970 | 482,484 | 1,292,166 | (2,365,804) | – | | Cost of sales | (26,696,450) | (10,586,580) | (1,004,292) | (5,788,775) | 2,332,722 | (41,743,375) | | Lease costs | (696) | – | – | (112) | – | (808) | | Gross profit | 4,636,561 | 533,199 | 176,941 | 804,425 | (33,082) | 6,118,044 | | Segment profit/(loss) | 2,313,911 | (1,771,668) | (85,055) | 145,950 | (19,547) | 583,591 | | Net finance (costs)/income | (126,011) | (135,709) | (47,373) | (40,681) | – | (349,774) | | | (45,306) | (21,249) | 1,007 | – | – | (65,548) | | Profit/(loss) before income tax | 2,142,594 | (1,928,626) | (131,421) | 105,269 | (19,547) | 168,269 | | Depreciation and amortisation | 1,151,756 | 1,020,396 | 73,548 | 228,880 | (129,586) | 2,344,994 | | Net impairment losses on financial assets and contract assets | (3,844) | 12,778 | (9,405) | (18,137) | 5,672 | (12,936) | | Investments in associates and joint ventures | 839,795 | 32,364 | 7,691 | – | – | 879,850 | | Share of profit/(loss) of investments in associates and joint ventures | | | | | | | | Total assets | 41,850,786 | 38,903,523 | 2,292,449 | 5,070,810 | (8,856,309) | 79,261,259 | | Total liabilities | 18,854,469 | 24,526,522 | 2,628,942 | 4,203,570 | (3,396,866) | 46,816,637 |

The following figures also appear in the preceding segment data (for the period ended 31 December 2022):

| | Consumer Battery Business Division | Power Battery Business Division | Energy Storage System Business Division | Other Business Division | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | Profit/(loss) before income tax | 2,190,853 | (1,725,147) | (96,395) | 227,098 | (156,899) | 439,510 | | Depreciation and amortisation | 1,064,236 | 548,756 | 57,079 | 232,736 | (134,746) | 1,768,061 | | Net impairment losses on financial assets and contract assets | 2,542 | (141,114) | 3,640 | (17,820) | 6,350 | (146,402) | | Investments in associates and joint ventures | 543,380 | 6,933 | 979 | – | – | 551,292 | | Share of profit/(loss) of investments in associates and joint ventures | | | | | | | | Total assets | 43,083,355 | 34,002,067 | 2,177,881 | 4,210,934 | (8,975,057) | 74,499,180 | | Total liabilities | 23,384,188 | 22,400,885 | 2,384,503 | 3,821,248 | (3,807,031) | 48,183,793 |

– I-42 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

Segment information for the year ended 31 December 2024 is set out as follows:

| | Consumer Battery Business Division | Power Battery Business Division | Energy Storage System Business Division | Other Business Division | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Revenue from transactions with external customers | 33,474,058 | 15,136,357 | 1,238,319 | 6,166,172 | – | 56,014,906 | | Other income(i) | 1,425 | 2,171 | 167 | 1,965 | – | 5,728 | | Inter-segment revenue | 637,184 | 587,898 | 723,953 | 1,193,391 | (3,142,426) | – | | Cost of sales | (28,315,198) | (14,560,252) | (1,588,499) | (6,393,307) | 3,041,679 | (47,815,577) | | Lease costs | (981) | (42) | – | (1,203) | – | (2,226) | | Gross profit | 5,796,488 | 1,166,978 | 373,094 | 967,018 | (100,747) | 8,202,831 | | Segment profit/(loss) | 2,683,618 | (1,645,897) | (48,855) | 192,415 | (50,344) | 1,130,937 | | Net finance (costs)/income | 256 | (251,436) | (68,244) | (22,230) | – | (341,654) | | | (30,800) | 49,591 | (1,634) | (5) | – | 17,152 | | | (17,693) | – | – | – | – | (17,693) | | Profit/(loss) before income tax | 2,635,381 | (1,847,742) | (118,733) | 170,180 | (50,344) | 788,742 | | Depreciation and amortisation | 1,234,789 | 1,433,664 | 115,966 | 203,196 | (138,350) | 2,849,265 | | Net impairment losses on financial assets and contract assets | (7,363) | (67,398) | (7,014) | (13,158) | 1,329 | (93,604) | | Investments in associates and joint ventures | 823,079 | 84,974 | 34,057 | 31 | – | 942,141 | | Share of profit/(loss) of investments in associates and joint ventures | | | | | | | | Impairment allowance for investments in associates and joint ventures | | | | | | | | Total assets | 46,052,462 | 42,216,791 | 3,640,596 | 5,416,193 | (9,827,699) | 87,498,343 | | Total liabilities | 21,354,894 | 29,658,427 | 4,051,703 | 4,258,093 | (3,751,625) | 55,571,492 |

Segment information for the nine months ended 30 September 2024 is set out as follows:

| | Consumer Battery Business Division | Power Battery Business Division | Energy Storage System Business Division | Other Business Division | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | (Unaudited) | | | | | | | | Revenue from transactions with external customers | 22,863,717 | 10,138,925 | 545,610 | 4,725,731 | – | 38,273,983 | | Other income(i) | 2,482 | 870 | 145 | 1,201 | – | 4,698 | | Inter-segment revenue | 482,949 | 401,671 | 570,643 | 853,323 | (2,308,586) | – | | Cost of sales | (20,024,282) | (9,701,110) | (866,455) | (4,091,392) | 2,260,058 | (32,423,181) | | Lease costs | (839) | (11) | – | (713) | – | (1,563) | | Gross profit | 3,324,027 | 840,345 | 249,943 | 1,488,150 | (48,528) | 5,853,937 | | Segment profit/(loss) | 2,165,392 | (1,250,485) | (52,626) | 158,213 | (46,381) | 974,113 | | Net finance (costs)/income | 5,260 | (187,145) | | | | |

(51,368)

(21,808)

–

(255,061)

Share of profits/(losses) of investments in associates and joint ventures . . . . . . . .

(28,024)

29,847

(825)

–

–

998

Impairment provision for investments in associates and joint ventures . . . . . . . . . .

(17,693)

–

–

–

–

(17,693)

Profit/(loss) before income tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,124,935

(1,407,783)

(104,819)

136,405

(46,381)

702,357

Depreciation and amortisation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

908,932

1,002,305

75,574

154,833

(104,348)

2,037,296

Net impairment losses on financial assets and contract assets . . . . . . . . . . . . . . . .

1,880

(35,773)

(902)

1,425

(2,147)

(35,517)

Investments in associates and joint ventures . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

813,048

63,411

22,867

37

–

899,363

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

44,642,942

41,726,939

3,401,679

5,527,632

(10,050,092)

85,249,100

Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

20,309,959

28,583,969

3,803,457

4,418,606

(3,974,018)

53,141,973

– I-43 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

Segment information for the nine months ended 30 September 2025 is set out below:

| | Consumer Battery Business Segment | Power Battery Business Segment | Energy Storage System Business Segment | Other Business Segment | Inter-segment Elimination | Total | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Revenue from transactions with external customers | 25,449,372 | 12,364,728 | 905,133 | 4,808,573 | – | 43,527,806 | | Other income(i) | 3,052 | 2,242 | 109 | 539 | – | 5,942 | | Inter-segment revenue | 621,963 | 848,812 | 640,294 | 1,104,767 | (3,215,836) | – | | Cost of sales | (21,542,389) | (11,648,015) | (1,261,039) | (5,158,909) | 3,153,162 | (36,457,190) | | Lease costs | (2,942) | (250) | – | (276) | – | (3,468) | | Gross profit | 4,529,056 | 1,567,517 | 284,497 | 754,694 | (62,674) | 7,073,090 | | Segment profit/(loss) | 2,397,613 | (1,060,174) | (10,145) | 37,135 | (69,677) | 1,294,752 | | Net finance (costs)/income | (76,808) | (235,861) | (45,668) | (13,023) | – | (371,360) | | Share of profits/(losses) of investments in associates and joint ventures | 19,307 | 45,942 | (1,026) | (3) | (118) | 64,102 | | Profit before income tax | 2,340,112 | (1,250,093) | (56,839) | 24,109 | (69,795) | 987,494 | | Depreciation and amortisation | 943,387 | 1,282,363 | 120,607 | 161,703 | (110,674) | 2,397,386 | | Net impairment losses on financial assets and contract assets | (19) | (39,734) | (16,523) | (50) | 7,122 | (49,204) | | Investments in associates and joint ventures | 849,964 | 130,297 | 47,623 | 28 | (118) | 1,027,794 | | Total assets | 54,292,203 | 46,985,765 | 4,301,377 | 6,602,959 | (11,740,297) | 100,442,007 | | Total liabilities | 27,794,766 | 35,718,020 | 4,658,719 | 4,869,749 | (5,016,223) | 68,025,031 |

(i) Other income primarily refers to rental income.

(c) Revenue from external customers

| | Years ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Revenue from external customers | | | | | | | Timing of revenue recognition | | | | | | | At a point in time: | | | | | | | – Sales of goods | 52,033,231 | 47,675,270 | 55,790,625 | 38,112,973 | 43,298,970 | | – Rendering of services | 125,837 | 182,815 | 224,281 | 161,010 | 228,836 | | Rental income | 3,201 | 4,142 | 5,728 | 4,698 | 5,942 | | | 52,162,269 | 47,862,227 | 56,020,634 | 38,278,681 | 43,533,748 |

(d) Revenue from major customers

Revenue from customers whose transactions with the Group accounted for more than 10% of the Group's total sales for each of the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 is as follows:

| | Years ended 31 December | | | | | | Nine months ended 30 September | | | | |---|---|---|---|---|---|---|---|---|---|---| | | 2022 | | 2023 | | 2024 | | 2024 | | 2025 | | | | RMB'000 | % | RMB'000 | % | RMB'000 | % | RMB'000 (Unaudited) | % | RMB'000 | % | | Customer A | 14,925,823 | 28.61 | 11,537,349 | 24.11 | 11,610,921 | 20.73 | 7,712,629 | 20.15 | 6,705,897 | 15.40 | | Customer B | 5,754,142 | 11.03 | N/A* | N/A* | N/A* | N/A* | N/A* | N/A* | N/A* | N/A* |

* As the relevant revenue from this customer did not individually account for 10% or more of the Group's revenue during each of the Track Record Periods, it is not disclosed separately.

– I-44 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

(e) Geographical information

The Company is located in Mainland China. Revenue from contracts with customers of the Group by region is set out below:

| | Years ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Mainland China | 29,576,325 | 27,406,020 | 32,589,324 | 22,028,461 | 26,308,529 | | Other countries or regions | 22,585,944 | 20,456,207 | 23,431,310 | 16,250,220 | 17,225,219 | | | 52,162,269 | 47,862,227 | 56,020,634 | 38,278,681 | 43,533,748 |

Information about the Group's non-current assets (excluding deferred tax assets and financial instruments) is presented based on the location of the assets.

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Mainland China | 26,772,054 | 34,126,524 | 37,950,900 | 40,816,622 | | Other countries or regions(i) | 312,956 | 532,531 | 1,094,335 | 3,117,385 | | | 27,085,010 | 34,659,055 | 39,045,235 | 43,934,007 |

(i) Non-current assets in other countries or regions are mainly located in India, Thailand, Hungary and Vietnam, collectively accounting for less than 10% of the Group's non-current assets.

(f) Contract liabilities

During the Track Record Period, the increase in contract liabilities was primarily due to cash received before the performance obligations were fulfilled, while the decrease in contract liabilities was primarily due to revenue recognised after the performance obligations were fulfilled.

The Group

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Contract liabilities relating to sales of goods | 595,558 | 602,537 | 665,433 | 1,296,428 |

As at 1 January 2022, the amount of contract liabilities from customers of the Group was approximately RMB408,878,000.

– I-45 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

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Accountants' Report

The following table sets out the revenue recognised during the Track Record Period in relation to carried-forward contract liabilities (included in contract liabilities at the beginning of the year/period):

| | Years ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Revenue recognised from opening balances | 274,655 | 496,230 | 543,983 | 415,856 | 391,435 |

Management expects that the remaining performance obligations as at 31 December 2022, 31 December 2023, 31 December 2024, 30 September 2024 and 30 September 2025, amounting to RMB134,223,000, RMB99,328,000, RMB58,554,000, RMB74,215,000 and RMB83,007,000 respectively, will be recognised as revenue within one year.

The Company

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Contract liabilities | 220,541 | 35,458 | 78,359 | 173,183 |

As at 1 January 2022, the amount of contract liabilities from customers of the Company was approximately RMB291,055,000.

(g) Accounting policies for revenue recognition and significant judgements

The Group recognises revenue when (as) a performance obligation is satisfied, i.e. when the control of the goods or services underlying the specific performance obligation is transferred to the customer. Depending on the terms of the contract and the applicable laws, control of goods and services may be transferred over time or at a point in time. Control of goods and services is transferred over time if:

• the customer simultaneously receives and consumes the benefits provided by the Group's performance as the Group performs;

• the Group's performance creates or enhances an asset that the customer controls as the Group performs; or

• the Group's performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date.

If control of the goods and services transfers over time, revenue is recognised over the contract period by reference to the progress towards complete satisfaction of that performance obligation. Otherwise, revenue is recognised at the point in time when the customer obtains control of the goods and services.

When the contract consideration includes a variable amount, the amount of consideration is estimated as the amount to which the Group expects to be entitled in exchange for transferring the goods or services to the customer. Variable consideration is estimated at contract inception and is constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved.

If the customer pays the consideration, or the Company has a right to an amount of consideration that is unconditional, before the Company recognises the related revenue, the Company presents the contract liability when the payment is made. A contract liability is the obligation of the Company to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer.

– I-46 –

This document is a draft, is incomplete and may be amended, and this document should be read in conjunction with the "Warning" section on the cover of this document.

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Accountants' Report

(i) Product Revenue

The Group is principally engaged in the research and development, design, manufacture and sale of lithium batteries. The Group recognises revenue for consumer batteries and power batteries at a point in time.

For consumer batteries and power batteries, revenue from domestic sales of products is generally recognised upon completion of product delivery, arrival at the designated destination and acceptance by customers, based on documents such as sales contracts and settlement vouchers. Upon confirmation of acceptance, customers have the right to sell the products at their discretion and bear the risk of any price fluctuation, obsolescence and loss of the products.

For consumer batteries and power batteries, revenue from overseas sales of products is recognised based on documents such as sales contracts, customs declarations and bills of lading. The Group generally adopts a Vendor Managed Inventory (hereinafter referred to as "VMI") operating and management model. The Group recognises revenue at the point in time when customers withdraw goods from the VMI warehouse, as this is considered to be the point at which control has been transferred and the performance obligation has been fulfilled. For customers not using the VMI model, after completion of customs clearance procedures or upon arrival at the designated port or destination, the buyer has the right to sell the products at their discretion and bears the risk of any price fluctuation, obsolescence and loss of the products.

The Group also recognises revenue from energy storage systems at a point in time. For such products, pursuant to sales contracts, the Group typically collects a certain proportion of the initial payment, then arranges production, delivery and installation, and collects the remaining payments in accordance with the payment schedule. The Group recognises revenue upon completion of installation and customer acceptance.

(ii) Service Revenue

Service revenue is mainly derived from the provision of research and development services, testing services and other services. As the Group is unable to transfer benefits to customers during the performance period, the performance obligation does not meet the criteria for recognition over a period of time, and therefore revenue is recognised at the point in time when the relevant services are accepted by customers. Where the conditions for capitalisation as set out in IFRS 15 are met, the costs of performing services are recognised as assets when the costs are expected to be recoverable, and are amortised as costs at the point in time when the corresponding revenue is recognised. Irrecoverable service performance costs are recognised as costs.

6. Other Income

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Government grants | 304,314 | 237,350 | 329,815 | 209,954 | 193,174 | | Interest income(i) | 16,583 | 44,891 | 30,115 | 23,575 | 37,130 | | Dividend income | 6,450 | 6,387 | 2,247 | 647 | 2,783 | | VAT additional deduction and refund(ii) | 3,911 | 181,739 | 173,829 | 90,759 | 105,693 | | Others | 566 | 1,086 | 2,833 | 2,833 | 5,391 | | **Total** | **331,824** | **471,453** | **538,839** | **327,768** | **344,171** |

(i) This amount primarily includes interest income from the Group's structured deposits. Interest income generated from cash and cash equivalents is included in "Net finance costs" (Note 10).

(ii) Pursuant to Announcement [2023] No. 43 on the Policy on Additional VAT Deduction for Advanced Manufacturing Enterprises issued by the Ministry of Finance and the State Taxation Administration in 2023, from 1 January 2023 to 31 December 2027, advanced manufacturing enterprises are permitted to apply an additional 5% deduction on current deductible input VAT against their VAT payable. All high-tech enterprises within the Group, except for one non-production entity, enjoy the above preferential policy. For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025, this amount also includes tax refunds for employing key groups.

– I-47 –

This document is a draft, is incomplete and may be amended, and this document should be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

7. Net Other Gains/(Losses)

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Net gain/(loss) on disposal of financial instruments | 456 | (19,860) | 116,069 | 22,918 | 1,841 | | Changes in fair value of financial instruments | (45,265) | 9,253 | (308,604) | (84,793) | 455,163 | | Net exchange (loss)/gain | (156,268) | 74,818 | 46,717 | (83,391) | (117,982) | | Net loss on disposal of property, plant and equipment and other long-term assets | (32,731) | (79,067) | (211,187) | (25,282) | (62,572) | | Gain/(loss) on disposal of other non-current financial assets | 30,101 | 6,729 | (8,381) | – | 4,241 | | Others | 30,194 | 12,397 | 33,905 | 26,505 | 7,447 | | **Total** | **(173,513)** | **4,270** | **(331,481)** | **(144,043)** | **288,138** |

8. Expenses by Nature

The analysis of expenses included in cost of sales, general and administrative expenses, selling and marketing expenses and research and development expenses is as follows:

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Raw materials and consumables used | 42,669,355 | 33,386,349 | 40,270,789 | 28,149,340 | 31,275,229 | | Employee benefit expenses (Note 9) | 6,363,105 | 6,997,099 | 8,425,132 | 5,929,671 | 7,323,347 | | Depreciation and amortisation | 1,768,061 | 2,344,994 | 2,849,265 | 2,037,296 | 2,397,386 | | Utilities | 876,558 | 977,907 | 1,355,019 | 986,380 | 1,186,849 | | Transportation costs | 247,076 | 230,067 | 319,574 | 233,382 | 275,341 | | Property management service fees | 150,948 | 227,110 | 263,350 | 186,863 | 178,702 | | Testing fees | 117,947 | 97,418 | 179,603 | 111,725 | 166,407 | | Office expenses | 106,048 | 131,943 | 147,407 | 119,646 | 130,009 | | Taxes and surcharges | 138,304 | 140,088 | 190,013 | 133,261 | 175,392 | | Warranty expenses | 312,427 | 238,955 | 539,013 | 195,537 | 278,034 | | [Redacted] | [Redacted] | [Redacted] | [Redacted] | [Redacted] | [Redacted] | | Auditors' remuneration | 4,087 | 4,109 | 4,236 | 4,236 | 5,897 | | — Audit services | 3,804 | 3,821 | 3,953 | 3,953 | 5,199 | | — Non-audit services | 283 | 288 | 283 | 283 | 698 | | Changes in work-in-progress and finished goods | (2,736,665) | 1,478,723 | (817,401) | (1,612,235) | (1,823,966) | | Impairment losses on inventories | 622,292 | 628,926 | 299,652 | 276,913 | 257,816 | | Other expenses | 593,288 | 857,736 | 977,799 | 700,761 | 990,013 | | **Total** | **51,232,831** | **47,741,423** | **55,003,451** | **37,452,776** | **42,822,101** |

– I-48 –

This document is a draft, is incomplete and may be amended, and this document should be read in conjunction with the "Warning" section on the cover of this document.

Appendix I

Accountants' Report

9. Employee Benefit Expenses (including Directors' Emoluments)

| | For the Year Ended 31 December | | | For the Nine Months Ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Salaries, wages and bonuses | 5,577,166 | 6,035,749 | 7,238,884 | 5,064,211 | 6,244,518 | | Share-based compensation expenses | 163,121 | 158,328 | 195,237 | 172,643 | 153,889 | | Housing provident fund, medical insurance and other social insurance | 191,565 | 262,737 | 309,912 | 234,115 | 286,470 | | Pension costs — defined contribution plans | 263,064 | 331,550 | 440,370 | 321,141 | 433,259 | | Pension costs — defined benefit plans | – | – | – | – | 3,745 | | Other employee benefits(i) | 168,189 | 208,735 | 240,729 | 137,561 | 201,466 | | **Total** | **6,363,105** | **6,997,099** | **8,425,132** | **5,929,671** | **7,323,347** |

(i) Other employee benefits mainly include employee welfare expenses, trade union funds and employee education funds.

(ii) The Group is required to make contributions to state-sponsored retirement plans for its China-based employees at a certain percentage of their eligible salaries. The Chinese government is responsible for the pension obligations of retired employees. The Group is required to make provisions for retirement benefits (as defined by and governed under Indian law) for eligible employees of Xinwangda Electronics India Co., Ltd. and Winone Precision Technology India Private Limited. This represents a one-time payment made by the employer to employees in recognition of their long and dedicated service. Contributions are calculated using a formula based on the employee's last drawn salary and years of service, subject to a maximum cap. The Group's retirement benefit obligations recognised at the settlement date are calculated using the projected unit credit method and reviewed by an external independent actuarial institution. As at 31 December 2022, 2023 and 2024 and 30 September 2025, the present value of this plan amounted to RMB1,934,000, RMB2,037,000, RMB2,914,000 and RMB3,644,000, respectively.

