Common use of Accounts and other financial information Clause in Contracts

Accounts and other financial information. 6.1 The Reporting Accountants, whose audit report on certain consolidated financial statements of the Company and the Group is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, are independent public accountants as defined by the International Accounting Standards Committee and its rulings and interpretations. (A) The audited consolidated financial statements (and the notes thereto) of the Company and the Group included in each of the Hong Kong Prospectus and the Preliminary Offering Circular give a true and fair view of the consolidated financial position of the Company, the subsidiaries and the Group as of the dates indicated and the consolidated results of operations, cash flows and changes in shareholders’ equity of the Company and the subsidiaries for the periods specified, and have been prepared in conformity with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Committee and the accounting policies of the Company applied on a consistent basis throughout the periods involved; (B) all summary and selected financial data included in each of the Hong Kong Prospectus and the Preliminary Offering Circular present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included therein; (C) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the Hong Kong Prospectus and the Preliminary Offering Circular have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (D) there are no financial statements (historical or pro forma) that are required (including, without limitation, by the Listing Rules) to be included in each of the Hong Kong Prospectus and the Preliminary Offering Circular that are not included as required; (E) the Company and the subsidiaries and the Group do not have any material liabilities or obligations, direct or contingent (including, without limitation, any off-balance sheet obligations), not described in the Hong Kong Prospectus or the Preliminary Offering Circular; (F) the description of the significant differences between IFRS and U.S. generally accepted accounting principles (“U.S. GAAP”) as set forth in the Preliminary Offering Circular is a complete, true and accurate summary of the significant differences between IFRS and U.S. GAAP and there are no facts the omission of which would make any such description misleading. (A) The prospective information (i) included in the profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 and (ii) included in the estimated capital expenditures and projected cash flows and working capital as set forth in the section of the Hong Kong Prospectus and the Preliminary Offering Circular headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectively, the “Prospective Financial Information”), in each case has been prepared after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the Hong Kong Prospectus and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may be, and in accordance with the Company's accounting policies described in each of the Hong Kong Prospectus and the Preliminary Offering Circular consistently applied; (B) the bases and assumptions used in the preparation of the Prospective Financial Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months from the date of the Hong Kong Prospectus, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company of the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and fair and reasonable forecasts by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 December 2025, as applicable. 6.4 The interim unaudited (but reviewed) consolidated balance sheets of the Company and the subsidiaries as of 30 June 2023 and the interim unaudited consolidated statements of income, cash flows and changes in shareholders’ equity of the Company and the subsidiaries for the six-month period ended 30 June 2023 (A) have been reviewed by the Reporting Accountants, whose review report thereon is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (B) have been prepared in conformity with IFRS applied on a consistent basis throughout the interim periods involved, (C) have been compiled on a basis consistent with the audited consolidated financial statements of the Company included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (D) give a true and fair view of and reflect in conformity with the accounting policies of the Company and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involved, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, and

Accounts and other financial information. 6.1 6.1. The Reporting Accountants, whose audit report on who have audited certain consolidated financial statements of the Company and the Group is included in each of the Hong Kong Prospectus and the Preliminary Offering CircularGroup, are independent public accountants as defined required by the International Securities Act and the rules and regulations of the Commission thereunder and are independent in accordance with the requirements of the U.S. Public Company Accounting Standards Committee and its rulings and interpretationsOversight Board. (A) The audited consolidated financial statements (and the notes thereto) of the Company and the Group included or incorporated by reference in each of the Hong Kong Prospectus U.S. Registration Statement, the Disclosure Package and the Preliminary Offering Circular give a true and fair view of Final International Prospectus fairly present in all material respects the consolidated financial position of the Company, the subsidiaries and the Group Company as of the dates indicated specified and the consolidated results of operations, cash flows operations and changes in shareholders’ equity the consolidated financial position of the Company and the subsidiaries for the periods specified, and such financial statements have been prepared in conformity with International Financial Reporting Standards generally accepted accounting principles in the United States (“IFRSUS GAAP”) issued by the International Accounting Standards Committee and the accounting policies of the Company applied on a consistent basis throughout the periods involvedpresented (other than as described therein); (B) all summary and selected the preliminary unaudited financial data results for the three months ended June 30, 2018 included in each of the Hong Kong Prospectus U.S. Registration Statement, the Disclosure Package and the Preliminary Offering Circular Final International Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included or incorporated by reference therein; (C) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the Hong Kong Prospectus and the Preliminary Offering Circular have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (D) there are no financial statements (historical or pro forma) that are required (including, without limitation, by the Listing Rules) to be included in each of the Hong Kong Prospectus U.S. Registration Statement, the Disclosure Package and the Preliminary Offering Circular Final International Prospectus that are not included as required; and (ED) the Company and the subsidiaries and the Group Subsidiaries do not have any material liabilities or obligations, direct or contingent (including, without limitation, any offOff-balance sheet obligationsSheet Obligations (as defined below)), not described in the Hong Kong Prospectus or the Preliminary Offering Circular; (F) the description all of the significant differences between IFRS U.S. Registration Statement, the Disclosure Package and U.S. generally accepted accounting principles the Final International Prospectus. 6.3. The memorandum on profit forecast for the year ending December 31, 2018 and on working capital forecast for the period from April 1, 2018 to December 31, 2019 has been approved by the Directors and reviewed by the Reporting Accountants, has been prepared by the Company to the Company’s knowledge after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Company honestly believes to be fair and reasonable, and to the Company’s knowledge, (“U.S. GAAP”A) as set forth all statements of fact in the Preliminary Offering Circular is a such memorandum are complete, true and accurate summary in all material respects and not misleading in any material respect, (B) all expressions of opinion contained in such memorandum are fair and reasonable, are honestly held by the significant differences between IFRS Company and U.S. GAAP can be properly supported; and (C) there are no other material facts or assumptions which in any case ought reasonably to have been taken into account which have not been taken into account in the omission preparation of which would make any such description misleadingmemorandum. (A) The prospective information (i) included in the profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 31, 2018 and on working capital forecast for the period ending 31 from April 1, 2018 to December 2025 and 31, 2019 (ii) included in the estimated capital expenditures and projected cash flows and working capital as set forth in the section of the Hong Kong Prospectus and the Preliminary Offering Circular headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectively, the “Prospective Financial Information”), in each case ) has been prepared by the Company after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the Hong Kong Prospectus and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may be, and in accordance with the Company's ’s accounting policies described in each of the Hong Kong Prospectus Disclosure Package and the Preliminary Offering Circular Final International Prospectus consistently appliedapplied in all material respects; (B) the bases and assumptions used in the preparation of the Prospective Financial Information Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 31, 2018 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months the period from the date of the Hong Kong ProspectusApril 1, 2018 to December 31, 2019, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast or estimate by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company of the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 31, 2018 and fair and reasonable forecasts estimates by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 from April 1, 2018 to December 202531, 2019, as applicable. 6.4 6.5. The interim unaudited (but reviewed) consolidated balance sheets sections entitled “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Significant Judgments and Estimates” of the annual report on form 10-K of the Company filed with the Commission on February 28, 2018 and “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies and Significant Judgments and Estimates” of the subsidiaries as of 30 June 2023 and the interim unaudited consolidated statements of income, cash flows and changes in shareholders’ equity quarterly report on form 10-Q of the Company filed with the Commission on May 9, 2018 incorporated by reference into the Disclosure Package and the subsidiaries for the six-month period ended 30 June 2023 Final International Prospectus truly, accurately and completely in all material respects describes: (A) accounting policies which the Company believes are the most important in the portrayal of the Company’s financial condition and results of operations and which require management’s most difficult, subjective or complex judgments (“Critical Accounting Policies”); (B) judgments and uncertainties affecting the application of Critical Accounting Policies; and (C) the likelihood that materially different amounts would be reported under different conditions or using different assumptions; and the Company’s board of directors and management have reviewed and agreed with the selection, application and disclosure of Critical Accounting Policies and have consulted with its legal counsel and independent accountants with regard to such disclosure. 6.6. The sections entitled “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” of the annual report on form 10-K of the Company filed with the Commission on February 28, 2018 and “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” of the quarterly report on form 10-Q of the Company filed with the Commission on May 9, 2018 incorporated by reference into the Disclosure Package and the Final International Prospectus accurately and fully describes: (A) all material trends, demands, commitments, events, uncertainties and risks, and the potential effects thereof, that the Company believes would materially affect liquidity and are reasonably likely to occur; and (B) all off-balance sheet transactions, arrangements, and obligations, including, without limitation, relationships with unconsolidated entities that are contractually limited to narrow activities that facilitate the transfer of or access to assets by the Company or any member of the Group, such as structured finance entities and special purpose entities (collectively, “Off-balance Sheet Arrangements”) that are reasonably likely to have a material effect on the liquidity of the Company or any member of the Group or the availability thereof or the requirements of the Company or any member of the Group for capital resources. 