(a) Directors' and Supervisors' Emoluments

The annual/period emoluments of directors and supervisors disclosed pursuant to the applicable Listing Rules and the Hong Kong Companies Ordinance are as follows:

| For the Year Ended 31 December 2022 | Fees | Salaries, wages and bonuses | Retirement benefits | Housing provident fund and other benefits | Share-based compensation expenses | Total emoluments before tax | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Non-executive Director:** | | | | | | | | Mr. Zhou Xiaoxiong | – | 144 | – | – | – | 144 | | **Executive Directors:** | | | | | | | | Mr. Wang Wei | – | – | – | – | – | – | | Mr. Zeng Di | – | – | – | – | – | – | | Dr. Xiao Guangyu | – | – | – | – | – | – | | **Independent Non-executive Directors:** | | | | | | | | Mr. Liu Zhengbing | – | – | – | – | – | – | | Mr. Zhang Jianjun | – | – | – | – | – | – | | Ms. Yu Qun | – | – | – | – | – | – | | **Supervisors:** | | | | | | | | Ms. Yuan Huiqiong | – | – | – | – | – | – | | Mr. Li Weihong | – | – | – | – | – | – | | Ms. Liu Rongbo | – | – | – | – | – | – |

2,336 2,009 2,182

38 24 38

29 19 29

– 600 231

2,403 2,652 2,480

144 144 –

– – –

– – –

– – –

– – –

144 144 –

– – –

1,376 453 296

38 15 15

29 12 12

– – –

1,443 480 323

288

8,796

168

130

831

10,213

– I-49 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

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Accountants' Report

| | Fees | Salaries, Wages and Bonuses | Retirement Benefits | Housing Provident Fund and Other Benefits | Share-based Compensation Expenses | Total Remuneration Before Tax | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**For the year ended 31 December 2023**

**Non-executive Directors:**

| Mr. Zhou Xiaoxiong | – | 144 | – | – | – | 144 | | Mr. Wang Wei | – | 2,336 | 44 | 49 | – | 2,429 | | Mr. Zeng Di | – | 2,132 | 32 | 27 | – | 2,191 | | Dr. Xiao Guangyu | – | 2,170 | 36 | 30 | – | 2,236 |

**Executive Directors:**

| Mr. Liu Zhengbing | 144 | – | – | – | – | 144 | | Mr. Zhang Jianjun | 144 | – | – | – | – | 144 |

**Independent Non-executive Directors:**

| Ms. Yu Qun(i) | – | – | – | – | – | – | | Mr. Tang Xu(i) | 47 | – | – | – | – | 47 | | Ms. Yuan Huiqiong | – | 1,523 | 36 | 35 | – | 1,594 |

**Supervisors:**

| Mr. Li Weihong(ii) | – | 86 | 4 | 3 | 64 | 157 | | Ms. Zhou Lijuan(ii) | – | 407 | 12 | 10 | – | 429 | | Ms. Liu Rongbo | – | 357 | 14 | 12 | – | 383 | | **Total** | **335** | **9,155** | **178** | **166** | **64** | **9,898** |

---

| | Fees | Salaries, Wages and Bonuses | Retirement Benefits | Housing Provident Fund and Other Benefits | Share-based Compensation Expenses | Total Remuneration Before Tax | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**For the year ended 31 December 2024**

**Non-executive Directors:**

| Mr. Zhou Xiaoxiong | – | 144 | – | – | – | 144 | | Mr. Wang Wei | – | 4,136 | 50 | 53 | – | 4,239 | | Mr. Zeng Di | – | 2,341 | 35 | 27 | 295 | 2,698 | | Dr. Xiao Guangyu | – | 2,507 | 38 | 29 | 443 | 3,017 |

**Executive Directors:**

| Mr. Liu Zhengbing(iii) | 49 | – | – | – | – | 49 | | Mr. Zhang Jianjun | 144 | – | – | – | – | 144 |

**Independent Non-executive Directors:**

| Ms. Wu Qiyou(iii) | 95 | – | – | – | – | 95 | | Mr. Tang Xu | 144 | – | – | – | – | 144 |

**Supervisors:**

| Ms. Yuan Huiqiong(iv) | – | 551 | 15 | 17 | – | 583 | | Ms. Luo Yang(iv) | – | 154 | 6 | 6 | – | 166 | | Ms. Zhou Lijuan | – | 534 | 15 | 12 | – | 561 | | Ms. Liu Rongbo | – | 398 | 15 | 12 | – | 425 | | **Total** | **432** | **10,765** | **174** | **156** | **738** | **12,265** |

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Accountants' Report

| | Fees | Salaries, Wages and Bonuses | Retirement Benefits | Housing Provident Fund and Other Benefits | Share-based Compensation Expenses | Total Remuneration Before Tax | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**(Unaudited)** **For the nine months ended 30 September 2024**

**Non-executive Directors:**

| Mr. Zhou Xiaoxiong | – | 108 | – | – | – | 108 | | Mr. Wang Wei | – | 1,035 | 37 | 39 | – | 1,111 | | Mr. Zeng Di | – | 1,041 | 26 | 20 | 221 | 1,308 | | Dr. Xiao Guangyu | – | 1,163 | 28 | 22 | 332 | 1,545 |

**Executive Directors:**

| Mr. Liu Zhengbing(iii) | 49 | – | – | – | – | 49 | | Mr. Zhang Jianjun | 108 | – | – | – | – | 108 |

**Independent Non-executive Directors:**

| Ms. Wu Qiyou(iii) | 59 | – | – | – | – | 59 | | Mr. Tang Xu | 108 | – | – | – | – | 108 |

**Supervisors:**

| Ms. Yuan Huiqiong(iv) | – | 551 | 15 | 17 | – | 583 | | Ms. Luo Yang(iv) | – | 78 | 4 | 3 | – | 85 | | Ms. Zhou Lijuan | – | 343 | 11 | 9 | – | 363 | | Ms. Liu Rongbo | – | 255 | 11 | 9 | – | 275 | | **Total** | **324** | **4,574** | **132** | **119** | **553** | **5,702** |

---

| | Fees | Salaries, Wages and Bonuses | Retirement Benefits | Housing Provident Fund and Other Benefits | Share-based Compensation Expenses | Total Remuneration Before Tax | |---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**For the nine months ended 30 September 2025**

**Non-executive Directors:**

| Mr. Zhou Xiaoxiong | – | 119 | – | – | – | 119 | | Mr. Wang Wei | – | 1,376 | 43 | 42 | – | 1,461 | | Mr. Zeng Di | – | 1,329 | 32 | 24 | 264 | 1,649 | | Dr. Xiao Guangyu | – | 1,464 | 32 | 24 | 395 | 1,915 |

**Executive Directors:**

**Independent Non-executive Directors:**

| Mr. Zhang Jianjun | 119 | – | – | – | – | 119 | | Ms. Wu Qiyou(iii) | 119 | – | – | – | – | 119 | | Mr. Tang Xu | 119 | – | – | – | – | 119 |

**Supervisors:**

| Ms. Luo Yang(iv) | – | 141 | 8 | 7 | – | 156 | | Ms. Zhou Lijuan | – | 357 | 13 | 10 | – | 380 | | Ms. Liu Rongbo | – | 298 | 13 | 10 | – | 321 | | **Total** | **357** | **5,084** | **141** | **117** | **659** | **6,358** |

– I-51 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

(i) Ms. Yu Qun resigned as an Independent Non-executive Director of the Company on 4 September 2023. Mr. Tang Xu was appointed as an Independent Non-executive Director of the Company on 4 September 2023.

(ii) Mr. Li Weihong resigned as a Supervisor of the Company on 23 March 2023. Ms. Zhou Lijuan was appointed as a Supervisor of the Company on 23 March 2023.

(iii) Mr. Liu Zhengbing resigned as an Independent Non-executive Director on 7 May 2024. Ms. Wu Qiyou was appointed as an Independent Non-executive Director on 7 May 2024.

(iv) Ms. Yuan Huiqiong resigned as a Supervisor on 7 May 2024. Ms. Luo Yang was appointed as a Supervisor on 7 May 2024.

(b) Other Benefits for Directors and Supervisors

During the Track Record Period, the Group did not pay any retirement benefits to the Directors and Supervisors of the Company in respect of services provided by the Directors and Supervisors of the Company or other services related to the management of the Company's affairs.

No consideration was paid to any third party in respect of Directors' and Supervisors' services at the end of each reporting period or at any time during the Track Record Period.

During the Track Record Period, no loans, quasi-loans or other transactions were entered into with Directors, corporations controlled by Directors, and connected entities as beneficiaries.

Save as disclosed in Note 46, the Company has not entered into any significant transactions, arrangements and contracts that remained subsisting during the Track Record Period and were related to the Group's business in which the Directors and Supervisors of the Company had a direct or indirect material interest.

(c) Five Highest Paid Individuals

For the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025, none of the five highest paid individuals of the Group were Directors or Supervisors.

The remuneration paid to the five highest paid individuals for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were as follows:

| | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | | | | | (Unaudited) | | | Salaries, wages and bonuses and benefits in kind (including retirement scheme contributions) | 15,211 | 11,291 | 11,511 | 6,792 | 8,333 | | Share-based payments | 15,626 | 85,867 | 139,097 | 91,349 | 84,912 | | **Total** | **30,837** | **97,158** | **150,608** | **98,141** | **93,245** |

– I-52 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

During the Track Record Period, details of the remuneration of the five highest paid individuals of the Group are as follows:

| | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | HK$2,000,001 to HK$2,500,000 | – | – | – | 1 | – | | HK$2,500,001 to HK$3,000,000 | – | – | – | – | 1 | | HK$3,000,001 to HK$3,500,000 | – | – | – | – | 1 | | HK$3,500,001 to HK$4,000,000 | – | – | – | 1 | 1 | | HK$4,000,001 to HK$4,500,000 | 2 | – | – | – | – | | HK$4,500,001 to HK$5,000,000 | – | – | – | – | – | | HK$5,000,001 to HK$5,500,000 | 1 | – | – | – | – | | HK$5,500,001 to HK$6,000,000 | – | – | – | – | 1 | | HK$7,000,001 to HK$7,500,000 | – | 2 | – | – | – | | HK$8,000,001 to HK$8,500,000 | – | 1 | – | – | – | | HK$9,000,001 to HK$9,500,000 | – | – | 1 | – | – | | HK$9,500,001 to HK$10,000,000 | – | – | 1 | – | – | | HK$10,500,001 to HK$11,000,000 | 1 | – | – | – | – | | HK$11,000,001 to HK$11,500,000 | 1 | – | – | – | – | | HK$13,000,001 to HK$13,500,000 | – | 1 | – | – | – | | HK$14,500,001 to HK$15,000,000 | – | – | – | 1 | – | | | 1 | – | | | |

HK$15,500,001 to HK$16,000,000 . . . . . .

–

–

1

HK$16,000,001 to HK$16,500,000 . . . . . .

–

–

–

HK$23,500,001 to HK$24,000,000 . . . . . .

–

–

1

–

–

HK$71,000,001 to HK$71,500,000 . . . . . .

–

–

–

1

–

HK$73,500,001 to HK$74,000,000 . . . . . .

–

1

–

–

–

HK$86,000,001 to HK$86,500,000 . . . . . .

–

–

–

–

1

HK$105,000,001 to HK$105,500,000 . . . .

–

–

1

–

–

5

5

5

5

5

Net Finance (Costs)/Income For the year ended December 31,

For the nine months ended September 30,

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000 (Unaudited)

RMB'000

193,979

377,161

374,787

270,092

207,508

Interest expense on lease liabilities . . . . . . . . . . . . . . .

79,591

100,026

121,406

89,188

89,979

Interest expense on borrowings . . . . . . . . . . . . . . . . . . .

666,282

697,820

601,353

446,137

532,237

Finance income: Interest income from financial assets held for cash management purposes . . . . . . . . . . . Finance costs:

Net exchange losses on foreign currency borrowings . . . . .

–

–

35,732

20,482

51,074

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

215

93

–

5,588

117

Less: Capitalised finance costs . . . . . . . . . . . . .

(58,543)

(71,004)

(42,050)

(36,242)

(94,539)

687,545

726,935

716,441

525,153

578,868

(493,566)

(349,774)

(341,654)

(255,061)

(371,360)

Net finance (costs)/income . . . . . . . . . . . . . . . . .

– I-53 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I 11.

Accountants' Report

Income Tax (Credit)/Expense During the Track Record Period, the income tax (credit)/expense of the Group is analysed as follows: For the year ended December 31,

For the nine months ended September 30,

2022

2023

2024

RMB'000

RMB'000

RMB'000

2024

2025

RMB'000

RMB'000

(Unaudited)

Current income tax . . . . . . . . . . . . . . . . . . . . .

4,253

101,470

258,781

219,132

242,100

Deferred income tax . . . . . . . . . . . . . . . . . . . . .

(328,104)

(263,947)

(4,322)

(70,266)

(33,690)

(323,851)

(162,477)

254,459

148,866

208,410

The Group is subject to income tax on an entity basis on profits arising in or derived from the tax jurisdictions in which members of the Group are domiciled and operate.

(a)

PRC Enterprise Income Tax Pursuant to the relevant regulations of the Enterprise Income Tax Law of the People's Republic of China (the "EIT Law"), except for those entitled to tax concessions as described below, the applicable statutory tax rate for PRC subsidiaries is 25%.

During the Track Record Period, certain subsidiaries of the Group have obtained the High and New Technology Enterprise certification ("HNTE") and are therefore entitled to a preferential enterprise income tax rate of 15%, valid for a period of three years.

In 2020, a subsidiary of the Company obtained the software enterprise certification (Shen RQ-2020-1031) and software product certification (Shen RQ-2020-1950). Pursuant to Article 1, Clause 2 of Circular Cai Shui [2008] No. 1 《财政部国家税务总局关于企业所得税若干优惠政策的通知》 issued by the Ministry of Finance and the State Administration of Taxation, newly established software production enterprises in China that have been certified are exempt from enterprise income tax for the first and second years from the profit-making year, and subject to enterprise income tax at a 50% reduction for the third through fifth years. Accordingly, the subsidiary was exempt from enterprise income tax in 2019 and 2020, and enjoyed a 50% tax reduction from 2021 to 2023.

During the Track Record Period, a subsidiary of the Company enjoyed the preferential enterprise income tax policy for enterprises in the Qianhai Shenzhen-Hong Kong Modern Service Industry Cooperation Zone, at a preferential tax rate of 15%.

During the Track Record Period, certain subsidiaries enjoyed the enterprise income tax preferential policy for enterprises in the Western Region of China, at a preferential tax rate of 15%.

For the year ended December 31, 2024 and the nine months ended September 30, 2025, pursuant to Article 6-II-B-8 of the General Tax Code (Général des Impôts, CGI) and Law No. 19-94 governing industrial acceleration zones, certain Moroccan subsidiaries are qualified for a full exemption from enterprise income tax for five consecutive fiscal years from the commencement of operations.

For the year ended December 31, 2024 and the nine months ended September 30, 2025, certain Vietnamese subsidiaries enjoy a "two-year exemption and four-year 50% reduction" enterprise income tax incentive for their industrial zone projects (other than projects located in socio-economically advantaged areas), effective from 2023.

Pursuant to the Circular on Tax Policies for Promoting the Development of the Energy-Saving Service Industry in respect of Value-Added Tax, Business Tax and Enterprise Income Tax (Cai Shui [2010] No. 110) jointly issued by the Ministry of Finance and the State Administration of Taxation, qualified energy-saving service companies implementing contract energy management projects that comply with the relevant provisions of the EIT Law are exempt from enterprise income tax for the first three years from the first tax year in which operating revenue is generated from the project, and subject to enterprise income tax at 50% of the applicable tax rate for the fourth through sixth years. During the Track Record Period, certain subsidiaries qualified for the above tax preferential policies.

– I-54 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

Article 88 of the Regulations for the Implementation of the Enterprise Income Tax Law of the People's Republic of China provides that "qualified environmental protection, energy and water conservation projects" as referred to in Article 27(3) of the EIT Law include: public sewage treatment, public waste disposal, comprehensive development and utilization of biogas, energy-saving and emission reduction technological transformation, seawater desalination, and others. Income derived by enterprises from such qualified environmental protection, energy and water conservation projects is exempt from enterprise income tax for the first three years from the first tax year in which operating revenue is generated from the project, and subject to enterprise income tax at a 50% reduction for the fourth through sixth years. During the Track Record Period, a subsidiary qualified for the above tax preferential policies.

Pursuant to the Circular on Enterprise Income Tax Preferential Policies for the Hainan Free Trade Port (Cai Shui [2020] No. 31) jointly issued by the Ministry of Finance and the State Administration of Taxation, and the Catalogue of Encouraged Industries in the Hainan Free Trade Port (2020 Edition) (Fa Gai Di Qu Gui [2021] No. 0120) promulgated by the National Development and Reform Commission, enterprises in encouraged industries that are registered in the Hainan Free Trade Port and have substantive operations therein are subject to enterprise income tax at a reduced rate of 15%. During the Track Record Period, a subsidiary qualified for the above tax preferential policies.

Pursuant to the PRC EIT Law and its implementation regulations, enterprises investing in and operating public infrastructure projects that fall within the scope, conditions and standards specified in the Enterprise Income Tax Incentive Catalogue for Public Infrastructure Projects (the "Catalogue") are entitled, upon approval by the relevant authorities, to an exemption from enterprise income tax for the first three years from the first tax year in which operating revenue is generated from the project, and subject to enterprise income tax at 50% of the applicable tax rate for the fourth through sixth years. During the Track Record Period, a subsidiary of the Company qualified for the above tax preferential policies.

Pursuant to the Announcement on Further Implementation of Enterprise Income Tax Preferential Policies for Small and Micro Enterprises (Cai Shui [2022] No. 13), certain subsidiaries that qualify as small low-profit enterprises are entitled, from January 1, 2022 to December 31, 2024, to a preferential income tax rate of 20% on 25% of taxable income exceeding RMB1,000,000 but below RMB3,000,000.

Pursuant to the Announcement on Income Tax Preferential Policies for Small and Micro Enterprises and Individual Industrial and Commercial Households (Cai Shui [2023] No. 12), certain subsidiaries that qualify as small low-profit enterprises are entitled, from January 1, 2023 to December 31, 2027, to a preferential income tax rate of 20% on 25% of taxable income not exceeding RMB3,000,000.

Pursuant to the relevant laws and regulations promulgated by the State Administration of Taxation of China, enterprises engaged in research and development activities are entitled, from 2018 onwards, to deduct 175% (subsequently increased to 200% from 2022 onwards) of their research and development expenses incurred as deductible expenses in determining their taxable profit for the year (the "R&D Super Deduction").

(b)

Hong Kong Profits Tax For the years ended December 31, 2022, 2023 and 2024 and the nine months ended September 30, 2025, provision for Hong Kong profits tax has been made at the rate of 16.5% on the estimated assessable profits.

(c)

India Income Tax For the years ended December 31, 2022, 2023 and 2024 and the nine months ended September 30, 2025, provision for India income tax has been made at the rate of 25.168% on the estimated assessable profits.

(d)

Enterprise Income Tax in Other Jurisdictions Subsidiaries in other jurisdictions (including Vietnam, Thailand, Hungary, Germany and Japan) calculate their income tax rates based on estimated assessable profits during the Track Record Period at the prevailing tax rates applicable in their respective jurisdictions.

– I-55 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I (e)

Accountants' Report

OECD Pillar Two Model Rules Amendments to IAS 12 "International Tax Reform — Pillar Two Model Rules" were issued on May 23, 2023, effective upon issuance and requiring retrospective application. These amendments provide a temporary exception to the accounting for deferred taxes arising from tax laws enacted or substantively enacted to implement the Pillar Two Model Rules published by the Organisation for Economic Co-operation and Development (the "OECD").

The Group falls within the scope of the Global Minimum Tax (the "Global Minimum Tax") under the OECD Pillar Two Model Rules ("Pillar Two"). Depending on whether the jurisdictions in which the Company and its subsidiaries operate have enacted Pillar Two tax legislation, the Group may be liable to top-up taxes for any difference between the minimum tax rate of 15% and the effective tax rate in each jurisdiction. The Group applies the exception under IAS 12 to the recognition and disclosure of deferred tax assets and liabilities in respect of Pillar Two income taxes.

The Group has no material current tax exposure in jurisdictions where Pillar Two legislation has been enacted but has not yet come into effect as of the reporting date; however, certain subsidiaries of the Company are located in jurisdictions where Pillar Two legislation has been enacted, including Vietnam, Germany, Hungary and Japan (effective from January 1, 2024) and Hong Kong and Thailand (effective from January 1, 2025). Based on the Group's assessment, there is no material current tax exposure in these jurisdictions for the year ended December 31, 2024 and the nine months ended September 30, 2025.

(f)

The differences between the Group's income tax on profit before income tax and the theoretical tax amount calculated using the effective tax rate applicable to the profits of subsidiaries are as follows: For the year ended December 31,

For the nine months ended September 30,

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

Profit before income tax . . . . . . . . . . . . . . . . . . . .

439,510

168,269

788,742

702,357

987,494

Tax calculated at the Company's PRC tax rate (15%) . . . . . . . . . . .

65,927

25,240

118,311

105,354

148,124

Effect of different tax rates applicable to subsidiaries(i) . . . . . . . . .

(146,430)

(47,622)

(5,990)

(20,352)

46,018

Adjustments in respect of current income tax of previous periods . . . . . . . . .

211

10,288

34,158

33,010

24,208

R&D expenses super deduction . . . . . . . . . . . . . . . . . . . .

(417,397)

(362,105)

(378,304)

(298,669)

(322,831)

Non-deductible expenses . . . . . . . . . . . . . . . . . . . . . . .

24,081

34,030

68,720

33,443

28,199

(98,036)

(56,225)

(43,975)

(61,374)

(14,879)

Utilisation of previously unrecognised tax losses and temporary differences . . . . . . . . . . . . . . . . . . Unrecognised deferred tax assets on unused tax losses and temporary differences(ii) . . . .

244,349

235,765

463,309

361,578

287,218

Reversal of previously recognised deferred tax assets . . . . . . . . . . . .

–

–

–

–

17,208

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3,444

(1,848)

(1,770)

(4,124)

(4,855)

(323,851)

(162,477)

254,459

148,866

208,410

(i)

The reconciling difference arises from the difference between the statutory tax rates applicable to certain subsidiaries and the parent company's tax rate of 15%.

(ii)

Deferred income tax assets relating to these unused tax losses are not recognised as management considers it uncertain whether these unrecognised tax credits will be utilised before their expiry dates, primarily due to the existence of significant unused tax losses and continued investment in R&D activities with the expectation of continued enjoyment of R&D super deductions.

– I-56 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I (g)

Accountants' Report

Amounts Recognised Directly in Equity The aggregate amount of current tax recognised directly in equity during the Track Record Period that arose in the period and was not recognised in net profit or loss or other comprehensive income: For the year ended December 31,

For the nine months ended September 30,

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

Current tax: Tax effect related to transactions with non-controlling interests . . . . . .

12.

–

128,580

–

–

–

Dividends Year ended 31 December

Nine months ended 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

Declared and paid during the year/period: Final cash dividend for the preceding year (i) . . . . . . . . . . . .

119,506

148,994

221,714

221,714

274,681

Interim cash dividend for the current year (ii) . . . . . . . . . . . .

–

–

–

–

110,297

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

119,506

148,994

221,714

221,714

384,978

Declared and paid during the year/period:

(i)

The Company has approved at the annual general meetings the payment of final dividends of RMB0.7, RMB0.8, RMB1.2 and RMB1.5 (tax inclusive) per 10 shares for the years ended 31 December 2021, 2022, 2023 and 2024, respectively.

(ii)

An interim dividend of RMB0.6 (tax inclusive) per 10 shares for the first half of 2025 was approved at the extraordinary general meeting held on 18 September 2025.

– I-57 –

This document is in draft form, incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I 13.

Earnings Per Share

(a)

Basic Earnings Per Share

Accountants' Report

Basic earnings per share is calculated based on the following: Year ended 31 December

Nine months ended 30 September

2022

2023

2024

2024

2025

(Unaudited)

Profit attributable to ordinary shareholders of the Company (RMB'000) . . . . . . . . . . . . . . . .

1,068,014

1,076,198

1,474,324

1,212,215

1,413,519

Less: Expected dividends payable attributable to restricted shares (RMB'000) . . . . . . . . . . . .

(1,943)

(971)

–

–

–

Profit attributable to ordinary shareholders of the Company used for calculating basic earnings per share (RMB'000) . . . . . . . . . . . . .

1,066,071

1,075,227

1,474,324

1,212,215

1,413,519

Weighted average number of ordinary shares in issue ('000 shares) . . . . . . . . . . . . . . . . . . . .

1,713,594

1,862,000

1,843,855

1,847,905

1,832,962

Basic earnings per share (RMB per share) . . . . . . .

0.62

0.58

0.80

0.66

0.77

(b)

Diluted Earnings Per Share Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. Year ended 31 December

Nine months ended 30 September

2022

2023

2024

2024

2025

(Unaudited)

Adjusted profit attributable to owners of the Company used for calculating diluted earnings per share (RMB'000) . . . . . . . . . . . . . . . . . . . .

1,068,014

1,076,198

1,474,324

1,212,215

1,413,519

Weighted average number of ordinary shares in issue ('000 shares) . . . . . . . . . . . . . . . . . . . .

1,713,594

1,862,000

1,843,855

1,847,905

1,832,962

Adjustment for potential shares arising from share schemes ('000 shares) . . . . . . . . . . . . . .

13,199

–

2,341

–

8,893

Weighted average number of ordinary shares used for calculating diluted earnings per share ('000 shares) . . . . . . . . . . . . . . . . . . . . . . . . . .

1,726,793

1,862,000

1,846,196

1,847,905

1,841,855

Diluted earnings per share (RMB per share) . . . . . .

0.62

0.58

0.80

0.66

0.77

Diluted earnings/(loss) per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

– I-58 –

This document is in draft form, incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

For the year ended 31 December 2023 and the nine months ended 30 September 2024, restricted shares (Note 39) have an anti-dilutive effect and are therefore not included in the calculation of diluted earnings per share. For the year ended 31 December 2022, a subsidiary of the Group held convertible bonds, and as the subsidiary generated a net loss, the potential ordinary shares relating to the convertible bonds had an anti-dilutive effect.

14.

Investments in Associates and Joint Ventures The amounts of investments in associates and joint ventures recognised in the historical financial information are as follows: The Group At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Associates . . . . . . . . . . . . . . . . . . . . . . . . . .

544,359

847,486

831,410

152,761

Joint ventures . . . . . . . . . . . . . . . . . . . . . . .

6,933

32,364

110,731

875,033

551,292

879,850

942,141

1,027,794

The movements of investments in associates and joint ventures during the Track Record Period are as follows: Year ended 31 December

Nine months ended 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

At the beginning of the year/period . . . . . .

216,363

551,292

879,850

879,850

942,141

Additions and transfers . . . . . . . . . . . . . . .

344,500

521,909

94,058

64,218

20,962

Disposals . . . . . . . . . . . . . . . . . . . . . . . . . .

–

(195,886)

(28,003)

(28,003)

–

Share of results of associates and joint ventures . . . . . . . . . . . . . . . . . . . . .

(8,271)

(65,548)

17,152

998

64,102

Share of other changes in equity . . . . . . . .

–

70,529

(3,977)

–

–

Share of other comprehensive income . . . .

–

(128)

135

(7)

1,208

Dividends . . . . . . . . . . . . . . . . . . . . . . . . .

(862)

–

–

–

–

Effect of elimination of upstream and downstream transactions . . . . . . . . . . . .

(438)

(2,318)

619

–

(619)

Less: Impairment allowance . . . . . . . . . . .

–

–

(17,693)

(17,693)

–

At the end of the year/period . . . . . . . . . . .

551,292

879,850

942,141

899,363

1,027,794

The financial information on which the Group's associates and joint ventures are accounted for has been prepared using accounting policies consistent with those of the Group.

– I-59 –

This document is in draft form, incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

The Group holds interests in a number of individually immaterial associates and joint ventures accounted for using the equity method. The aggregate carrying amounts and the Group's share of the results of individually immaterial associates and joint ventures are set out separately as follows: Reconciliation of the carrying amount of equity recognised in the historical financial information: Associates and Joint Ventures At 31 December

Aggregate carrying amount of individually immaterial associates . . . . . . . . . . . . . . .

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

551,292

879,850

942,141

1,027,794

Profit/(loss) for the year/period (i) . . . . . .

(8,203)

(68,372)

17,771

63,483

Other comprehensive income . . . . . . . . . .

–

(128)

135

1,208

(8,203)

(68,500)

17,906

64,691

The Group's share of the aggregate of the following:

(i)

The difference from the amount recognised in the income statement is due to the elimination of intercompany transactions with associates.

The Company At 31 December

Associates . . . . . . . . . . . . . . . . . . . . . . . .

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

260,046

505,828

524,998

538,151

The movements of investments in associates and joint ventures during the Track Record Period are as follows: At 31 December

Nine months ended 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

At the beginning of the year/period . . . . . .

–

260,046

505,828

505,828

524,998

Additions and transfers . . . . . . . . . . . . . . .

264,500

445,000

18,182

18,182

–

Disposals . . . . . . . . . . . . . . . . . . . . . . . . . .

–

(195,886)

–

–

–

Share of results of associates . . . . . . . . . .

(4,454)

(3,369)

1,030

(2,492)

11,945

Share of other changes in equity . . . . . . . .

–

107

(208)

–

–

Share of other changes in equity . . . . . . . .

–

(70)

166

(7)

1,208

At the end of the year/period . . . . . . . . . . .

260,046

505,828

524,998

521,511

538,151

– I-60 –

This document is in draft form, incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

Reconciliation of the carrying amount of equity recognised in the historical financial information: Associates At 31 December

Aggregate carrying amount of individually immaterial associates . . . . . . . . . . . . . . .

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

260,046

505,828

524,998

538,151

(Loss)/profit for the year/period . . . . . . . .

(4,454)

(3,369)

1,030

11,945

Other comprehensive income . . . . . . . . . .

–

(70)

166

1,208

(4,454)

(3,439)

1,196

13,153

The Company's share of the aggregate of the following:

15.

Financial Instruments at Fair Value Through Other Comprehensive Income and Financial Instruments at Fair Value Through Profit or Loss

(a)

Financial Instruments at Fair Value Through Other Comprehensive Income The Group At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Non-current: Equity instruments at fair value through other comprehensive income (i) . . . . . .

91,897

91,897

88,978

88,978

295,691

561,006

658,422

511,101

Current: Notes receivable at fair value through other comprehensive income (ii) . . . . . The Company At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Non-current: Equity instruments at fair value through other comprehensive income (i) . . . . . .

91,897

91,897

88,978

88,978

45,953

142,655

64,539

97,078

Current: Notes receivable at fair value through other comprehensive income (ii) . . . . .

– I-61 –

This document is in draft form, incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I (b)

Accountants' Report

Financial Instruments at Fair Value Through Profit or Loss The Group At 31 December

Non-current: Assets Other financial assets at fair value through profit or loss: — Listed equity shares . . . . . . . . . . . . . . — Funds . . . . . . . . . . . . . . . . . . . . . . . . . — Equity instruments at fair value through profit or loss . . . . . . . . . . . .

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

76,103 87,034

96,267 207,904

116,132 204,790

303,734 231,461

939,575 | 1,213,677 | 1,114,724 | 1,206,356 | 1,102,712 | 1,517,848 | 1,435,646 | 1,741,551

Liabilities: Financial liabilities at fair value through profit or loss – Redemption liabilities (Note 33) . . . . . . . . . . . . . . . . . . . . .

4,583 | 19,807 | 84,136 | 229,768

Current: Assets: Wealth management products (Note 24) . . . . . . . . . . . . . . . . Derivative financial assets (Note 34) . . . . . . . . . . . . . . . . . . .

110,000 | 404,420 | 151,375 | 344,676 – | 961 | 207,590 | 470,265

110,000 | 405,381 | 358,965 | 814,941

1,144,000 | – | – | – – | – | 349,636 | 373,018

– | 3,000 | 7,000 | 3,000

1,144,000 | 3,000 | 356,636 | 376,018

Liabilities: Convertible bonds (Note 32) . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial liabilities (Note 34) . . . . . . . . . . . . . . . . Financial liabilities at fair value through profit or loss – Contingent consideration (Note 33) . . . . . . . . . . . . . . . . . .

Your Company As at 31 December | As at 30 September

| 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Non-current: Other financial assets at fair value through profit or loss: – Listed equity shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . – Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . – Equity instruments at fair value through profit or loss . . . .

18,349 | 6,210 | 6,210 | 6,020 – | 119,042 | 121,435 | 148,882

87,034 | – | – | –

105,383 | 125,252 | 127,645 | 154,902

Current: Assets: Derivative financial assets . . . . . . . . . . . . . . . . . . . . . . . . . . .

– | 961 | 175,616 | 145,914

Liabilities: Derivative financial liabilities (Note 34) . . . . . . . . . . . . . . . .

– | – | – | 125,321

– I-62 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

(i) As the Group considers these investments to be strategic investments, the above equity instruments are irrevocably designated as at fair value through other comprehensive income.

(ii) As these notes receivable are held within a business model aimed at collecting contractual cash flows and selling, they are classified as at fair value through other comprehensive income and measured accordingly.

16. Subsidiaries

During the Track Record Period, the principal subsidiaries of your Company are as follows:

| Subsidiary Name | Place of Incorporation and Legal Entity Type | Registered/Paid-up Capital | Equity Interest held by your Company | | | | | | | | | Principal Activities | |---|---|---|---|---|---|---|---|---|---|---|---|---| | | | | As at 31 December | | | | As at 30 September | | | | | | | | | | 2022 | | 2023 | | 2024 | | 2025 | | | | | | | | Direct | Indirect | Direct | Indirect | Direct | Indirect | Direct | Indirect | | | | | | (in thousands) | | | | | | | | | | | 1. | Xinwangda Power Technology Co., Ltd. (欣旺達動力科技股份有限公司) ("Xinwangda Power Technology")(i) | China, limited liability company | RMB 9,524,157 thousand | – | 50% | – | 40.21% | – | 40.21% | – | 40.21% | R&D, production and sales of power batteries | | 2. | Nanjing Xinwangda New Energy Co., Ltd. (南京市欣旺達新能源有限公司) | China, limited liability company | RMB 50,000 thousand | – | 74.69% | – | 100% | – | 100% | – | 100% | Production and sales of power batteries | | 3. | Shenzhen Xinwangda Intelligent Technology Co., Ltd. (深圳欣旺達智能科技有限公司) | China, limited liability company | RMB 532,000 thousand | 100% | – | 100% | – | 100% | – | 100% | – | R&D, production and sales of consumer batteries | | 4. | Zhejiang Xinwangda Electronics Co., Ltd. (浙江欣旺達電子有限公司) | China, limited liability company | RMB 50,000,000,000 | 100% | – | 100% | – | 100% | – | 100% | – | R&D, production and sales of consumer batteries | | 5. | Xinwangda Electronics India Limited (欣旺達電子印度有限公司) | India, limited liability company | INR 50,000,000,000 | – | 99.99% | – | 99.99% | – | 99.99% | – | 99.99% | Production of consumer batteries | | 6. | Nanchang Xinwangda New Energy Co., Ltd. (南昌欣旺達新能源有限公司) | China, limited liability company | RMB 2,680,000 thousand | – | 99.76% | – | 99.84% | – | 100% | – | 100% | Production and sales of power batteries and energy storage cells | | 7. | Zhejiang Liwei Energy Technology Co., Ltd. (浙江鋰威能源科技有限公司) | China, limited liability company | RMB 1,635,000 thousand | 89.69% | 10.31% | 89.69% | 10.31% | 89.69% | 10.31% | 89.69% | 10.31% | R&D, production and sales of consumer batteries | | 8. | Huizhou Liwei New Energy Technology Co., Ltd. (惠州鋰威新能源科技有限公司) | China, limited liability company | RMB 2,424,000 thousand | 89.69% | 10.31% | 89.69% | 10.31% | 89.69% | 10.31% | 89.69% | 10.31% | R&D, production and sales of consumer batteries | | 9. | Xinwangda Huizhou New Energy Co., Ltd. (欣旺達惠州新能源有限公司) | China, limited liability company | RMB 6,060,266 thousand | 99.93% | 0.07% | 99.93% | 0.07% | 99.93% | 0.07% | 99.93% | 0.07% | Industrial park property management and investment holding |

– I-63 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

| Subsidiary Name | Place of Incorporation and Legal Entity Type | Registered/Paid-up Capital | Equity Interest held by your Company | | | | | | | | | Principal Activities | |---|---|---|---|---|---|---|---|---|---|---|---|---| | | | | As at 31 December | | | | As at 30 September | | | | | | | | | | 2022 | | 2023 | | 2024 | | 2025 | | | | | | | | Direct | Indirect | Direct | Indirect | Direct | Indirect | Direct | Indirect | | | | | | (in thousands) | | | | | | | | | | | 10. | Shandong Xinwangda New Energy Co., Ltd. (山東欣旺達新能源有限公司) | China, limited liability company | RMB 384,550 thousand | – | 100% | – | 100% | – | 100% | – | 100% | Production and sales of power batteries | | 11. | Shenzhen Xinwei Zhiwang Technology Co., Ltd. (深圳欣威智旺科技有限公司) | China, limited liability company | RMB 50,000 thousand | – | 100% | – | 100% | – | 100% | – | 100% | R&D, production and sales of consumer batteries | | 12. | Huizhou Yingwang Precision Technology Co., Ltd. (惠州市盈旺精密技術股份有限公司) | China, limited liability company | RMB 114,493 thousand | – | 52.41% | – | 52.41% | – | 82.53% | – | 82.53% | R&D, production and sales of precision structural components and precision moulds | | 13. | Hubei Dongyu Xinsheng New Energy Co., Ltd. (湖北東昱欣晟新能源有限公司) | China, limited liability company | RMB 500,000 thousand | – | 51% | – | 51% | – | 51% | – | 51% | Production and sales of power batteries | | 14. | Deyang Xinwangda New Energy Co., Ltd. (德陽欣旺達新能源有限公司) | China, limited liability company | RMB 400,000 thousand | – | 100% | – | 100% | – | 100% | – | 100% | Production and sales of energy storage cells | | 15. | Hong Kong Xinwei Electronics Co., Ltd. (香港欣威電子有限公司) | China, limited liability company | HKD 144,145 thousand | 100% | – | 100% | – | 100% | – | 100% | – | Sales and investment holding | | 16. | Xinwangda Huizhou Power New Energy Co., Ltd. (欣旺達惠州動力新能源有限公司) | China, limited liability company | RMB 1,610,000 thousand | – | 100% | – | 100% | – | 100% | – | 100% | R&D, production and sales of power batteries and energy storage batteries | | 17. | Huizhou Xinzhiwang Electronics Co., Ltd. (惠州欣智旺電子有限公司) | China, limited liability company | RMB 350,000 thousand | – | 100% | – | 100% | – | 100% | – | 100% | R&D, production and sales of hardware | | 18. | Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (深圳市前海弘盛創業投資服務有限公司) | China, limited liability company | RMB 1,400,000 thousand | 100% | – | 100% | – | 100% | – | 100% | – | Venture capital and proprietary investment, technology development and commercialisation services |

(i) Your Company indirectly holds 40.21% of the equity interest in Xinwangda Power Technology (欣旺達動力科技). The ultimate controller of your Company, through your Company and other entities under its control, collectively holds 49.28% of the equity interest in Xinwangda Power Technology. Among the remaining 67 shareholders, the largest single shareholder holds only 6.01%, and the shareholding structure is highly dispersed. The shareholding percentage of any single other shareholder, or the combined shareholding percentage of associated shareholders, is significantly lower than that of your Company. In addition, no voting agreements have been entered into among such shareholders. Based on the relatively small shareholding percentages of other shareholders, their dispersed nature, and the absence of any collective decision-making agreement, it can be determined that your Company has obtained control over this entity.

– I-64 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

During the Track Record Period, the statutory auditors of the above subsidiaries of your Group are as follows:

| Subsidiary Name | Name of Statutory Auditor | | | |---|---|---|---| | | 2022 | 2023 | 2024 | | 1. . . . | Xinwangda Power Technology Co., Ltd. (欣旺達動力科技股份有限公司) | PricewaterhouseCoopers Zhong Tian LLP (普華永道中天會計師事務所（特殊普通合夥）) | PricewaterhouseCoopers Zhong Tian LLP (普華永道中天會計師事務所（特殊普通合夥）) | KPMG Huazhen LLP (畢馬威華振會計師事務所（特殊普通合夥）) | | 2. . . . | Nanjing Xinwangda New Energy Co., Ltd. (南京市欣旺達新能源有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 3. . . . | Shenzhen Xinwangda Intelligent Technology Co., Ltd. (深圳欣旺達智能科技有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 4. . . . | Zhejiang Xinwangda Electronics Co., Ltd. (浙江欣旺達電子有限公司) | ShineWing Certified Public Accountants LLP (信永中和會計師事務所（特殊普通合夥）) | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) (天健會計師事務所（特殊普通合夥）) | | 5. . . . | Xinwangda Electronics India Limited (欣旺達電子印度有限公司) | MSKA & Associates Chartered Accountants | MSKA & Associates Chartered Accountants | MSKA & Associates Chartered Accountants | | 6. . . . | Nanchang Xinwangda New Energy Co., Ltd. (南昌欣旺達新能源有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 7. . . . | Zhejiang Liwei Energy Technology Co., Ltd. (浙江鋰威能源科技有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 8. . . . | Huizhou Liwei New Energy Technology Co., Ltd. (惠州鋰威新能源科技有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 9. . . . | Xinwangda Huizhou New Energy Co., Ltd. (欣旺達惠州新能源有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 10. . . | Shandong Xinwangda New Energy Co., Ltd. (山東欣旺達新能源有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 11. . . | Shenzhen Xinwei Zhiwang Technology Co., Ltd. (深圳欣威智旺科技有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 12. . . | Huizhou Yingwang Precision Technology Co., Ltd. (惠州市盈旺精密技術股份有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 13. . . | Hubei Dongyu Xinsheng New Energy Co., Ltd. (湖北東昱欣晟新能源有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 14. . . | Deyang Xinwangda New Energy Co., Ltd. (德陽欣旺達新能源有限公司) | PricewaterhouseCoopers Zhong Tian Certified Public Accountants (普華永道中天會計師事務所（特殊普通合夥）) | PricewaterhouseCoopers Zhong Tian Certified Public Accountants | PricewaterhouseCoopers Zhong Tian LLP | | 15. . . | Hong Kong Xinwei Electronics Co., Ltd. (香港欣威電子有限公司) | Ryde & Partners CPA Limited (瑞德會計師事務所有限公司) | Ryde & Partners CPA Limited | Ryde & Partners CPA Limited | | 16. . . | Xinwangda Huizhou Power New Energy Co., Ltd. (欣旺達惠州動力新能源有限公司) | PricewaterhouseCoopers Zhong Tian LLP | PricewaterhouseCoopers Zhong Tian LLP | KPMG Huazhen LLP | | 17. . . | Huizhou Xinzhiwang Electronics Co., Ltd. (惠州欣智旺電子有限公司) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | TienHealth Certified Public Accountants (Special General Partnership) | | 18. . . | Shenzhen Qianhai Hongsheng Venture Investment Services Co., Ltd. (深圳市前海弘盛創業投資服務有限公司)(a) | ShineWing Certified Public Accountants LLP | ShineWing Certified Public Accountants LLP | – |

– I-65 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

(a) This entity was incorporated in 2022 and has not yet appointed auditors to issue statutory financial statements for the year ended 31 December 2022.

(b) The English names of the Mainland China companies are direct translations or transliterations of their Chinese registered names.

(c) The table above sets out the subsidiaries which your Company's directors consider to have a material impact on the results or assets and liabilities of your Group. Your Company's directors consider that providing details of other subsidiaries would result in particulars of excessive length.

(d) Transactions with non-controlling interests: The difference between the consideration paid/received by your Group for acquiring/disposing of certain equity interests in certain subsidiaries from/to non-controlling shareholders and the carrying amount of the equity interests acquired/disposed of is recognised as an increase/decrease in reserves. The principal transactions during the Track Record Period are as follows:

– Principal transactions for the year ended 31 December 2023 In May 2023, your Group disposed of a 4.68% equity interest in Xinwangda Power Technology (欣旺達動力科技) to non-controlling interests for a consideration of RMB1,495,750,000 yuan. Your Group recognised an increase in other reserves of RMB955,631,000 yuan and an increase in non-controlling interests of RMB540,119,000 yuan.

–

Principal Transactions for the Year Ended 31 December 2024

In July 2024, the Group acquired an additional 30.13% equity interest in Huizhou Yingwang Precision Technology Co., Ltd. (惠州市盈旺精密技術股份有限公司) from non-controlling interests for a consideration of RMB534,638,000. The Group recognised a decrease in other reserves of RMB294,237,000 and a decrease in non-controlling interests of RMB240,401,000. －

Principal Transactions for the Nine Months Ended 30 September 2025

In 2025, the Group acquired an additional 40.00% equity interest in Shenzhen Qianhai Dianjin Factoring Co., Ltd. (深圳前海點金保理有限公司) from non-controlling interests for a consideration of RMB40,000,000. The Group recognised a decrease in other reserves of RMB13,274,000 and a decrease in non-controlling interests of RMB26,726,000.

(e) Save for the above transactions with non-controlling interests, other transactions had no material impact on the historical financial information of the Group.

Material Non-Controlling Interests

As at 31 December 2022, 2023 and 2024 and 30 September 2025, total non-controlling interests amounted to RMB6,251,613,000, RMB9,329,173,000, RMB8,198,793,000 and RMB7,574,145,000 respectively, of which RMB5,802,498,000, RMB8,680,485,000, RMB7,592,194,000 and RMB6,816,330,000 were attributable to Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技).

– I-66 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

Summary Financial Information of Subsidiaries with Material Non-Controlling Interests

The summary financial information of Xinwangda Electric Vehicle Battery Co., Ltd. (欣旺達動力科技), whose non-controlling interests are material to the Group, is set out below.

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | | | | | (Unaudited) | | | Revenue | 12,950,532 | 11,119,780 | 15,726,426 | 10,541,466 | 13,215,781 | | Loss for the year/period | (1,260,715) | (1,568,981) | (1,868,550) | (1,336,975) | (1,302,592) | | Total comprehensive loss for the year/period | (1,260,715) | (1,569,576) | (1,870,352) | (1,333,500) | (1,286,476) | | Net cash (used in)/generated from operating activities | (1,195,223) | (1,053,350) | 622,109 | 53,210 | 471,009 | | Total non-current assets | 15,991,403 | 23,048,499 | 24,244,607 | 24,411,695 | 26,657,873 | | Total current assets | 18,010,664 | 15,855,024 | 17,972,184 | 17,315,244 | 20,327,892 | | Total assets | 34,002,067 | 38,903,523 | 42,216,791 | 41,726,939 | 46,985,765 | | Total non-current liabilities | 17,486,121 | 10,270,138 | 11,461,831 | 11,005,752 | 12,491,539 | | Total current liabilities | 4,914,764 | 14,256,384 | 18,196,596 | 17,578,217 | 23,226,481 | | Total liabilities | 22,400,885 | 24,526,522 | 29,658,427 | 28,583,969 | 35,718,020 |

The Company's Investment in Subsidiaries

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | Investment in subsidiaries | 2022 RMB'000 | 2023 RMB'000 | 2024 RMB'000 | 2025 RMB'000 | | | 11,778,794 | 13,206,439 | 8,486,902 | 9,568,744 |

– I-67 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I 17.

Accountants' Report

Property, Plant and Equipment

The Group

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | At 1 January 2022 | | | | | | | | | | Cost | 5,147,914 | 5,543,092 | 876,765 | 55,330 | 664,533 | 2,015,739 | 724,314 | 15,027,687 | | Accumulated depreciation | (1,220,841) | (896,305) | (338,158) | (30,589) | (246,779) | – | (436,177) | (3,168,849) | | Net book value | 3,927,073 | 4,646,787 | 538,607 | 24,741 | 417,754 | 2,015,739 | 288,137 | 11,858,838 | | Opening net book value | 3,927,073 | 4,646,787 | 538,607 | 24,741 | 417,754 | 2,015,739 | 288,137 | 11,858,838 | | Additions | 7,704 | 815,371 | 203,008 | 18,642 | 125,801 | 10,866,399 | 40,733 | 12,077,658 | | Disposals | – | (19,277) | (1,172) | (135) | (444) | – | (15,996) | (37,024) | | Transfers from construction in progress | 1,886,228 | 3,231,054 | 147,586 | 5,776 | 76,831 | (5,620,091) | 272,616 | – | | Depreciation charge | (323,206) | (764,106) | (183,399) | (14,314) | (88,469) | – | (77,398) | (1,450,892) | | Transfers to construction in progress | – | (689,651) | (89,529) | – | (4,687) | 783,867 | – | – | | Currency translation differences | – | (6,608) | (192) | – | (535) | (5,058) | (479) | (12,872) | | Closing net book value | 5,497,799 | 7,213,570 | 614,909 | 34,710 | 526,251 | 8,040,856 | 507,613 | 22,435,708 | | Cost | 7,041,846 | 8,706,169 | 1,083,247 | 77,681 | 851,280 | 8,040,856 | 1,021,188 | 26,822,267 | | Accumulated depreciation | (1,544,047) | (1,492,599) | (468,338) | (42,971) | (325,029) | – | (513,575) | (4,386,559) | | Net book value | 5,497,799 | 7,213,570 | 614,909 | 34,710 | 526,251 | 8,040,856 | 507,613 | 22,435,708 |

At 31 December 2022

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | At 1 January 2023 | | | | | | | | | | Cost | 7,041,846 | 8,706,169 | 1,083,247 | 77,681 | 851,280 | 8,040,856 | 1,021,188 | 26,822,267 | | Accumulated depreciation | (1,544,047) | (1,492,599) | (468,338) | (42,971) | (325,029) | – | (513,575) | (4,386,559) | | Net book value | 5,497,799 | 7,213,570 | 614,909 | 34,710 | 526,251 | 8,040,856 | 507,613 | 22,435,708 | | Opening net book value | 5,497,799 | 7,213,570 | 614,909 | 34,710 | 526,251 | 8,040,856 | 507,613 | 22,435,708 | | Additions | 1,740,936 | 880,714 | 138,191 | 42,711 | 92,158 | 5,847,146 | 8,019 | 8,749,875 | | Disposals | – | (284,199) | (23,265) | (8,948) | (34,438) | – | (14,701) | (365,551) | | Transfers from construction in progress | 877,461 | 3,106,660 | 86,346 | 9,772 | 123,012 | (4,367,261) | 164,010 | – | | Effect of changes in consolidation scope | 3,286 | 3,688 | 522 | 172 | 173 | – | – | 7,841 | | Depreciation charge | (515,452) | (1,045,635) | (194,416) | (19,494) | (122,794) | – | (97,065) | (1,994,856) | | Transfers to construction in progress | – | (1,013,577) | (58,622) | – | (3,588) | 1,075,787 | – | – | | Currency translation differences | – | 2,457 | 52 | – | 100 | 4,015 | 941 | 7,565 | | Closing net book value | 7,604,030 | 8,863,678 | 563,717 | 58,923 | 580,874 | 10,600,543 | 568,817 | 28,840,582 | | Cost | 9,663,529 | 11,235,119 | 1,191,432 | 117,028 | 982,473 | 10,600,543 | 1,179,457 | 34,969,581 | | Accumulated depreciation | (2,059,499) | (2,371,441) | (627,715) | (58,105) | (401,599) | – | (610,640) | (6,128,999) | | Net book value | 7,604,030 | 8,863,678 | 563,717 | 58,923 | 580,874 | 10,600,543 | 568,817 | 28,840,582 |

At 31 December 2023

– I-68 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Freehold Land | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | At 1 January 2024 | | | | | | | | | | | Cost | 9,663,529 | 11,235,119 | 1,191,432 | 117,028 | 982,473 | – | 10,600,543 | 1,179,457 | 34,969,581 | | Accumulated depreciation | (2,059,499) | (2,371,441) | (627,715) | (58,105) | (401,599) | – | – | (610,640) | (6,128,999) | | Net book value | 7,604,030 | 8,863,678 | 563,717 | 58,923 | 580,874 | – | – | – | – |

–

10,600,543

568,817

28,840,582

Opening net book value . . . . . . . . . . .

7,604,030

8,863,678

563,717

58,923

580,874

–

10,600,543

568,817

28,840,582

Additions . . . . . . . . . . . . . . . . . . . . . .

1,517,466

905,287

254,241

42,591

81,647

93,834

3,886,908

19,032

6,801,006

Disposals . . . . . . . . . . . . . . . . . . . . . .

–

(232,320)

(139,370)

(5,007)

(62,996)

–

–

(23,739)

(463,432)

Transfer from construction in progress . . .

2,031,171

5,075,972

96,066

10,456

408,388

–

(7,647,320)

25,267

–

Depreciation charge . . . . . . . . . . . . . .

(799,817)

(1,168,853)

(201,012)

(22,361)

(136,571)

–

–

(95,530)

(2,424,144)

Transfer to construction in progress . . .

–

(1,245,569)

(40,815)

(530)

(3,356)

–

1,290,270

–

–

Currency translation differences . . . . .

(1,154)

(4,859)

(205)

(42)

(40)

(1,668)

(5,039)

(202)

(13,209)

Closing net book value . . . . . . . . . . . .

10,351,696

12,193,336

532,622

84,030

867,946

92,166

8,125,362

493,645

32,740,803

Cost . . . . . . . . . . . . . . . . . . . . . . . . . .

13,211,129

15,177,539

1,298,013

159,543

1,367,750

92,166

8,125,362

1,199,815

40,631,317

Accumulated depreciation . . . . . . . . . .

(2,859,433)

(2,984,203)

(765,391)

(75,513)

(499,804)

–

–

(706,170)

(7,890,514)

Net book value . . . . . . . . . . . . . . . . . .

10,351,696

12,193,336

532,622

84,030

867,946

92,166

8,125,362

493,645

32,740,803

As at 31 December 2024

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Freehold Land | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

As at 1 January 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . . .

9,663,529

11,235,119

1,191,432

117,028

982,473

–

10,600,543

1,179,457

34,969,581

Accumulated depreciation . . . . . . . . . .

(2,059,499)

(2,371,441)

(627,715)

(58,105)

(401,599)

–

–

(610,640)

(6,128,999)

Net book value . . . . . . . . . . . . . . . . . .

7,604,030

8,863,678

563,717

58,923

580,874

–

10,600,543

568,817

28,840,582

Opening net book value . . . . . . . . . . .

7,604,030

8,863,678

563,717

58,923

580,874

–

10,600,543

568,817

28,840,582

Additions . . . . . . . . . . . . . . . . . . . . . .

986,046

934,995

14,672

18,088

61,910

93,834

2,974,210

13,619

5,097,374

Disposals . . . . . . . . . . . . . . . . . . . . . .

(204)

(56,911)

(3,779)

(917)

(3,842)

–

(3,301)

(752)

(69,706)

Transfer from construction in progress . . .

1,330,199

2,007,585

61,080

2,355

352,146

–

(3,766,668)

13,303

–

Depreciation charge . . . . . . . . . . . . . .

(554,050)

(837,016)

(143,634)

(16,595)

(96,071)

–

–

(78,331)

(1,725,697)

Transfer to construction in progress . . .

–

(1,296,813)

(34,442)

(530)

(3,182)

–

1,334,967

–

–

Currency translation differences . . . . .

–

(5,855)

(173)

(9)

(40)

–

(894)

(260)

(7,231)

Closing net book value . . . . . . . . . . . .

9,366,021

9,609,663

457,441

61,315

891,795

93,834

11,138,857

516,396

32,135,322

Cost . . . . . . . . . . . . . . . . . . . . . . . . . .

11,979,692

12,465,153

1,169,928

132,181

1,371,016

93,834

11,138,857

1,205,367

39,556,028

Accumulated depreciation . . . . . . . . . .

(2,613,671)

(2,855,490)

(712,487)

(70,866)

(479,221)

–

–

(688,971)

(7,420,706)

Net book value . . . . . . . . . . . . . . . . . .

9,366,021

9,609,663

457,441

61,315

891,795

93,834

11,138,857

516,396

32,135,322

As at 30 September 2024

– I-69 –

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Freehold Land | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

As at 1 January 2025 Cost . . . . . . . . . . . . . . . . . . . Accumulated depreciation . . .

13,211,129 (2,859,433)

15,177,539 (2,984,203)

1,298,013 (765,391)

159,543 (75,513)

1,367,750 (499,804)

92,166 –

8,125,362 –

1,199,815 (706,170)

40,631,317 (7,890,514)

Net book value . . . . . . . . . . .

10,351,696

12,193,336

532,622

84,030

867,946

92,166

8,125,362

493,645

32,740,803

Opening net book value . . . . . Additions . . . . . . . . . . . . . . . Disposals . . . . . . . . . . . . . . . Transfer from construction in progress . . . . . . . . . . . . Depreciation charge . . . . . . . Transfer to construction in progress . . . Currency translation differences . . .

10,351,696 398,671 (93,720)

12,193,336 483,388 (100,627)

532,622 97,858 (2,273)

84,030 11,324 (37)

867,946 51,265 (3,264)

92,166 – –

8,125,362 4,854,209 (885)

493,645 191,457 (44,736)

32,740,803 6,088,172 (245,542)

507,092 (602,508) – –

2,073,696 (1,103,340) (1,479,963) (16,314)

99,296 (160,903) (82,279) (503)

8,341 (20,472) – 145

225,163 (132,499) (3,975) (160)

– – – 3,507

(3,062,674) – 1,566,217 18,826

149,086 (69,950) – (508)

– (2,089,672) – 4,993

Closing net book value . . . . .

10,561,231

12,050,176

483,818

83,331

1,004,476

95,673

11,501,055

718,994

36,498,754

As at 30 September 2025 Cost . . . . . . . . . . . . . . . . . . . Accumulated depreciation . . .

14,023,174 (3,461,943)

15,827,449 (3,777,273)

1,384,312 (900,494)

179,116 (95,785)

1,622,522 (618,046)

95,673 –

11,501,055 –

1,495,114 (776,120)

46,128,415 (9,629,661)

Net book value . . . . . . . . . . .

10,561,231

12,050,176

483,818

83,331

1,004,476

95,673

11,501,055

718,994

36,498,754

(a)

Property, plant and equipment are stated at historical cost less accumulated depreciation and accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Depreciation is calculated using the straight-line method to allocate the cost (net of residual value) over the estimated useful lives or (in the case of leasehold improvements) the lease term, whichever is shorter, as follows:

Buildings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Machinery . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Electronic equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Motor vehicles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . .

10 to 40 years 5 to 10 years 2 to 5 years 3 to 5 years 2 to 20 years Useful life or lease term, whichever is shorter

For other accounting policies in relation to property, plant and equipment, please refer to Note 48.

(b)

The depreciation of property, plant and equipment recognised by the Group is as follows:

| | Year ended 31 December | | | Nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 (Unaudited) | RMB'000 | | Cost | 1,141,080 | 1,677,324 | 2,036,891 | 1,449,283 | 1,750,902 | | Selling and marketing expenses | 1,186 | 4,236 | 2,063 | 1,984 | 1,920 | | General and administrative expenses | 136,578 | 182,590 | 229,652 | 168,029 | 179,609 | | Research and development expenses | 172,048 | 130,706 | 155,538 | 106,401 | 157,241 | | | 1,450,892 | 1,994,856 | 2,424,144 | 1,725,697 | 2,089,672 |

(c)

As at 31 December 2022, 2023 and 2024 and 30 September 2025, property, plant and equipment with carrying amounts of approximately RMB1,261,566,000, RMB1,919,801,000, RMB2,292,013,000 and RMB6,814,858,000 respectively were pledged as collateral for bank and other borrowings.

– I-70 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

The Company

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**As at 1 January 2022** | Cost | 561,812 | 2,214,943 | 580,948 | 29,716 | 179,353 | 277,135 | 151,026 | 3,994,933 | | Accumulated depreciation | (121,840) | (285,531) | (206,239) | (17,005) | (108,845) | – | (44,543) | (784,003) | | Carrying amount | 439,972 | 1,929,412 | 374,709 | 12,711 | 70,508 | 277,135 | 106,483 | 3,210,930 |

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Opening carrying amount | 439,972 | 1,929,412 | 374,709 | 12,711 | 70,508 | 277,135 | 106,483 | 3,210,930 | | Additions | 615 | 443,209 | 133,761 | 9,836 | 47,056 | 504,602 | 292 | 1,139,371 | | Transfers from construction in progress | 10,301 | 657,486 | 108,376 | – | 47,266 | (830,774) | 7,345 | – | | Transfers to construction in progress | – | (627,167) | (89,290) | – | (4,597) | 721,054 | – | – | | Disposals | (4,878) | (73,859) | (20,330) | (40) | (2,299) | – | – | (101,406) | | Depreciation charge | (24,003) | (217,719) | (119,927) | (5,426) | (27,641) | – | (20,664) | (415,380) | | Closing carrying amount | 422,007 | 2,111,362 | 387,299 | 17,081 | 130,293 | 672,017 | 93,456 | 3,833,515 |

**As at 31 December 2022** | Cost | 579,776 | 2,512,486 | 663,399 | 38,122 | 255,469 | 672,017 | 137,999 | 4,859,268 | | Accumulated depreciation | (157,769) | (401,124) | (276,100) | (21,041) | (125,176) | – | (44,543) | (1,025,753) | | Carrying amount | 422,007 | 2,111,362 | 387,299 | 17,081 | 130,293 | 672,017 | 93,456 | 3,833,515 |

| | Buildings | Machinery | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**As at 1 January 2023** | Cost | 579,776 | 2,512,486 | 663,399 | 38,122 | 255,469 | 672,017 | 137,999 | 4,859,268 | | Accumulated depreciation | (157,769) | (401,124) | (276,100) | (21,041) | (125,176) | – | (44,543) | (1,025,753) | | Carrying amount | 422,007 | 2,111,362 | 387,299 | 17,081 | 130,293 | 672,017 | 93,456 | 3,833,515 |

| Opening carrying amount | 422,007 | 2,111,362 | 387,299 | 17,081 | 130,293 | 672,017 | 93,456 | 3,833,515 | | Additions | 2,153 | 213,046 | 59,897 | 1,556 | 22,733 | 432,819 | 3,420 | 735,624 | | Transfers from construction in progress | 5,564 | 878,302 | 68,942 | – | 15,061 | (980,252) | 12,383 | – | | Transfers to construction in progress | – | (570,374) | (58,205) | – | (3,532) | 632,111 | – | – | | Disposals | (2,454) | (152,943) | (21,500) | (116) | (6,374) | – | – | (183,387) | | Depreciation charge | (24,670) | (263,195) | (109,298) | (5,378) | (37,709) | – | (27,493) | (467,743) | | Closing carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 |

**As at 31 December 2023** | Cost | 571,000 | 2,802,216 | 686,533 | 37,426 | 266,708 | 756,695 | 153,802 | 5,274,380 | | Accumulated depreciation | (168,400) | (586,018) | (359,398) | (24,283) | (146,236) | – | (72,036) | (1,356,371) | | Carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 |

– I-71 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

| | Buildings | Machinery and Equipment | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**As at 1 January 2024** | Cost | 571,000 | 2,802,216 | 686,533 | 37,426 | 266,708 | 756,695 | 153,802 | 5,274,380 | | Accumulated depreciation | (168,400) | (586,018) | (359,398) | (24,283) | (146,236) | – | (72,036) | (1,356,371) | | Carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 |

| Opening carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 | | Additions | 1,056 | 289,570 | 2,983 | 1,030 | 5,371 | 594,462 | 669 | 895,141 | | Transfers from construction in progress | 803,369 | 806,655 | 94,544 | 2,374 | 25,790 | (1,745,011) | 12,279 | – | | Transfers to construction in progress | – | (687,559) | (40,815) | – | (2,887) | 731,261 | – | – | | Disposals | (21,105) | (63,775) | (13,731) | (157) | (1,304) | – | – | (100,072) | | Depreciation charge | (34,186) | (252,026) | (91,870) | (4,949) | (35,412) | – | (30,140) | (448,583) | | Closing carrying amount | 1,151,734 | 2,309,063 | 278,246 | 11,441 | 112,030 | 337,407 | 64,574 | 4,264,495 |

**As at 31 December 2024** | Cost | 1,368,612 | 2,954,874 | 667,116 | 38,994 | 276,756 | 337,407 | 166,750 | 5,810,509 | | Accumulated depreciation | (216,878) | (645,811) | (388,870) | (27,553) | (164,726) | – | (102,176) | (1,546,014) | | Carrying amount | 1,151,734 | 2,309,063 | 278,246 | 11,441 | 112,030 | 337,407 | 64,574 | 4,264,495 |

**(Unaudited)**

| | Buildings | Machinery and Equipment | Electronic Equipment | Motor Vehicles | Other Equipment | Construction in Progress | Leasehold Improvements | Total | |---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**As at 31 December 2024**

**As at 1 January 2024** | Cost | 571,000 | 2,802,216 | 686,533 | 37,426 | 266,708 | 756,695 | 153,802 | 5,274,380 | | Accumulated depreciation | (168,400) | (586,018) | (359,398) | (24,283) | (146,236) | – | (72,036) | (1,356,371) | | Carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 |

| Opening carrying amount | 402,600 | 2,216,198 | 327,135 | 13,143 | 120,472 | 756,695 | 81,766 | 3,918,009 | | Additions | 1,829 | 62,244 | 3,855 | 1,030 | 2,721 | 663,293 | 758 | 735,730 | | Transfers from construction in progress | 619,008 | 532,327 | 10,036 | 1,887 | 23,239 | (1,187,402) | 905 | – | | Transfers to construction in progress | – | (598,722) | (34,323) | – | (2,716) | 635,761 | – | – | | Disposals | – | (54,885) | (11,140) | (157) | (628) | – | (277) | (67,087) | | Depreciation charge | (23,454) | (184,834) | (70,905) | (3,729) | (27,442) | – | (21,336) | (331,700) | | Closing carrying amount | 999,983 | 1,972,328 | 224,658 | 12,174 | 115,646 | 868,347 | 61,816 | 4,254,952 |

| Cost | 1,191,837 | 2,578,309 | 597,545 | 38,507 | 274,269 | 868,347 | 155,189 | 5,704,003 | | Accumulated depreciation | (191,854) | (605,981) | (372,887) | (26,333) | (158,623) | – | (93,373) | (1,449,051) |

Carrying amount. . . . . . . . . . . . . .

999,983

1,972,328

224,658

12,174

115,646

868,347

61,816

4,254,952

As at 30 September 2024

– I-72 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report Buildings

Machinery and equipment

Electronic equipment

Motor vehicles

Other equipment

Construction in progress

Leasehold improvements

Total

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

As at 1 January 2025 Cost. . . . . . . . . . . . . . . . . .

1,368,612

2,954,874

667,116

38,994

276,756

337,407

166,750

5,810,509

Accumulated depreciation. . . . . . . . . . . . . .

(216,878)

(645,811)

(388,870)

(27,553)

(164,726)

–

(102,176)

(1,546,014)

Carrying amount. . . . . . . . . . . . . .

1,151,734

2,309,063

278,246

11,441

112,030

337,407

64,574

4,264,495

Opening carrying amount. . . . . . . . . . .

1,151,734

2,309,063

278,246

11,441

112,030

337,407

64,574

4,264,495

Additions. . . . . . . . . . . . . . . . . .

768

–

45,433

1,178

21,517

675,895

62

744,853

Transfers from construction in progress. . . . . . . . .

2,657

621,906

–

–

–

(626,115)

1,552

–

Transfers to construction in progress. . . . . . . . . . .

–

(661,377)

(30,744)

–

(2,192)

694,313

–

–

Disposals. . . . . . . . . . . . . . . . . .

(221)

(64,170)

(3,664)

(76)

(2,247)

(95)

(327)

(70,800)

Depreciation charge. . . . . . . . . . . . . .

(32,847)

(189,759)

(72,855)

(3,287)

(21,821)

–

(21,042)

(341,611)

Closing carrying amount. . . . . . . . . . .

1,122,091

2,015,663

216,416

9,256

107,287

1,081,405

44,819

4,596,937

Cost. . . . . . . . . . . . . . . . . .

1,371,815

2,715,063

627,772

39,707

274,059

1,081,405

168,038

6,277,859

Accumulated depreciation. . . . . . . . . . . . . .

(249,724)

(699,400)

(411,356)

(30,451)

(166,772)

–

(123,219)

(1,680,922)

Carrying amount. . . . . . . . . . . . . .

1,122,091

2,015,663

216,416

9,256

107,287

1,081,405

44,819

4,596,937

As at 30 September 2025

18.

Leases This note provides information about (a) the Group's leases as a lessee.

Amounts recognised in the consolidated statement of financial position The Group At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Right-of-use assets Land use rights. . . . . . . . . . . . . . . . . . . . .

568,550

555,146

562,432

642,068

Buildings. . . . . . . . . . . . . . . . . . . . . . . . .

1,634,318

2,769,370

2,433,743

2,436,767

Others. . . . . . . . . . . . . . . . . . . . . . . . . .

184

1,399

1,361

15,195

2,203,052

3,325,915

2,997,536

3,094,030

Lease liabilities Current. . . . . . . . . . . . . . . . . . . . . . . . . .

174,619

304,436

288,658

304,499

Non-current. . . . . . . . . . . . . . . . . . . . . . .

1,653,804

2,458,406

2,578,670

2,662,099

1,828,423

2,762,842

2,867,328

2,966,598

– I-73 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

Additions to right-of-use assets for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB1,311,427,000, RMB1,463,567,000, RMB439,083,000, RMB171,629,000 and RMB425,872,000, respectively.

The Company At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Right-of-use assets Land use rights. . . . . . . . . . . . . . . . . . . . .

113,452

109,312

105,172

102,067

Buildings. . . . . . . . . . . . . . . . . . . . . . . . .

193,226

169,919

90,801

60,528

306,678

279,231

195,973

162,595

Current. . . . . . . . . . . . . . . . . . . . . . . . . .

81,604

102,776

56,959

36,034

Non-current. . . . . . . . . . . . . . . . . . . . . . .

127,375

78,355

41,639

26,932

208,979

181,131

98,598

62,966

Lease liabilities

Additions to right-of-use assets for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB111,254,000, RMB119,291,000, RMB37,016,000, RMB5,299,000 and RMB15,905,000, respectively.

(b)

Lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for the Group's leases, the lessee's incremental borrowing rate is used. The discount rates applied for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 ranged from 3.45% to 4.65%, 3.45% to 6.00%, 3.10% to 7.00%, 3.10% to 7.00% and 2.60% to 7.00%, respectively.

(c)

Amounts recognised in the consolidated income statement The consolidated income statement and consolidated statement of cash flows include the following amounts relating to leases: For the year ended 31 December

For the nine months ended 30 September

2022

2023

2024

RMB'000

RMB'000

RMB'000

2024

2025

RMB'000

RMB'000

(Unaudited)

Depreciation charge of right-of-use assets: – Land use rights. . . . . . . . . . . . . . . . . .

14,090

14,158

14,653

10,845

12,319

– Buildings. . . . . . . . . . . . . . . . . . . . . . .

277,478

302,508

361,313

264,876

256,120

– Machinery and equipment. . . . . . . . . . . . . . . .

–

–

–

–

706

– Others. . . . . . . . . . . . . . . . . . . . . . . . .

442

575

536

371

1,012

292,010

317,241

376,502

276,092

270,157

– I-74 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report For the year ended 31 December

For the nine months ended 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

Interest expense (included in finance costs). . . . . . . . .

79,591

100,026

121,406

89,188

89,979

48,454

66,602

52,726

41,406

50,076

Expenses relating to short-term leases and leases of low-value assets not included in lease liabilities. . . . . . . . . . .

Total cash outflows for leases for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB229,539,000, RMB662,864,000, RMB483,515,000, RMB259,099,000 and RMB319,452,000, respectively.

The Group leases properties, offices and land use rights as a lessee. Lease contracts are generally made for fixed terms of 3 to 20 years. These amounts are stated at cost less accumulated depreciation and accumulated impairment losses.

For other accounting policies relating to leases, please refer to Note 48.

19.

Intangible assets The Group Software

Patents

Goodwill

Total

RMB'000

RMB'000

RMB'000

RMB'000

As at 1 January 2022 Cost. . . . . . . . . . . . . . . . . . . . . . . . . .

101,301

44,415

70,729

216,445

Accumulated amortisation. . . . . . . . . . . . . . . . .

(49,259)

(30,901)

–

(80,160)

Carrying amount. . . . . . . . . . . . . . . . . . . . . .

52,042

13,514

70,729

136,285

Opening carrying amount. . . . . . . . . . . . . . . . .

52,042

13,514

70,729

136,285

Additions. . . . . . . . . . . . . . . . . . . . . . . . . .

34,529

–

–

34,529

Disposals. . . . . . . . . . . . . . . . . . . . . . . . . .

(1,314)

–

–

(1,314)

Amortisation charge. . . . . . . . . . . . . . . . . . . .

(20,601)

(4,558)

–

(25,159)

Closing carrying amount. . . . . . . . . . . . . . . . .

64,656

8,956

70,729

144,341

For the year ended 31 December 2022

As at 31 December 2022 Cost. . . . . . . . . . . . . . . . . . . . . . . . . .

132,782

44,379

70,729

247,890

Accumulated amortisation. . . . . . . . . . . . . . . . .

(68,126)

(35,423)

–

(103,549)

Carrying amount. . . . . . . . . . . . . . . . . . . . . .

64,656

8,956

70,729

144,341

– I-75 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report Software

Patents

Goodwill

Total

RMB'000

RMB'000

RMB'000

RMB'000

As at 1 January 2023 Cost. . . . . . . . . . . . . . . . . . . . . . . . . .

132,782

44,379

70,729

247,890

Accumulated amortisation. . . . . . . . . . . . . . . . .

(68,126)

(35,423)

–

(103,549)

Carrying amount. . . . . . . . . . . . . . . . . . . . . .

64,656

8,956

70,729

144,341

Opening carrying amount. . . . . . . . . . . . . . . . .

64,656

8,956

70,729

144,341

Additions. . . . . . . . . . . . . . . . . . . . . . . . . .

66,518

–

–

66,518

Disposals . . . . . . . . . . . . . . . . . . . . . . . . .

(393)

–

–

(393)

Business combination (Note 43) . . . . . . . . .

–

–

32,626

32,626

Amortisation charge . . . . . . . . . . . . . . . . . .

(28,339)

(4,558)

–

(32,897)

Closing carrying amount . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

Year ended 31 December 2023

At 31 December 2023 Cost . . . . . . . . . . . . . . . . . . . . . . . . .

198,782

44,379

103,355

346,516

Accumulated amortisation . . . . . . . . . . . . .

(96,340)

(39,981)

–

(136,321)

Carrying amount . . . . . . . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

| | Software | Patents | Goodwill | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . .

198,782

44,379

103,355

346,516

Accumulated amortisation . . . . . . . . . . . . .

(96,340)

(39,981)

–

(136,321)

Carrying amount . . . . . . . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

Opening carrying amount . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

Additions . . . . . . . . . . . . . . . . . . . . . . . . .

81,858

4,133

–

85,991

Disposals . . . . . . . . . . . . . . . . . . . . . . . . .

(145)

–

–

(145)

Amortisation charge . . . . . . . . . . . . . . . . . .

(44,122)

(4,497)

–

(48,619)

Closing carrying amount . . . . . . . . . . . . . .

140,033

4,034

103,355

247,422

Year ended 31 December 2024

At 31 December 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . .

279,478

48,512

103,355

431,345

Accumulated amortisation . . . . . . . . . . . . .

(139,445)

(44,478)

–

(183,923)

Carrying amount . . . . . . . . . . . . . . . . . . . .

140,033

4,034

103,355

247,422

– I-76 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I (Unaudited)

Accountants' Report

| | Software | Patents | Goodwill | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . .

198,782

44,379

103,355

346,516

Accumulated amortisation . . . . . . . . . . . . .

(96,340)

(39,981)

–

(136,321)

Carrying amount . . . . . . . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

Nine months ended 30 September 2024 Opening carrying amount . . . . . . . . . . . . . .

102,442

4,398

103,355

210,195

Additions . . . . . . . . . . . . . . . . . . . . . . . . .

61,727

4,133

–

65,860

Disposals . . . . . . . . . . . . . . . . . . . . . . . . .

(23)

–

–

(23)

Amortisation charge . . . . . . . . . . . . . . . . . .

(31,665)

(3,842)

–

(35,507)

Closing carrying amount . . . . . . . . . . . . . .

132,481

4,689

103,355

240,525

Cost . . . . . . . . . . . . . . . . . . . . . . . . .

260,383

48,512

103,355

412,250

Accumulated amortisation . . . . . . . . . . . . .

(127,902)

(43,823)

–

(171,725)

Carrying amount . . . . . . . . . . . . . . . . . . . .

132,481

4,689

103,355

240,525

At 30 September 2024

| | Software | Patents | Goodwill | Total | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2025 Cost . . . . . . . . . . . . . . . . . . . . . . . . .

279,478

48,512

103,355

431,345

Accumulated amortisation . . . . . . . . . . . . .

(139,445)

(44,478)

–

(183,923)

Carrying amount . . . . . . . . . . . . . . . . . . . .

140,033

4,034

103,355

247,422

Opening carrying amount . . . . . . . . . . . . . .

140,033

4,034

103,355

247,422

Additions . . . . . . . . . . . . . . . . . . . . . . . . .

33,308

–

–

33,308

Nine months ended 30 September 2025

Disposals . . . . . . . . . . . . . . . . . . . . . . . . .

(826)

–

–

(826)

Amortisation charge . . . . . . . . . . . . . . . . . .

(36,816)

(741)

–

(37,557)

Closing carrying amount . . . . . . . . . . . . . .

135,699

3,293

103,355

242,347

Cost . . . . . . . . . . . . . . . . . . . . . . . . .

306,775

48,512

103,355

458,642

Accumulated amortisation . . . . . . . . . . . . .

(171,076)

(45,219)

–

(216,295)

Carrying amount . . . . . . . . . . . . . . . . . . . .

135,699

3,293

103,355

242,347

At 30 September 2025

– I-77 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The Company

| | Software | Patents | Total | |---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2022 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

57,937

1,200

59,137

Accumulated amortisation . . . . . . . . . . . . . . . . . .

(38,079)

(280)

(38,359)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . .

19,858

920

20,778

Opening carrying amount . . . . . . . . . . . . . . . . . . .

19,858

920

20,778

Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,098

–

6,098

Year ended 31 December 2022

Disposals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(251)

–

(251)

Amortisation charge . . . . . . . . . . . . . . . . . . . . . . .

(10,260)

(240)

(10,500)

Closing carrying amount . . . . . . . . . . . . . . . . . . .

15,445

680

16,125

Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

63,736

1,200

64,936

Accumulated amortisation . . . . . . . . . . . . . . . . . .

(48,291)

(520)

(48,811)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . .

15,445

680

16,125

At 31 December 2022

| | Software | Patents | Total | |---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2023 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

63,736

1,200

64,936

Accumulated amortisation . . . . . . . . . . . . . . . . . .

(48,291)

(520)

(48,811)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . .

15,445

680

16,125

Opening carrying amount . . . . . . . . . . . . . . . . . . .

15,445

680

16,125

Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,015

–

9,015

Amortisation charge . . . . . . . . . . . . . . . . . . . . . . .

(8,555)

(240)

(8,795)

Closing carrying amount . . . . . . . . . . . . . . . . . . .

15,905

440

16,345

Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

72,751

1,200

73,951

Accumulated amortisation . . . . . . . . . . . . . . . . . .

(56,846)

(760)

(57,606)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . .

15,905

440

16,345

Year ended 31 December 2023

At 31 December 2023

– I-78 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

| | Software | Patents | Total | |---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . .

72,751 (56,846)

1,200 (760)

73,951 (57,606)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,905

440

16,345

For the year ended 31 December 2024 Carrying amount at beginning of year . . . . . . . . . . . . . . . Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amortisation charge . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,905 30,044 (10,724)

440 – (240)

16,345 30,044 (10,964)

Carrying amount at end of year . . . . . . . . . . . . . . . . . . . .

35,225

200

35,425

At 31 December 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . .

102,795 (67,570)

1,200 (1,000)

103,995 (68,570)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35,225

200

35,425

(Unaudited)

| | Software | Patents | Total | |---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . .

72,751 (56,846)

1,200 (760)

73,951 (57,606)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,905

440

16,345

For the nine months ended 30 September 2024 Carrying amount at beginning of period . . . . . . . . . . . . . . Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amortisation charge . . . . . . . . . . . . . . . . . . . . . . . . . . . .

15,905 16,239 (7,411)

440 – (180)

16,345 16,239 (7,591)

Carrying amount at end of period . . . . . . . . . . . . . . . . . .

24,733

260

24,993

At 30 September 2024 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . .

88,991 (64,258)

1,200 (940)

90,191 (65,198)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

24,733

260

24,993

| | Software | Patents | Total | |---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 |

At 1 January 2025 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . .

102,795 (67,570)

1,200 (1,000)

103,995 (68,570)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35,225

200

35,425

For the nine months ended 30 September 2025 Carrying amount at beginning of period . . . . . . . . . . . . . . Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Amortisation charge . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35,225 10,665 (10,021)

200 – (180)

35,425 10,665 (10,201)

Carrying amount at end of period . . . . . . . . . . . . . . . . . .

35,869

20

35,889

At 30 September 2025 Cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Accumulated amortisation . . . . . . . . . . . . . . . . . . . . . . . .

113,460 (77,591)

1,200 (1,180)

114,660 (78,771)

Carrying amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35,869

20

35,889

– I-79 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I (a)

Accountants' Report

Amortisation charges recognised in the consolidated statement of profit or loss are as follows:

| | For the year ended 31 December | | | For the nine months ended 30 September | | |---|---|---|---|---|---| | | 2022 | 2023 | 2024 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | | | | | (Unaudited) | |

Cost . . . . . . . . . . . . . . . . . . . . . . . .

8,188

9,917

10,143

6,854

8,469

General and administrative expenses . . .

74

1,324

387

350

115

Selling and marketing expenses . . . . . .

7,211

10,004

14,033

12,898

11,960

Research and development expenses . . .

9,686

11,652

24,056

15,405

17,013

25,159

32,897

48,619

35,507

37,557

(b)

Impairment test for goodwill Goodwill is not amortised and is subject to an annual impairment test, or more frequently if events or changes in circumstances indicate that it is likely that impairment has occurred. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets.

The carrying amounts of goodwill allocated to cash-generating units or groups of cash-generating units ("CGUs") are as follows:

| | Beginning of year | Additions | Impairment | End of year | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

For the year ended 31 December 2022 Dongguan Liwei Energy Technology Co., Ltd. (東莞鋰威能源科技有限公司) ("Dongguan Liwei")(i) . . . . . . . . . . . . . .

51,212

–

–

51,212

Shenzhen Qianhai Dianjin Factoring Co., Ltd. (深圳前海點金保理有限公司) ("Shenzhen Qianhai")(iii) . . . . . . . . . . . .

11,571

–

–

11,571

Yuzhou Yuke Photovoltaic Power Co., Ltd. (禹州市禹科光伏電力有限公司) ("Yuzhou Yuke")(ii) . . . . . . . . . . . . . . . .

7,946

–

–

7,946

70,729

–

–

70,729

For the year ended 31 December 2023 Dongguan Liwei (東莞鋰威)(i) . . . . . . . . . . . . . . . . . . . .

51,212

–

–

51,212

Ganzhou Junsheng Environmental Technology Co., Ltd. (贛州君聖環保科技有限公司) ("Ganzhou Junsheng")(iv) . . . . . . . .

–

32,626

–

32,626

Shenzhen Qianhai (深圳前海)(iii) . . . . . . . . . . . . . . . . . .

11,571

–

–

11,571

Yuzhou Yuke (禹州市禹科)(ii) . . . . . . . . . . . . . . . . . . . .

7,946

–

–

7,946

70,729

32,626

–

103,355

– I-80 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

| | Beginning of year | Additions | Impairment | End of year | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

For the year ended 31 December 2024 Dongguan Liwei (東莞鋰威)(i) . . . . . . . . . . . . . . . . . . . .

51,212

–

–

51,212

Ganzhou Junsheng (贛州君聖)(iv) . . . . . . . . . . . . . . . . . .

32,626

–

–

32,626

Shenzhen Qianhai (深圳前海)(iii) . . . . . . . . . . . . . . . . . .

11,571

–

–

11,571

Yuzhou Yuke (禹州市禹科)(ii) . . . . . . . . . . . . . . . . . . . .

7,946

–

–

7,946

103,355

–

–

103,355

| | Beginning of period | Additions | Impairment | End of period | |---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

For the period ended 30 September 2025 Dongguan Liwei (東莞鋰威)(i) . . . . . . . . . . . . . . . . . . . .

51,212

–

–

51,212

Ganzhou Junsheng (贛州君聖)(iv) . . . . . . . . . . . . . . . . . .

32,626

–

–

32,626

Shenzhen Qianhai (深圳前海)(iii) . . . . . . . . . . . . . . . . . .

11,571

–

–

11,571

Yuzhou Yuke (禹州市禹科)(ii) . . . . . . . . . . . . . . . . . . . .

7,946

–

–

7,946

103,355

–

–

103,355

(i)

This goodwill arose from the business combination of Dongguan Liwei (東莞鋰威). Management treats Dongguan Liwei as an individual CGU and reviews business performance and monitors goodwill on an individual CGU basis.

(ii)

This goodwill arose from the business combination of Yuzhou Yuke (禹州市禹科). Management treats Yuzhou Yuke as an individual CGU and reviews business performance and monitors goodwill on an individual CGU basis.

(iii)

This goodwill arose from the business combination of Shenzhen Qianhai (深圳前海). Management treats Shenzhen Qianhai as an individual CGU and reviews business performance and monitors goodwill on an individual CGU basis.

(iv)

This goodwill arose from the business combination of Ganzhou Junsheng (贛州君聖) in 2023. Management treats Ganzhou Junsheng as an individual CGU and reviews business performance and monitors goodwill on an individual CGU basis.

The following table sets out the key assumptions for the CGUs to which goodwill has been allocated:

For the year ended 31 December 2022

| | Dongguan Liwei (東莞鋰威) | Yuzhou Yuke (禹州市禹科) | Shenzhen Qianhai (深圳前海) | |---|---|---|---| | Annual revenue growth rate | 5% to 19.27% | (1.50%) | 6.43% to 15.38% | | Profit margin | 5.52% to 7.99% | 66.7% to 68.65% | 59.68% to 61.54% | | Terminal annual growth rate | 0.00% | 0.00% | 0.00% | | Pre-tax discount rate | 17.01% | 15.36% | 14.29% |

– I-81 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

For the year ended 31 December 2023

| | Dongguan Liwei (東莞鋰威) | Yuzhou Yuke (禹州市禹科) | Shenzhen Qianhai (深圳前海) | Ganzhou Junsheng (贛州君聖) | |---|---|---|---|---| | Annual revenue growth rate | 0.04% to 3.36% | 1.82% to 12.05% | 5% to 25.84% | 3% to 5% | | Profit margin | 10.57% to 11.53% | 53.85% to 55.36% | 54.76% to 57.14% | 5.73% to 7.79% | | Terminal annual growth rate | 0.00% | 0.00% | 0.00% | 0.00% | | Pre-tax discount rate | 17.35% | 14.10% | 13.16% | 13.11% |

For the year ended 31 December 2024

| | Dongguan Liwei (東莞鋰威) | Yuzhou Yuke (禹州市禹科) | Shenzhen Qianhai (深圳前海) | Ganzhou Junsheng (贛州君聖) | |---|---|---|---|---| | Annual revenue growth rate | (2.19%) to 3.43% | (0.8%) to 0.13% | | | | Profit margin | 10.45% to 12.09% | 59.16% to 60.72% | | |

5% to 5.53% | (12.03%) to 3.14% | | 86.48% | | 8.22% to 8.63%

| Perpetual annual growth rate . . . . . . . . . . . . . . | 0.00% | 0.00% | 0.00% | 0.00% | | Pre-tax discount rate . . . . . . . . . . . . . . . . | 15.60% | 13.53% | 12.55% | 13.26% |

Nine months ended 30 September 2025

| | Dongguan Liwei (东莞鋰威) | Yuzhou Yuke (禹州市禹科) | Shenzhen Qianhai (深圳前海) | Ganzhou Junsheng (贛州君聖) | |---|---|---|---|---| | Revenue annual growth rate . . . . . . . . . . . . . . | (1.96%) to 2.81% | (14.85%) to 1.52% | 1% to 31.02% | 0.00% to 39.25% | | Profit margin . . . . . . . . . . . . . . . . . . . . . . | 13.72% to 14.57% | 51.67% to 57.63% | 79.41% to 83.28% | 7.21% to 7.44% | | Perpetual annual growth rate . . . . . . . . . . . . . . | 0.00% | 0.00% | 0.00% | 0.00% | | Pre-tax discount rate . . . . . . . . . . . . . . . . | 15.19% | 14.14% | 12.20% | 10.19% |

The values used by management to determine each of the above key assumptions are as follows:

| Assumption | Method of determining value | |---|---| | Revenue annual growth rate . . . . . . . . . . | Revenue annual growth rate is estimated over a five-year forecast period. The Group's management uses a five-year period as the forecast period for cash flow projections, consistent with the length of the period used for the corresponding strategic planning and long-term budgeting purposes. | | Profit margin . . . . . . . . . . . . . . . | Based on past performance and management's expectations for the future. | | Perpetual annual growth rate . . . . . . . . . . | This is the weighted average growth rate used to extrapolate cash flows beyond the forecast period. The rate is determined with reference to the long-term inflation rate of the country in which the operations are conducted. Since the long-term inflation rates of the relevant countries were relatively stable during the track record period, the perpetual annual growth rate has remained stable. | | Pre-tax discount rate . . . . . . . . . . . . | Estimated using the weighted average cost of capital ("WACC") method. The WACC is calculated with reference to publicly available market data such as the risk-free rate, market return, beta values of comparable listed companies, as well as business-specific risks. |

– I-82 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "WARNING" on the cover page of this document.

Appendix I (c)

Accountants' Report

Impact of Possible Changes in Key Assumptions

Based on management's assessment of the recoverable amounts, the headroom of these cash-generating units is as follows:

| | The Group | | | | |---|---|---|---|---| | | As at 31 December | | | As at 30 September | | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Dongguan Liwei (东莞鋰威) . . . . . . . . . . . . . . . . . . . . . . . . . . | 8,818 | 14,392 | 6,578 | 77,655 | | Yuzhou Yuke (禹州市禹科) . . . . . . . . . . . . . . . . . . . . . . . . . | 23,729 | 14,494 | 24,845 | 36,360 | | Shenzhen Qianhai (深圳前海) . . . . . . . . . . . . . . . . . . . . . . . . . . | 75,140 | 71,038 | 81,770 | 87,014 | | Ganzhou Junsheng (贛州君聖) . . . . . . . . . . . . . . . . . . . . . . . . . . | — | 22,143 | 7,714 | 39,353 |

The sensitivity analysis is based on assumptions where the revenue annual growth rate, profit margin and pre-tax discount rate have changed. If the estimated key assumptions during the forecast period change as set out below, while other parameters remain unchanged, the difference between the carrying amount and the recoverable amount of the cash-generating units is as follows:

For the Dongguan Liwei cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Average revenue annual growth rate decreases by 0.5% . . . . . . . . . . . | 2,183 | 9,024 | (385) | 68,657 | | Profit margin decreases by 0.5% . . . . . . . . . . . . . . . . . . . . . | (43,349) | (20,343) | (23,397) | 44,548 | | Pre-tax discount rate increases by 0.5% . . . . . . . . . . . . . . . . . . . | (2,410) | 6,641 | (1,046) | 64,698 |

For the Yuzhou Yuke cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Average revenue annual growth rate decreases by 0.5% . . . . . . . . . . . | | 14,691 | 10,695 | 20,507 | | Profit margin decreases by 0.5% . . . . . . . . . . . . . . . . . . . . . | | 17,342 | 12,547 | 23,193 | | Pre-tax discount rate increases by 0.5% . . . . . . . . . . . . . . . . . . . | | 12,269 | 6,322 | 15,692 |

| | | | | 34,574 | | | | | | 40,323 | | | | | | 31,859 |

For the Shenzhen Qianhai cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Average revenue annual growth rate decreases by 0.5% . . . . . . . . . . . | 72,945 | 68,437 | 79,037 | 84,562 | | Profit margin decreases by 0.5% . . . . . . . . . . . . . . . . . . . . . | 73,760 | 69,789 | 80,898 | 86,133 | | Pre-tax discount rate increases by 0.5% . . . . . . . . . . . . . . . . . . . | 71,232 | 66,645 | 77,098 | 82,251 |

– I-83 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "WARNING" on the cover page of this document.

Appendix I

Accountants' Report

For the Ganzhou Junsheng cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Average revenue annual growth rate decreases by 0.5% . . . . . . . . . . . | — | 20,237 | 7,019 | 33,430 | | Profit margin decreases by 0.5% . . . . . . . . . . . . . . . . . . . . . | — | 15,732 | 3,510 | 7,972 | | Pre-tax discount rate increases by 0.5% . . . . . . . . . . . . . . . . . . . | — | 19,197 | 2,559 | 32,180 |

Based on the results of the impairment tests as at 31 December 2022, 2023 and 2024 and for the nine months ended 30 September 2025, the recoverable amounts of the Shenzhen Qianhai cash-generating unit, Yuzhou Yuke cash-generating unit and Ganzhou Junsheng cash-generating unit significantly exceed the Group's carrying amount. The Group's management believes that any reasonably possible change in any key assumption would not cause any impairment.

For the Dongguan Liwei cash-generating unit, although the results of the goodwill impairment tests as at 31 December 2022, 2023 and 2024 were relatively sensitive to profit margin, management considers that there is no risk of impairment as the profit margin used for the tests was set at a relatively conservative level below actual performance. Furthermore, as the actual profit margin has shown a continuous upward trend since 2022 with no anticipated decline, and given the continuously improving financial performance, the results of the goodwill impairment test as at 30 September 2025 significantly exceed the carrying amount of the cash-generating unit.

The following table sets out the reasonably possible changes in key parameters that would cause the carrying amount of a cash-generating unit to equal its recoverable amount (taking into account any indirect effects of such changes on other variables):

For the Dongguan cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | % | % | % | % | | Average revenue annual growth rate . . . . . . . . . . . . . . | (0.67) | (1.37) | (0.48) | (4.73) | | Profit margin . . . . . . . . . . . . . . . . . . . . . . . | (0.09) | (0.21) | (0.11) | (1.18) | | Pre-tax discount rate . . . . . . . . . . . . . . . . . . . | 0.40 | 0.96 | 0.43 | 3.58 |

For the Yuzhou Yuke cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | % | % | % | % | | Average revenue annual growth rate . . . . . . . . . . . . . . | (2.23) | (1.96) | (3.03) | (6.78) | | Profit margin . . . . . . . . . . . . . . . . . . . . . . . . | (5.42) | (3.73) | (7.53) | (15.01) | | Pre-tax discount rate . . . . . . . . . . . . . . . . . . . | 1.48 | 0.92 | 1.45 | 5.51 |

– I-84 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "WARNING" on the cover page of this document.

Appendix I

Accountants' Report

For the Shenzhen Qianhai cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | % | % | % | % | | Average revenue annual growth rate . . . . . . . . . . . . . . | (25.56) | (17.94) | (24.09) | (33.17) | | Profit margin . . . . . . . . . . . . . . . . . . . . . . . | (27.25) | (28.42) | (46.87) | (49.42) | | Pre-tax discount rate . . . . . . . . . . . . . . . . . . . | 27.20 | 20.73 | 27.10 | 33.96 |

For the Ganzhou Junsheng cash-generating unit

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | % | % | % | % | | Average revenue annual growth rate . . . . . . . . . . . . . . | — | (6.45) | (5.75) | (3.57) | | Profit margin . . . . . . . . . . . . . . . . . . . . . . . | — | (1.73) | (0.92) | (0.6) | | Pre-tax discount rate . . . . . . . . . . . . . . . . . . . | — | 5.03 | 0.77 | (3.53) |

(d)

Amortisation Method and Period

(i)

Software

Purchased computer software licences are capitalised at the costs incurred to acquire the specific software.

(ii)

Patents

Patents are initially recognised at fair value at the date of acquisition and are subsequently carried at cost less accumulated amortisation and impairment losses. The Group uses the straight-line method to amortise intangible assets with finite useful lives over the following periods:

Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 to 10 years Patents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 years

(e)

Research and Development

Research expenditure is recognised as an expense when incurred. Costs incurred on development projects (relating to the design and testing of new or improved products) are recognised as intangible assets when the following criteria are met:

• It is technically feasible to complete the product so that it will be available for use;

• Management intends to complete the product and use or sell it;

• There is an ability to use or sell the product;

• It can be demonstrated how the product will generate probable future economic benefits;

• Adequate technical, financial and other resources to complete the development and to use or sell the product are available; and

• The expenditure attributable to the product during its development stage can be reliably measured.

Other development expenditure that does not meet these criteria is recognised as an expense when incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

– I-85 –

This document is in draft form, is incomplete and subject to change, and must be read in conjunction with the section headed "WARNING" on the cover page of this document.

Appendix I 20.

Accountants' Report

Financial Instruments by Category

Details of financial instruments by category during the track record period are as follows:

The Group

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Financial assets** | | | | | | **Financial assets measured at fair value:** | | | | | | Notes receivable measured at fair value through other comprehensive income (Note 15) . . | 295,691 | 561,006 | 658,422 | 511,101 | | Equity instruments measured at fair value through other comprehensive income (Note 15) . . | 91,897 | 91,897 | 88,978 | 88,978 | | Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . | — | 961 | 207,590 | 470,265 | | Other financial assets measured at fair value through profit or loss (Note 15) . . . . . . . . . . . . . . . | 1,102,712 | 1,517,848 | 1,435,646 | 1,741,551 | | Wealth management products . . . . . . . . . . . . . . . . . . . . . . . . | 110,000 | 404,420 | 151,375 | 344,676 | | **Subtotal** | **1,600,300** | **2,576,132** | **2,542,011** | **3,156,571** | | **Financial assets measured at amortised cost:** | | | | | | Trade receivables and notes receivable (Note 22) . . . . | 13,432,024 | 12,784,172 | 16,513,049 | 17,400,770 | | Restricted cash and time deposits (Note 27) . . . . . . . | 8,256,250 | 4,767,350 | 8,433,659 | 10,457,104 | | Cash and cash equivalents (Note 27) . . . . . . . . | 11,097,753 | 13,668,744 | 9,465,822 | 11,145,952 | | Other receivables (Note 23) . . . . . . . . . . . . . | 636,729 | 527,816 | 870,577 | 538,267 |

33,422,756

31,748,082

35,283,107

39,542,093

As at 31 December

Financial liabilities Financial liabilities at fair value: Derivative financial liabilities . . . . . . . . . . . . . . . . . . . . . Convertible bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Financial liabilities at fair value through profit or loss — Redemption liabilities . . . . . . . . . . . . . . . . . . . . . . . . — Contingent consideration . . . . . . . . . . . . . . . . . . . . . .

Financial liabilities at amortised cost: Trade payables and notes payable (Note 29) . . . . . . . . . . Accrued expenses and other payables (excluding non-financial liabilities) (Note 30) . . . . . . . . . Lease liabilities (Note 18) . . . . . . . . . . . . . . . . . . . . . . . . Borrowings (Note 28) . . . . . . . . . . . . . . . . . . . . . . . . . . .

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

– 1,144,000

– –

349,636 –

373,018 –

4,583 –

19,807 3,000

84,136 7,000

229,768 3,000

1,148,583

22,807

440,772

605,786

23,172,672

19,119,220

24,984,037

28,451,856

3,380,245 1,828,423 15,324,043

2,547,811 2,762,842 17,592,697

2,407,119 2,867,328 19,273,473

2,709,630 2,966,598 26,728,286

43,705,383

42,022,570

49,531,957

60,856,370

– I-86 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The Company As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Financial assets Financial assets at fair value: Financial assets at fair value through other comprehensive income — notes receivable (Note 15) . .

45,953

142,655

64,539

97,078

91,897

91,897

88,978

88,978

105,383

125,252

127,645

154,902

–

961

175,616

145,914

243,233

360,765

456,778

486,872

9,741,868

6,828,271

8,924,296

8,798,486

Financial assets at fair value through other comprehensive income — equity instruments (Note 15) . . Other financial assets at fair value through profit or loss (Note 15) . . . . . . . . . . . . . . . . . . . . . . . . . . . . Derivative financial instruments at fair value through other comprehensive income . . . . . . . . . . . . . . . . . . . . . . .

Financial assets at amortised cost: Trade receivables and notes receivable (Note 22) . . . . . . . . . Restricted cash (Note 27) . . . . . . . . . . . . . . . . . . . . . . . . . .

1,999,254

1,004,537

1,757,594

1,736,485

Cash and cash equivalents (Note 27) . . . . . . . . . . . . . . . . . .

4,442,042

3,821,306

1,974,910

2,876,983

Other receivables (Note 23) . . . . . . . . . . . . . . . . . . . . . . . .

6,716,760

5,762,791

6,050,233

5,433,709

22,899,924

17,416,905

18,707,033

18,845,663

As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Financial liabilities Financial liabilities at fair value: Derivative financial liabilities . . . . . . . . . . . . . . . . . . . . . . .

–

–

–

125,321

7,794,314

6,383,911

10,578,985

11,212,591

1,074,223

700,905

1,655,429

2,297,618

Financial liabilities at amortised cost: Trade payables and notes payable (Note 29) . . . . . . . . . . . . Accrued expenses and other payables

(Note 30) . . . . . . . . . (excluding non-financial liabilities) Lease liabilities (Note 18) . . . . . . . . . . . . . . . . . . . . . . . . . .

208,979

181,131

98,598

62,966

Borrowings (Note 28) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,450,499

5,562,864

3,945,749

5,314,366

18,528,015

12,828,811

16,278,761

18,887,541

– I-87 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I 21.

Accountants' Report

Deferred Taxation Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset and where the deferred income taxes relate to the same authority.

The net deferred tax assets and liabilities after offsetting are as follows: The Group As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,463,845

2,060,571

2,153,686

2,324,902

Offset against deferred tax liabilities . . . . . . . . . . . . . . . . . .

(696,037)

(904,312)

(915,942)

(1,061,638)

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

767,808

1,156,259

1,237,744

1,263,264

Gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . .

894,123

1,204,017

1,281,143

1,405,688

Offset against deferred tax assets . . . . . . . . . . . . . . . . . . . . .

(696,037)

(904,312)

(915,942)

(1,061,638)

Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .

198,086

299,705

365,201

344,050

The Company As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . .

63,357

49,726

43,689

84,784

Offset against deferred tax liabilities . . . . . . . . . . . . . . . . . .

(63,357)

(49,726)

(43,689)

(84,784)

Net deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

–

–

–

–

Gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . .

137,786

152,870

175,715

167,582

Offset against deferred tax assets . . . . . . . . . . . . . . . . . . . . .

(63,357)

(49,726)

(43,689)

(84,784)

Net deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . .

74,429

103,144

132,026

82,798

– I-88 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The movements in deferred tax assets and liabilities before offsetting are as follows: (a)

Deferred Tax Assets The Group

| | Loss provisions and tax losses | Warranty and other impairment provisions | Government grants(i) | Share-based payment expenses | Unrealised profits | Lease liabilities | Other fee provisions | Others | Total | |---|---|---|---|---|---|---|---|---|---| | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | At 1 January 2022 | 33,274 | 77,593 | 67,697 | 18,571 | 156,800 | 4,717 | 1,149 | 4 | 359,805 | | Credited/(charged) to profit or loss (Note 11) | 440,795 | 87,075 | 15,102 | (49,283) | 14,047 | 419,861 | 62,722 | 71,602 | 1,061,921 | | Currency translation differences | – | (45) | – | – | – | – | (28) | – | (73) | | Charged directly to equity | – | – | – | 42,192 | – | – | – | – | 42,192 | | At 31 December 2022 | 474,069 | 164,623 | 82,799 | 11,480 | 170,847 | 424,578 | 63,843 | 71,606 | 1,463,845 | | At 1 January 2023 | 474,069 | 164,623 | 82,799 | 11,480 | 170,847 | 424,578 | 63,843 | 71,606 | 1,463,845 | | Credited/(charged) to profit or loss (Note 11) | 222,764 | 14,527 | 87,928 | (28,569) | 11,398 | 234,291 | 31,191 | 72 | 573,602 | | Currency translation differences | – | 104 | – | – | – | 91 | 7 | – | 202 | | Charged directly to equity | – | – | – | 20,092 | – | – | – | – | 20,092 | | Effect of changes in consolidation scope | 1,790 | 999 | – | – | – | 41 | – | – | 2,830 | | At 31 December 2023 | 698,623 | 180,253 | 170,727 | 3,003 | 182,245 | 659,001 | 95,041 | 71,678 | 2,060,571 | | At 1 January 2024 | 698,623 | 180,253 | 170,727 | 3,003 | 182,245 | 659,001 | 95,041 | 71,678 | 2,060,571 | | Credited/(charged) to profit or loss (Note 11) | (82,219) | (73,249) | 61,730 | 364 | 39,515 | 9,502 | 61,622 | 64,440 | 81,705 | | Charged directly to equity | – | – | – | 9,851 | – | – | – | – | 9,851 | | Currency translation differences | 102 | 19 | – | – | – | 144 | 30 | 1,264 | 1,559 | | At 31 December 2024 | 616,506 | 107,023 | 232,457 | 13,218 | 221,760 | 668,647 | 156,693 | 137,382 | 2,153,686 | | At 1 January 2024 | 698,623 | 180,253 | 170,727 | 3,003 | 182,245 | 659,001 | 95,041 | 71,678 | 2,060,571 | | Credited/(charged) to profit or loss (Note 11) | 39,234 | (62,013) | 11,454 | 349 | 18,490 | (16,301) | 28,155 | 45,914 | 65,282 | | Charged to other comprehensive income | – | – | – | – | – | – | – | (73) | (73) | | Currency translation differences | – | (1) | – | – | – | (138) | (11) | (724) | (874) | | At 30 September 2024 | 737,857 | 118,239 | 182,181 | 3,352 | 200,735 | 642,562 | 123,185 | 116,795 | 2,124,906 | | At 1 January 2025 | 616,506 | 107,023 | 232,457 | 13,218 | 221,760 | 668,647 | 156,693 | 137,382 | 2,153,686 | | Credited/(charged) to profit or loss (Note 11) | | | | | | | | | |

70,280

8,761

50,904

(15,763)

253

23,295

33,067

(11,611)

159,186

Deducted from other comprehensive income . . . . . . . . . .

–

–

–

–

–

–

–

(291)

(291)

Credited directly to equity . . . . . . . . . . . . . . . .

–

–

–

13,664

–

–

–

–

13,664

Currency translation differences . . . . . . . . . . . . . . . .

(146)

(58)

–

–

–

(606)

(75)

(458)

(1,343)

At 30 September 2025 . . . . . . . . . . . .

686,640

115,726

283,361

11,119

222,013

691,336

189,685

125,022

2,324,902

(i)

Deferred tax assets have been recognised in respect of deductible temporary differences relating to taxable government grants.

– I-89 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The Company Tax losses and loss allowances

Impairment provisions

Share-based payment expenses

Lease liabilities

Others

Total

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

At 1 January 2022 . . . . . . . . . . . . .

–

45,726

18,571

29,395

4

93,696

Credited to / (charged from) profit or loss (Note 11). .

–

(28,169)

(49,283)

1,952

2,969

(72,531)

Credited directly to equity . . . . . . . . . . . . . . . .

–

–

42,192

–

–

42,192

At 31 December 2022 . . . . . . . . . . .

–

17,557

11,480

31,347

2,973

63,357

At 1 January 2023 . . . . . . . . . . . . .

–

17,557

11,480

31,347

2,973

63,357

Credited to / (charged from) profit or loss (Note 11). .

–

(1,192)

(31,572)

(5,107)

4,148

(33,723)

Credited directly to equity . . . . . . . . . . . . . . . .

–

–

20,092

–

–

20,092

At 31 December 2023 . . . . . . . . . . .

–

16,365

–

26,240

7,121

49,726

At 1 January 2024 . . . . . . . . . . . . .

–

16,365

–

26,240

7,121

49,726

Credited to / (charged from) profit or loss (Note 11). .

–

(685)

3,368

(11,450)

(7,121)

(15,888)

Credited directly to equity . . . . . . . . . . . . . . . .

–

–

9,851

–

–

9,851

At 31 December 2024 . . . . . . . . . . .

–

15,680

13,219

14,790

–

43,689

At 1 January 2024 . . . . . . . . . . . . .

–

16,365

–

26,240

7,121

49,726

Credited to / (charged from) profit or loss (Note 11). .

–

218

1,673

(13,402)

7,413

(4,098)

At 30 September 2024 . . . . . . . . . . .

–

16,583

1,673

12,838

14,534

45,628

At 1 January 2025 . . . . . . . . . . . . .

–

15,680

13,219

14,790

–

43,689

Credited to / (charged from) profit or loss (Note 11). .

51,612

(3,330)

(15,763)

(5,345)

257

27,431

Credited directly to equity . . . . . . . . . . . . . . . .

–

–

13,664

–

–

13,664

At 30 September 2025 . . . . . . . . . . .

51,612

12,350

11,120

9,445

257

84,784

– I-90 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I (b)

Accountants' Report

Deferred tax liabilities The Group Valuation increase arising from business combinations

Right-of-use assets

Fair value adjustments

Depreciation of fixed assets

Others

Total

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

At 1 January 2022 . . . . . . . . . . . . .

3,148

(4,015)

76,496

78,851

5,961

160,441

(Charged to) / credited from profit or loss (Note 11). .

(1,079)

386,467

3,521

340,855

4,053

733,817

Currency translation differences . . . . . . . . . . . . . . . .

–

–

–

(135)

–

(135)

At 31 December 2022 . . . . . . . . . . .

2,069

382,452

80,017

419,571

10,014

894,123

At 1 January 2023 . . . . . . . . . . . . .

2,069

382,452

80,017

419,571

10,014

894,123

Effect of changes in consolidation scope . . . . . . . . . .

–

178

–

–

–

178

(Charged to) / credited from profit or loss (Note 11). .

(1,079)

201,170

19,261

89,683

620

309,655

Currency translation differences . . . . . . . . . . . . . . . .

–

16

–

45

–

61

At 31 December 2023 . . . . . . . . . . .

990

583,816

99,278

509,299

10,634

1,204,017

At 1 January 2024 . . . . . . . . . . . . .

990

583,816

99,278

509,299

10,634

1,204,017

(Charged to) / credited from profit or loss (Note 11). .

(990)

(17,775)

(27,095)

128,053

(4,810)

77,383

Credited to other comprehensive income . . . . . . . . . .

–

–

(559)

–

–

(559)

Currency translation differences . . . . . . . . . . . . . . . .

–

131

–

171

–

302

At 31 December 2024 . . . . . . . . . . .

–

566,172

71,624

637,523

5,824

1,281,143

At 1 January 2024 . . . . . . . . . . . . .

990

583,816

99,278

509,299

10,634

1,204,017

(Charged to) / credited from profit or loss (Note 11). .

(990)

(43,724)

(18,454)

62,443

(4,259)

(4,984)

Currency translation differences . . . . . . . . . . . . . . . .

–

(125)

–

(124)

–

(249)

At 30 September 2024 . . . . . . . . . . .

–

539,967

80,824

571,618

6,375

1,198,784

At 1 January 2025 . . . . . . . . . . . . .

–

566,172

71,624

637,523

5,824

1,281,143

Charged from profit or loss (Note 11). . . . .

–

3,722

46,457

71,355

3,962

125,496

Currency translation differences . . . . . . . . . . . . . . . .

–

(553)

(119)

(279)

–

(951)

At 30 September 2025 . . . . . . . . . . .

–

569,341

117,962

708,599

9,786

1,405,688

– I-91 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The Company

(c)

Right-of-use assets

Fair value adjustments

Depreciation of fixed assets

Total

RMB'000

RMB'000

RMB'000

RMB'000

At 1 January 2022 . . . . . . . . . . . . . . .

27,424

50,995

–

78,419

(Charged to) / credited from profit or loss (Note 11). . . .

1,560

(50,995)

108,802

59,367

At 31 December 2022 . . . . . . . . . . . . .

28,984

–

108,802

137,786

At 1 January 2023 . . . . . . . . . . . . . . .

28,984

–

108,802

137,786

(Charged to) / credited from profit or loss (Note 11). . . .

(3,496)

–

18,580

15,084

At 31 December 2023 . . . . . . . . . . . . .

25,488

–

127,382

152,870

At 1 January 2024 . . . . . . . . . . . . . . .

25,488

–

127,382

152,870

(Charged to) / credited from profit or loss (Note 11). . . .

(11,868)

19,436

15,715

23,283

Credited to other comprehensive income . . . . . . . . . . . .

–

(438)

–

(438)

At 31 December 2024 . . . . . . . . . . . . .

13,620

18,998

143,097

175,715

At 1 January 2024 . . . . . . . . . . . . . . .

25,488

–

127,382

152,870

(Charged to) / credited from profit or loss (Note 11). . . .

(13,636)

–

(9,187)

(22,823)

At 30 September 2024 . . . . . . . . . . . . .

11,852

–

118,195

130,047

At 1 January 2025 . . . . . . . . . . . . . . .

13,620

18,998

143,097

175,715

(Charged to) / credited from profit or loss (Note 11). . . .

(4,541)

(18,998)

15,406

(8,133)

At 30 September 2025 . . . . . . . . . . . . .

9,079

–

158,503

167,582

Unrecognised deferred tax assets The Group has not recognised deferred tax assets in respect of the following items where it is not probable that taxable profits will be available against which the deductible temporary differences can be utilised: At 31 December

At 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Tax losses. . . . . . . . . . . . . . . . . . . . . .

4,354,045

5,541,496

8,192,861

10,109,139

Temporary differences . . . . . . . . . . . . . . . . . . . . .

115,529

105,803

100,274

108,750

4,469,574

5,647,299

8,293,135

10,217,889

– I-92 –

This document is in draft form, incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

The tax losses in respect of which no deferred tax assets have been recognised are available for carry-forward against future taxable profits. The following table sets out the unused tax losses based on their expected expiry dates at 31 December 2022, 2023 and 2024 and 30 September 2025: At 31 December

2023 . . . . . . . . . . . . . . . . . . . . . . . 2024 . . . . . . . . . . . . . . . . . . . . . . . 2025 . . . . . . . . . . . . . . . . . . . . . . . 2026 . . . . . . . . . . . . . . . . . . . . . . . 2027 . . . . . . . . . . . . . . . . . . . . . . . 2028 . . . . . . . . . . . . . . . . . . . . . . . 2029 . . . . . . . . . . . . . . . . . . . . . . . 2030 . . . . . . . . . . . . . . . . . . . . . . . 2031 . . . . . . . . . . . . . . . . . . . . . . . 2032 . . . . . . . . . . . . . . . . . . . . . . . 2033 . . . . . . . . . . . . . . . . . . . . . . . 2034 . . . . . . . . . . . . . . . . . . . . . . . 2035 . . . . . . . . . . . . . . . . . . . . . . . Unlimited . . . . . . . . . . . . . . . . . . . . . . .

22.

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | | 736 | – | – | – | | | 16,555 | 14,705 | – | – | | | 84,210 | 77,674 | 60,411 | – | | | 184,791 | 184,791 | 166,858 | 166,858 | | | 296,095 | 197,068 | 174,477 | 173,147 | | | 263,794 | 589,881 | 578,348 | 640,324 | | | 463,204 | 463,204 | 769,076 | 769,986 | | | 684,859 | 684,859 | 666,450 | 875,873 | | | 1,325,439 | 1,325,439 | 1,325,439 | 1,325,439 | | | 1,004,716 | 1,002,233 | 1,002,233 | 1,002,233 | | | – | 976,977 | 949,606 | 949,606 | | | – | – | 2,483,764 | 2,483,764 | | | – | – | – | 1,701,302 | | | 29,646 | 24,665 | 16,199 | 20,607 | | | 4,354,045 | 5,541,496 | 8,192,861 | 10,109,139 |

Trade Receivables and Bills Receivable

The Group

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Trade receivables | 12,540,907 | 12,026,657 | 16,235,955 | 17,277,552 | | Bills receivable | 984,419 | 838,388 | 434,320 | 334,526 | | Less: Allowance for credit losses | (93,302) | (80,873) | (157,226) | (211,308) | | | 13,432,024 | 12,784,172 | 16,513,049 | 17,400,770 |

(a) As at 1 January 2022, the gross carrying amount of trade receivables and bills receivable arising from contracts with customers was RMB8,806,257,000 (net of expected credit losses of RMB254,517,000).

(b) The Group grants credit periods ranging from 30 to 285 days from the invoice date or the date of delivery of goods to certain customers. The ageing analysis of trade receivables based on the revenue recognition date is as follows:

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 12,433,450 | 11,914,045 | 15,893,678 | 16,899,500 | | 1 to 2 years | 67,724 | 50,920 | 287,071 | 257,382 | | 2 to 3 years | 19,505 | 49,830 | 29,508 | 98,548 | | Over 3 years | 20,228 | 11,862 | 25,698 | 22,122 | | | 12,540,907 | 12,026,657 | 16,235,955 | 17,277,552 |

– I-93 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I Accountants' Report

The Company

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Trade receivables | 9,430,598 | 6,771,847 | 8,683,648 | 8,555,214 | | Bills receivable | 321,694 | 63,267 | 247,316 | 250,000 | | Less: Allowance for credit losses | (10,424) | (6,843) | (6,668) | (6,728) | | | 9,741,868 | 6,828,271 | 8,924,296 | 8,798,486 |

The ageing analysis of trade receivables based on the revenue recognition date is as follows:

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 9,411,150 | 6,763,076 | 8,674,751 | 8,548,650 | | 1 to 2 years | 8,749 | 2,360 | 2,486 | 152 | | 2 to 3 years | 3,386 | 13 | – | 1 | | Over 3 years | 7,313 | 6,398 | 6,411 | 6,411 | | | 9,430,598 | 6,771,847 | 8,683,648 | 8,555,214 |

23. Prepayments and Other Receivables

The Group

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Non-current** | | | | | | Other receivables: | | | | | | Long-term receivables arising from disposal of non-current assets by instalments | 392,204 | 311,745 | 22,000 | 22,000 | | Deposits | – | 21,163 | 316,220 | 316,220 | | Less: Current portion of long-term receivables | (106,297) | (311,745) | – | – | | | 285,907 | 21,163 | 338,220 | 338,220 | | Less: Allowance for credit losses | – | – | – | (660) | | | 285,907 | 21,163 | 338,220 | 337,560 | | **Current** | | | | | | Prepayments: | | | | | | Prepayments for raw materials | 320,632 | 177,747 | 122,317 | 386,871 | | Prepayments for operating expenses | 97,009 | 131,726 | 83,790 | 115,350 | | Others | 67,433 | 56,920 | 19,082 | 8,883 | | | 485,074 | 366,393 | 225,189 | 511,104 | | Other receivables: | | | | | | Deposits | 150,772 | 165,519 | 170,938 | 203,140 | | Export tax rebates | 95,715 | 33,539 | 345,145 | – | | Receivables from disposal of equity interests | 39,753 | 30,493 | 36,242 | 32,493 | | Advances to employees | 36,829 | 48,973 | 58,856 | 49,329 | | Current portion of long-term receivables | 106,297 | 311,745 | – | – | | Others | 59,691 | 62,801 | 79,890 | 68,657 | | | 489,057 | 653,070 | 691,071 | 353,619 | | Less: Impairment allowance | (138,235) | (146,417) | (158,714) | (152,912) | | | 350,822 | 506,653 | 532,357 | 200,707 | | | 835,896 | 873,046 | 757,546 | 711,811 |

– I-94 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I Accountants' Report

The Company

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Current** | | | | | | Prepayments: | | | | | | Prepayments for raw materials | 63,533 | 4,618 | 1,282 | 1,202 | | Prepayments for operating expenses | 5,666 | 10,856 | 3,521 | 6,480 | | Others | 47,336 | 19,244 | 16,957 | 2,936 | | | 116,535 | 34,718 | 21,760 | 10,618 | | Other receivables: | | | | | | Deposits | 25,055 | 28,220 | 23,688 | 17,269 | | Export tax rebates | 95,273 | 33,539 | 233,702 | – | | Inter-company balances | 6,549,909 | 5,695,525 | 5,789,091 | 5,412,636 | | Receivables from disposal of equity interests | 30,493 | 30,493 | 30,493 | 30,493 | | Current portion of long-term receivables | 29,504 | – | – | – | | Others | 27,688 | 22,837 | 25,404 | 18,860 | | | 6,757,922 | 5,810,614 | 6,102,378 | 5,479,258 | | Less: Impairment allowance | (41,162) | (47,823) | (52,145) | (45,549) | | | 6,716,760 | 5,762,791 | 6,050,233 | 5,433,709 | | | 6,833,295 | 5,797,509 | 6,071,993 | 5,444,327 |

24. Financial Products

The Group

| | As at 31 December | | | As at 30 September | | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Structured deposits | 110,000 | 404,420 | 141,354 | 62,000 | | Money market fund products | – | – | 10,021 | 282,676 | | | 110,000 | 404,420 | 151,375 | 344,676 |

25. Other Current and Non-current Assets

The Group

| | As at 31 December | | As at 30 September | | |---|---|---|---|---|

Other Current Assets

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**Other current assets** | | | | | | |---|---|---|---|---| | Deductible input VAT . . . . . . . . . . . . . . . . | 922,540 | 727,400 | 761,928 | 882,542 | | Input VAT pending certification . . . . . . . . . | 83,935 | 675,475 | 677,420 | 1,010,879 | | Other prepaid taxes . . . . . . . . . . . . . . . . . . | 200,767 | 231,453 | 175,477 | 137,539 | | [Redacted] . . . . . . . . . . . . . . . . . . . . . . . . | [Redacted] | [Redacted] | [Redacted] | [Redacted] | | | 1,207,242 | 1,634,328 | 1,614,825 | 2,055,132 |

– I-95 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

**The Company**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**Other current assets** | | | | | | |---|---|---|---|---| | Deductible input VAT . . . . . . . . . . . . . . . . | 2,450 | 5,764 | 3,923 | 3,746 | | Input VAT pending certification . . . . . . . . . | – | – | – | 46,887 | | Other prepaid taxes . . . . . . . . . . . . . . . . . . | 33,173 | 39,141 | 11,607 | 92,039 | | [Redacted] . . . . . . . . . . . . . . . . . . . . . . . . | [Redacted] | [Redacted] | [Redacted] | [Redacted] | | | 35,623 | 44,905 | 15,530 | 166,844 |

**The Group**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**Other non-current assets** | | | | | | |---|---|---|---|---| | Prepayments for purchase of non-current assets . . . . . . . . . | 1,750,067 | 1,394,041 | 2,109,636 | 3,049,074 | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . | 17,136 | 52,527 | 14,790 | 30,320 | | | 1,767,203 | 1,446,568 | 2,124,426 | 3,079,394 |

**The Company**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**Other non-current assets** | | | | | | |---|---|---|---|---| | Prepayments for purchase of non-current assets . . . . . . . . . | 248,037 | 181,801 | 197,691 | 344,356 |

26. **Inventories**

**The Group**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Raw materials . . . . . . . . . . . . . . . . . . . . | 2,380,098 | 1,533,755 | 1,341,010 | 2,188,505 | | Work in progress . . . . . . . . . . . . . . . . . . | 3,019,458 | 1,822,485 | 2,088,369 | 2,560,408 | | Finished goods . . . . . . . . . . . . . . . . . . . | 4,139,890 | 3,364,785 | 3,393,086 | 3,962,300 | | Goods in transit . . . . . . . . . . . . . . . . . . . | 952,630 | 901,487 | 683,367 | 1,249,317 | | Contract fulfilment costs . . . . . . . . . . . . . | 34,405 | 153,609 | 262,043 | 212,514 | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . | 11,866 | 6,373 | 63,095 | 88,685 | | Less: Impairment allowance . . . . . . . . . . . | 10,538,347 (663,800) | 7,782,494 (737,867) | 7,830,970 (345,884) | 10,261,729 (326,917) | | | 9,874,547 | 7,044,627 | 7,485,086 | 9,934,812 |

(i) The cost of inventories transferred to profit or loss during the year/period is mainly recognised as cost of sales. The cost of inventories transferred to cost of sales for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB7,600,973,000, RMB10,237,959,000, RMB7,496,023,000, RMB7,081,328,000 and RMB7,286,718,000, respectively.

– I-96 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

(ii) Inventory allowances charged to cost of sales for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB622,292,000, RMB628,926,000, RMB299,652,000, RMB276,913,000 and RMB257,816,000, respectively.

(iii) Inventory allowances written off for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB192,739,000, RMB554,957,000, RMB691,612,000, RMB599,131,000 and RMB276,664,000, respectively.

(iv) The impact of foreign exchange gains/(losses) for the years ended 31 December 2022, 2023 and 2024 and the nine months ended 30 September 2024 and 2025 were approximately RMB549,000, RMB(98,000), RMB23,000, RMB82,000 and RMB119,000, respectively.

**The Company**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Raw materials . . . . . . . . . . . . . . . . . . . . | 545,868 | 230,913 | 311,241 | 356,980 | | Work in progress . . . . . . . . . . . . . . . . . . | 291,480 | 166,760 | 198,368 | 259,667 | | Finished goods . . . . . . . . . . . . . . . . . . . | 1,318,402 | 754,165 | 837,060 | 884,010 | | Goods in transit . . . . . . . . . . . . . . . . . . . | 125,341 | 193,860 | 232,048 | 531,940 | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . | 328 | 292 | 327 | 324 | | Less: Impairment allowance . . . . . . . . . . . | (55,287) | (54,273) | (45,561) | (29,895) | | | 2,226,132 | 1,291,717 | 1,533,483 | 2,003,026 |

27. **Cash and Cash Equivalents and Restricted Cash**

(a) **Cash and cash equivalents**

**The Group**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Cash and bank balances . . . . . . . . . . . . . | 19,354,003 | 18,436,094 | 17,899,481 | 21,603,056 | | Less: Restricted cash and time deposits(i) . . | (8,256,250) | (4,767,350) | (8,433,659) | (10,457,104) | | | 11,097,753 | 13,668,744 | 9,465,822 | 11,145,952 |

**The Company**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Cash and bank balances . . . . . . . . . . . . . | 6,441,296 | 4,825,843 | 3,732,504 | 4,613,468 | | Less: Restricted cash and time deposits . . . | (1,999,254) | (1,004,537) | (1,757,594) | (1,736,485) | | | 4,442,042 | 3,821,306 | 1,974,910 | 2,876,983 |

(i) As at 31 December 2022, 2023 and 2024 and 30 September 2025, the Group's demand deposits of approximately RMB8,256,250,000, RMB4,654,885,000, RMB8,403,659,000 and RMB10,356,836,000 were pledged mainly as collateral for acceptance bills, letters of credit deposits and derivative instruments, among others.

– I-97 –

This document is a draft, is incomplete and subject to change, and must be read in conjunction with the section headed "Warning" on the cover of this document.

Appendix I

Accountants' Report

(b) Cash and bank balances denominated in the following currencies:

**The Group**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Renminbi . . . . . . . . . . . . . . . . . . . . . . . | 15,175,520 | 14,700,323 | 13,072,348 | 17,382,237 | | US dollars . . . . . . . . . . . . . . . . . . . . . . . | 3,618,750 | 3,302,083 | 3,387,573 | 2,286,349 | | Indian rupees . . . . . . . . . . . . . . . . . . . . . | 557,805 | 385,791 | 645,808 | 1,148,805 | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . | 1,928 | 47,897 | 793,752 | 785,665 | | | 19,354,003 | 18,436,094 | 17,899,481 | 21,603,056 |

**The Company**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

| | | | | | |---|---|---|---|---| | Renminbi . . . . . . . . . . . . . . . . . . . . . . . | 3,094,025 | 2,085,041 | 1,938,231 | 2,989,461 | | US dollars . . . . . . . . . . . . . . . . . . . . . . . | 3,347,270 | 2,740,801 | 1,111,646 | 982,169 | | Others . . . . . . . . . . . . . . . . . . . . . . . . . . | 1 | 1 | 682,627 | 641,838 | | | 6,441,296 | 4,825,843 | 3,732,504 | 4,613,468 |

28. **Borrowings**

**The Group**

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 |

**Non-current** | | | | | | |---|---|---|---|---| | Bank borrowings | | | | | | – Secured . . . . . . . . . . . . . . . . . . . . . | 3,725,767 | 6,387,106 | 6,449,104 | 8,715,551 | | – Unsecured . . . . . . . . . . . . . . . . . . . | – | 279,690 | 602,013 | 1,199,823 | | Corporate bonds . . . . . . . . . . . . . . . . . . | 387,841 | 399,253 | – | – | | Borrowings from third parties and financial institutions | | | | | | – Secured . . . . . . . . . . . . . . . . . . . . . | 102,785 | 4,629 | 39,365 | 43,179 | | | 4,216,393 | 7,070,678 | 7,090,482 | 9,958,553 |

**Current** | | | | | | |---|---|---|---|---| | Bank borrowings | | | | | | – Secured . . . . . . . . . . . . . . . . . . . . . | 9,714,140 | 9,130,699 | 10,121,653 | 13,860,397 | | – Unsecured . . . . . . . . . . . . . . . . . . . | 644,128 | 1,285,209 | 1,560,276 | 2,883,259 | | Corporate bonds . . . . . . . . . . . . . . . . . . | 610,902 | – | 402,377 | – | | Borrowings from third parties and financial institutions | | | | | | – Secured . . . . . . . . . . . . . . . . . . . . . | 133,742 | 89,330 | 51,578 | – | | – Unsecured . . . . . . . . . . . . . . . . . . . | 4,738 | 16,781 | 47,107 | – |

26,077 –

11,107,650

10,522,019

12,182,991

16,769,733

– I-98 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

(a)

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the annual interest rates for short-term bank borrowings ranged from 2.40% to 4.75%, 2.70% to 4.56%, 2.27% to 4.56% and 2.08% to 5.00%, respectively. As at 31 December 2022, 2023 and 2024 and 30 September 2025, the annual interest rates for long-term bank borrowings ranged from 3.20% to 6.86%, 2.80% to 6.50%, 2.44% to 6.41% and 2.24% to 4.96%, respectively. As at 31 December 2022, 2023 and 2024 and 30 September 2025, the annual interest rates for borrowings from third parties and financial institutions ranged from 4.96% to 6.00%, 4.07% to 6.60%, 4.07% to 6.50% and 2.16% to 4.18%, respectively.

(b)

As at 31 December 2022, secured bank borrowings mainly comprised: (i) borrowings with a principal amount of approximately RMB7,968,630,000, guaranteed by the ultimate controlling shareholder, of which borrowings with a principal amount of approximately RMB3,190,660,000 were secured by property, plant and equipment, shares and cash; (ii) borrowings with a principal amount of approximately RMB2,600,116,000, guaranteed by your Company and its subsidiaries; (iii) borrowings with a principal amount of approximately RMB14,240,000, guaranteed by independent third parties and secured by buildings of your Company; (iv) borrowings with a principal amount of approximately RMB2,844,682,000, secured by buildings, equipment, factoring receivables and cash.

As at 31 December 2023, secured bank borrowings mainly comprised: (i) borrowings with a principal amount of approximately RMB7,986,455,000, guaranteed by the ultimate controlling shareholder, of which borrowings with a principal amount of approximately RMB2,495,826,000 were secured by land use rights, notes receivable and cash; (ii) borrowings with a principal amount of approximately RMB3,521,767,000, guaranteed by your Company and its subsidiaries; (iii) borrowings with a principal amount of approximately RMB41,020,000, guaranteed by third parties and secured by buildings of your Company; (iv) borrowings with a principal amount of approximately RMB3,662,102,000, secured by buildings and equipment.

As at 31 December 2024, secured bank borrowings mainly comprised: (i) borrowings with a principal amount of approximately RMB4,614,812,000, guaranteed by the ultimate controlling shareholder, of which borrowings with a principal amount of approximately RMB1,161,885,000 were secured by equipment, land use rights, restricted notes receivable and cash; (ii) borrowings with a principal amount of approximately RMB4,058,317,000, guaranteed by your Company and its subsidiaries; (iii) borrowings with a principal amount of approximately RMB308,060,000, guaranteed by third parties and secured by the charging rights of the power generation projects of subsidiaries of your Company; (iv) borrowings with a principal amount of approximately RMB7,565,913,000, secured by buildings, trade receivables and notes receivable, equipment and cash.

As at 30 September 2025, secured bank borrowings mainly comprised: (i) borrowings with a principal amount of approximately RMB4,983,939,000, guaranteed by the ultimate controlling shareholder, of which borrowings with a principal amount of approximately RMB1,415,734,000 were secured by equipment; (ii) borrowings with a principal amount of approximately RMB8,042,818,000, guaranteed by your Company and its subsidiaries; (iii) borrowings with a principal amount of approximately RMB9,606,944,000, secured by buildings, notes receivable and restricted cash.

As at 30 September 2025, bank borrowings with a principal amount of approximately RMB4,983,939,000 were guaranteed by the ultimate controlling shareholder, with a guarantee amount of RMB5,023,939,000. These guarantees will remain in effect following the H Share [Redacted] and are expected to continue until the relevant financing is terminated or the guarantee obligations are fully discharged.

– I-99 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

(c)

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the Group's bank borrowings are repayable in the following periods:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 10,358,268 | 10,415,908 | 11,681,929 | 16,743,656 | | 1 to 2 years | 1,240,440 | 2,310,882 | 2,469,158 | 3,970,239 | | 2 to 5 years | 2,077,404 | 2,411,076 | 2,634,788 | 3,898,901 | | Over 5 years | 407,923 | 1,944,838 | 1,947,171 | 2,046,234 | | | 14,084,035 | 17,082,704 | 18,733,046 | 26,659,030 |

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the Group's corporate bonds are repayable in the following periods:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 610,902 | – | 402,377 | – | | 1 to 2 years | – | 399,253 | – | – | | 2 to 5 years | 387,841 | – | – | – | | Over 5 years | – | – | – | – | | | 998,743 | 399,253 | 402,377 | – |

As at 31 December 2022, 2023 and 2024 and 30 September 2025, the Group's other borrowings are repayable in the following periods:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 138,480 | 106,111 | 98,685 | 26,077 | | 1 to 2 years | 98,156 | 4,629 | 4,921 | 6,286 | | 2 to 5 years | 4,629 | – | 16,766 | 20,516 | | Over 5 years | – | – | 17,678 | 16,377 | | | 241,265 | 110,740 | 138,050 | 69,256 |

(d)

Corporate Bonds

As at 31 December 2022, details of the Group's corporate bonds are as follows:

| Bond Name | Face Value | Interest Rate | Issue Date | Bond Term | Issue Amount | Opening Balance | Issued During the Year | Accrued Interest | Premium/Discount Amortisation | Redeemed | Within One Year | After One Year | |---|---|---|---|---|---|---|---|---|---|---|---|---| | 20 Xinwang 01 (20欣旺01) | 390,000 | 3.98% | 2020/6/23 | 3 years | 390,000 | 391,815 | 139,500 | 15,522 | 2,593 | 155,022 | (394,408) | – | | 20 Xinwang 02 (20欣旺02) | 210,000 | 3.68% | 2020/8/31 | 3 years | 210,000 | 209,505 | 30,000 | 8,500 | 956 | 38,925 | (210,036) | – | | 20 Xinwang 03 (20欣旺03) | 400,000 | 4.83% | 2020/8/31 | 5 years | 400,000 | 393,073 | – | 19,267 | 1,279 | 19,320 | (6,458) | 387,841 |

– I-100 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

Accountants' Report

As at 31 December 2023, details of the Group's corporate bonds are as follows:

| Bond Name | Face Value | Interest Rate | Issue Date | Bond Term | Issue Amount | Opening Balance | Issued During the Year | Accrued Interest | Premium/Discount Amortisation | Redeemed | Within One Year | After One Year | |---|---|---|---|---|---|---|---|---|---|---|---|---| | 20 Xinwang 03 (20欣旺03) | 400,000 | 3.40% | 2020/8/31 | 5 years | 400,000 | 387,841 | 400,000 | 17,445 | 13,287 | 419,320 | – | 399,253 |

As at 31 December 2024, details of the Group's corporate bonds are as follows:

| Bond Name | Face Value | Interest Rate | Issue Date | Bond Term | Issue Amount | Opening Balance | Issued During the Year | Accrued Interest | Premium/Discount Amortisation | Redeemed | Within One Year | After One Year | |---|---|---|---|---|---|---|---|---|---|---|---|---| | 20 Xinwang 03 (20欣旺03) | 400,000 | 3.40% | 2020/8/31 | 5 years | 400,000 | 399,253 | – | 13,563 | 3,161 | 13,600 | (402,377) | – |

As at 30 September 2025, details of the Group's corporate bonds are as follows:

| Bond Name | Face Value | Interest Rate | Issue Date | Bond Term | Issue Amount | Opening Balance | Issued During the Period | Accrued Interest | Premium/Discount Amortisation | Redeemed | Within One Year | After One Year | |---|---|---|---|---|---|---|---|---|---|---|---|---| | 20 Xinwang 03 (20欣旺03) | 400,000 | 3.40% | 2020/8/31 | 5 years | 400,000 | 402,377 | – | 13,600 | (2,377) | 413,600 | – | – |

(e)

Fair Value

For most borrowings, their fair values do not differ materially from their carrying amounts, as the interest payable on such borrowings approximates the current market rate, or the borrowings are short-term in nature.

Your Company

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | **Non-current** | | | | | | Bank borrowings | | | | | | – Secured | 1,215,585 | 814,375 | 139,520 | 446,000 | | – Unsecured | – | – | 457,233 | 1,199,823 | | Corporate bonds | 387,841 | 399,253 | – | – | | | 1,603,426 | 1,213,628 | 596,753 | 1,645,823 | | **Current** | | | | | | Bank borrowings | | | | | | – Secured | 7,236,171 | 4,349,236 | 2,511,519 | 1,869,603 | | – Unsecured | – | – | 435,100 | 1,798,940 | | Corporate bonds | 610,902 | – | 402,377 | – | | | 7,847,073 | 4,349,236 | 3,348,996 | 3,668,543 |

– I-101 –

This document is a draft, is incomplete and may be amended, and this document must be read in conjunction with the "Warning" section on the cover page of this document.

Appendix I

29.

Accountants' Report

Trade Payables and Notes Payable

The Group

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | – Trade payables | 15,164,889 | 14,763,873 | 17,775,532 | 19,495,624 | | – Notes payable | 8,007,783 | 4,355,347 | 7,208,505 | 8,956,232 | | Trade payables and notes payable | 23,172,672 | 19,119,220 | 24,984,037 | 28,451,856 |

As at 31 December 2022, 2023 and 2024 and 30 September 2025, trade payables included payables for engineering works and equipment of RMB4,076,202,000, RMB5,394,666,000, RMB5,379,907,000 and RMB5,744,520,000, respectively.

As at the end of each reporting period, the ageing analysis of trade payables based on invoice date is as follows:

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | Within 1 year | 15,027,799 | 14,414,771 | 17,398,950 | 19,034,051 | | 1 to 2 years | 81,166 | 293,304 | 335,879 | 353,109 | | 2 to 3 years | 11,061 | 30,820 | 21,663 | 73,994 | | Over 3 years | 44,863 | 24,978 | 19,040 | 34,470 | | | 15,164,889 | 14,763,873 | 17,775,532 | 19,495,624 |

Your Company

| | As at 31 December | | | As at 30 September | |---|---|---|---|---| | | 2022 | 2023 | 2024 | 2025 | | | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | – Trade payables | 5,741,369 | 5,124,118 | 7,016,092 | 7,073,343 |

— Notes payable . . . . . . . . . . . . . . . . . . . . . . . .

2,052,945

1,259,793

3,562,893

4,139,248

7,794,314

6,383,911

10,578,985

11,212,591

Trade payables and notes payable

As at 31 December 2022, 2023 and 2024 and 30 September 2025, trade payables include payables for engineering works and equipment of RMB294,444,000, RMB170,788,000, RMB314,742,000 and RMB423,710,000, respectively.

– I-102 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

At the end of the reporting period, the ageing analysis of trade payables based on invoice date is as follows:

As at 31 December | As at 30 September

| 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

30.

Within 1 year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 5,704,716 | 5,110,996 | 7,001,585 | 7,038,735 1 to 2 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 16,116 | 1,865 | 9,360 | 25,599 2 to 3 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 5,244 | 5,207 | 246 | 4,052 Over 3 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 15,293 | 6,050 | 4,901 | 4,957 | 5,741,369 | 5,124,118 | 7,016,092 | 7,073,343

Accrued expenses and other payables

The Group

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Current Salaries, wages and benefits . . . . . . . . . . . . . . . . . | 860,067 | 967,320 | 1,166,381 | 898,885 Accrued expenses and others . . . . . . . . . . . . . . . . . | 84,902 | 77,579 | 153,965 | 208,606 Redemption liabilities(i) . . . . . . . . . . . . . . . . . . . . . | 706,152 | 124,132 | – | – Repurchase obligation for equity incentives . . . . . | 105,482 | – | – | – Deposits payable . . . . . . . . . . . . . . . . . . . . . . . . . . | 311,445 | 35,460 | 45,172 | 57,877 Dividends payable . . . . . . . . . . . . . . . . . . . . . . . . . | – | – | – | 110,297 Other taxes payable . . . . . . . . . . . . . . . . . . . . . . . . | 107,955 | 204,351 | 119,257 | 169,024 Amounts due to non-controlling interests of subsidiaries(ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . | 525 | 130,478 | 8,009 | 63 Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 128,797 | 69,408 | 99,299 | 64,645 | 2,305,325 | 1,608,728 | 1,592,083 | 1,509,397

Non-current Redemption liabilities(i) . . . . . . . . . . . . . . . . . . . . . | 799,000 | 971,030 | 1,000,713 | 1,141,420 Amounts due to non-controlling interests of subsidiaries(ii) . . . . . . . . . . . . . . . . . . . . . . . . . . . | 1,243,942 | 1,139,724 | 1,099,961 | 1,126,722 Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | – | – | – | 3,645 | 2,042,942 | 2,110,754 | 2,100,674 | 2,271,787

– I-103 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

The Company

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Current Amounts due from subsidiaries . . . . . . . . . . . . . . . | 937,616 | 670,656 | 1,609,906 | 2,111,863 Salaries, wages and benefits . . . . . . . . . . . . . . . . . | 156,570 | 144,067 | 153,527 | 78,491 Accrued expenses and others . . . . . . . . . . . . . . . . . | 4 | 4 | 19,070 | 61,977 Deposits payable . . . . . . . . . . . . . . . . . . . . . . . . . . | 7,235 | 14,052 | 9,553 | 10,129 Repurchase obligation for equity incentives . . . . . | 105,482 | – | – | – Guarantee fees payable . . . . . . . . . . . . . . . . . . . . . | 13,408 | 3,381 | – | – Dividends payable . . . . . . . . . . . . . . . . . . . . . . . . . | – | – | – | 110,297 Other taxes payable . . . . . . . . . . . . . . . . . . . . . . . . | 16,638 | 7,688 | 8,727 | 24,560 Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 10,478 | 12,812 | 16,900 | 3,352 | 1,247,431 | 852,660 | 1,817,683 | 2,400,669

(i)

In July 2019, EVE Power Technology entered into a share repurchase agreement with the minority shareholders of Nanjing EVE New Energy Co., Ltd. ("Nanjing EVE"). Pursuant to the agreement, the Company is obligated to repurchase shares of Nanjing EVE with a principal value of RMB300 million, at an annual interest rate of 8%, with a maturity period ranging from 3 to 5 years. Accrued interest is payable upon repurchase, and the Company may settle the repurchase obligation either in cash or by issuing equity shares of EVE Power Technology.

In June 2021, EVE Power Technology entered into a share repurchase agreement with the minority shareholders of Nanjing EVE, pursuant to which EVE Power Technology is required to repurchase shares of Nanjing EVE with a principal amount of RMB620,000,000, at an annual interest rate of 8%, with a term of 3 to 5 years. Interest is payable on the repurchase date. The repurchase amount may be settled in cash or in equity shares of EVE Power Technology.

In August 2022, EVE Power Technology entered into an agreement with certain third-party investors to jointly establish an investment fund (the "Fund Company"), the primary objective of which is to acquire equity interests in Shandong EVE New Energy Co., Ltd. ("Shandong EVE"). Pursuant to the agreement, EVE Power Technology is obligated to repurchase the interests in the relevant fund within a five-year period commencing from the fifth anniversary of the date of capital contribution completion, with no less than 20% of the total interests in the relevant fund to be repurchased annually. The repurchase price is equal to the original investment amount plus accrued interest calculated at an annual rate of 4.35% over a five-year period.

(ii)

As at 31 December 2022, 2023 and 2024 and 30 September 2025, amounts due to non-controlling interests of subsidiaries represent liabilities bearing effective annual interest rates ranging from 4.2% to 5.63%, with maturity dates in 2027.

31.

Provisions

The Group

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Warranty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | 416,544 | 619,401 | 1,023,703 | 1,216,672

– I-104 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

Accountants' Report

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | RMB'000 | | | | (Unaudited) |

Balance at beginning of year/period . . . . . . . . . . . | 127,493 | 416,544 | 619,401 | 619,401 | 1,023,703 Charged to profit or loss — Additional provisions recognised . . . . . . . . | 323,861 | 239,641 | 558,757 | 210,389 | 282,184 — Unused amounts reversed . . . . . . . . . . . . . . | (11,434) | (686) | (19,744) | (14,852) | (4,150) Utilised during the year/period . . . . . . . . . . . . . . . | (23,376) | (36,098) | (134,711) | (28,849) | (85,065) Balance at end of year/period . . . . . . . . . . . . . . . . | 416,544 | 619,401 | 1,023,703 | 786,089 | 1,216,672 Less: Current portion . . . . . . . . . . . . . . . . . . . . . . | (32,713) | (20,217) | (2,193) | (10,400) | (222,729) Non-current portion . . . . . . . . . . . . . . . . . . . . . . . | 383,831 | 599,184 | 1,021,510 | 775,689 | 993,943

(i)

The Group provides product quality warranties to consumers and offers free warranty services for faults and quality issues arising within the agreed period after the sale of such products. Based on historical warranty claim data and warranty experience, the Group estimates the warranty obligations to customers at the time of product sales and makes provisions accordingly. As recent warranty experience may not reflect the future warranty claims of products sold, the management of the Group is required to exercise judgement in estimating such provisions.

32.

Convertible Bonds

The Group

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Convertible bonds(i) . . . . . . . . . . . . . . . . . . . . . . . | 1,144,000 | – | – | –

(i)

A subsidiary of the Group, EVE Power Technology, entered into a Series A convertible bond agreement with certain independent third parties in August 2022, with a total principal amount of RMB1,190,000,000. EVE Power Technology received proceeds of RMB1,040,000,000 between August and December 2022, and proceeds of RMB50,000,000 from January 2023 onwards. In December 2022, convertible bonds with a principal amount of RMB100,000,000 were cancelled.

The bonds bear interest on a simple annual basis at a fixed annual rate of 6%, with a term of 12 months. The agreement provides that holders of such convertible bonds may convert the convertible bonds into shares of EVE Power Technology within three months from the date on which EVE Power Technology is restructured into a joint stock limited company, based on the overall valuation of EVE Power Technology's Series A. The fair value increased by RMB104,000,000 from the date of issuance to 31 December 2022, and by RMB12,000,000 from 1 January 2023 to the end of the conversion period. In June 2023, all convertible bonds were converted into shares of EVE Power Technology.

– I-105 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

33.

Accountants' Report

Financial liabilities at fair value through profit or loss

The Group

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Non-current: Redemption liabilities . . . . . . . . . . . . . . . . . . . . . . | 4,583 | 19,807 | 84,136 | 229,768

Current: Contingent consideration . . . . . . . . . . . . . . . . . . . | – | 3,000 | 7,000 | 3,000

34.

Derivative Financial Instruments

The Group

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Assets Foreign exchange forwards — held for trading . . . | – | 961 | 207,590 | 470,265

Liabilities Foreign exchange forwards — held for trading . . . | – | – | 349,636 | 371,938 Futures contracts — held for hedging . . . . . . . . . . | – | – | – | 1,080 | – | – | 349,636 | 373,018

Since the nine months ended 30 September 2025, the Group has utilised commodity futures (in particular, lithium carbonate) to hedge expected purchases of key raw materials in order to mitigate the impact of market price fluctuations on raw material procurement.

The Company

| As at 31 December | | | As at 30 September | 2022 | 2023 | 2024 | 2025 | RMB'000 | RMB'000 | RMB'000 | RMB'000

Assets Foreign exchange forwards — held for trading . . . | – | 961 | 175,616 | 145,914

Liabilities Foreign exchange forwards — held for trading . . . | – | – | – | 125,321

– I-106 –

THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE, AND THIS DOCUMENT MUST BE READ IN CONJUNCTION WITH THE SECTION HEADED "WARNING" ON THE COVER OF THIS DOCUMENT.

Appendix I

35.

Accountants' Report

Other current liabilities

The Group

As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Other taxes to be confirmed . . . . . . . . . . . . . . . .

460,696

538,329

418,111

494,359

Your Company As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Other taxes to be confirmed . . . . . . . . . . . . . . . .

36.

As at 30 September

89,910

78,177

63,105

106,404

Deferred Income Your Group As at 31 December

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

Government grants . . . . . . . . . . . . . . . . . . . . . .

676,739

1,492,929

1,786,466

2,011,425

Others . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

216

43

23

77

676,955

1,492,972

1,786,489

2,011,502

The movements in deferred income during the Track Record Period are as follows:

As at 31 December

As at 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000 (Unaudited)

RMB'000

At the beginning of the year/period . . . . . . . . . . . .

523,167

676,955

1,492,972

1,492,972

1,786,489

Additions(i) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

208,033

888,481

442,974

136,517

357,416

Recognised in profit or loss . . . . . . . . . . . . . . . . .

(54,245)

(72,464)

(149,457)

(64,899)

(132,403)

At the end of the year/period . . . . . . . . . . . . . . . .

676,955

1,492,972

1,786,489

1,564,590

2,011,502

Your Company As at 31 December

Government grants . . . . . . . . . . . . . . . . . . . . . .

As at 30 September

2022

2023

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

117,024

– I-107 –

135,485

178,885

223,327

This document is in draft form, is incomplete and subject to change, and this document must be read in conjunction with the section headed "Warning" on the cover page of this document.

Appendix I

Accountants' Report

The movements in deferred income during the Track Record Period are as follows:

As at 31 December

As at 30 September

2022

2023

2024

2024

2025

RMB'000

RMB'000

RMB'000

RMB'000

RMB'000

(Unaudited)

At the beginning of the year/period . . . . . . . . . . . .

125,858

117,024

135,485

135,485

178,885

Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10,000

37,500

107,421

23,782

67,890

Recognised in profit or loss . . . . . . . . . . . . . . . . .

(18,834)

(19,039)

(64,021)

(9,681)

(23,448)

At the end of the year/period . . . . . . . . . . . . . . . .

117,024

135,485

178,885

149,586

223,327

(i)

In 2019, Sunwoda Electric Vehicle Battery (欣旺達動力科技) entered into a joint investment agreement with the local government in relation to its investment in Nanjing Sunwoda (南京欣旺達), pursuant to which the government agreed to provide a series of grants to Sunwoda Electric Vehicle Battery (欣旺達動力科技). In December 2024, the contracting parties entered into a supplemental agreement confirming that the total grant amount was RMB144,084,000. The agreement also authorised Sunwoda Electric Vehicle Battery (欣旺達動力科技) to offset the grants receivable against project payments previously advanced by the government (which had been included in amounts payable to non-controlling interests).

During the nine months ended 30 September 2025, government grants of RMB18,116,000 were paid directly to equipment suppliers on behalf of Your Group.

37.