6.7. The Cash Flow Forecast Memorandum has been approved by the Directors and reviewed by the Reporting AccountantsAccountants in connection with the Global Offering and has been prepared by the Company after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Company honestly believes to be fair and reasonable, whose review report thereon is included and to the Company’s knowledge (A) all statements of fact in each of the Hong Kong Prospectus Cash Flow Forecast Memorandum are complete, true and the Preliminary Offering Circular, accurate in all material respects and not misleading in any material respect; (B) have been prepared all expressions of opinion contained in conformity with IFRS applied on a consistent basis throughout the interim periods involvedCash Flow Forecast Memorandum are fair and reasonable, are honestly held by the Company and can be properly supported; and (C) there are no other material facts or assumptions which in any case ought reasonably to have been compiled on a basis consistent with taken into account which have not been taken into account in the audited consolidated preparation of the Cash Flow Forecast Memorandum. 6.8. To the Company’s knowledge, (A) the factual contents of the reports and letters of the Reporting Accountants that were provided by the Company are complete, true and accurate in all material respects (and where such information is subsequently amended, updated or replaced, such amended, updated or replaced information is complete, true and accurate in all material respects) and no material fact or matter has been omitted therefrom which would make the contents of any of such reports or letters misleading, and the opinions attributed to the Company in such reports and letters are held in good faith based upon facts within the best of the Company’s knowledge after due and careful inquiry; and (B) no material information was withheld from the Reporting Accountants or the Underwriters for the purposes of their review of the forecasts of profit and earnings per share and all other pro forma financial statements statements, information or data, if any, of the Company included in each of the Hong Kong Prospectus U.S. Registration Statement, the Disclosure Package and the Preliminary Offering Circular, (D) give a true and fair view of and reflect in conformity with the accounting policies Final International Prospectus or their review of the Company Company’s cash flow and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involvedworking capital projections, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company estimated capital expenditures and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, andfinancial reporting procedures.

Accounts and other financial information. 6.1 The Reporting AccountantsAccountant, whose audit report on certain consolidated financial statements of the Company and the Group is included in each of the Hong Kong Prospectus and the Preliminary Offering CircularListing Document, are is an independent public accountants accountant as defined by the International Accounting Standards Committee Hong Kong Institute of Certified Public Accountants and its rulings and interpretations. (Aa) The audited and unaudited financial statements and accounts of the Group upon which the Accountants’ Reports are based have been prepared in accordance with (i) all Applicable Laws and financial regulations of the relevant jurisdiction(s) in force at the time of their preparation and (ii) the accounting principles, policies and practices described in such accounts, which have been consistently applied, and correctly state the assets of the relevant members of the Group and give a true and fair view of the state of affairs and financial condition of the relevant members of the Group as at the end of such financial periods, and the results and cash flows of such members of the Group for each such period; (b) the description of the applicable accounting principles, policies and practices described in, and the notes to, the various accounts of members of the Group referred to in paragraph (a) above are, in every case, true and accurate and not misleading. Such accounting principles, policies and practices have, except as stated in such accounts, in all cases, accorded with generally accepted accounting principles, standards and practices in the jurisdictions concerned as current or in force at the time of preparation and applicable to the relevant member of the Group; (c) the audited consolidated financial statements (and the notes thereto) of the Company and the Group included in each of the Hong Kong Prospectus and the Preliminary Offering Circular Listing Document give a true and fair view of the consolidated financial position of the Company, the subsidiaries and the Group as of at the dates indicated and the consolidated results of operations, cash flows and changes in shareholders’ equity of the Company and the subsidiaries Group for the periods specified, and have been prepared in conformity with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Committee IFRS and the accounting policies of the Company applied on a consistent basis throughout the periods involved; , are not affected by any exceptional item or other unusual or non-recurring items (Bor by any other matter which has rendered profits or losses unusually high or low), and do not include transactions not normally undertaken by the Group, and make full provision for all actual liabilities and appropriate provision for (or appropriate provision in accordance with IFRS) all material contingent or deferred liabilities of the various members of the Group including without limitation, adequate provision for bad or doubtful debts and proper and adequate provision for all tax liabilities (including deferred tax); (d) all summary and selected financial data included in each of the Hong Kong Prospectus Listing Document are true, accurate and the Preliminary Offering Circular present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included thereincomplete in all material respects; and (Ce) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the Hong Kong Prospectus and the Preliminary Offering Circular Listing Document have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); . (Da) there are no The audited and unaudited financial statements (historical or pro forma) that are required (including, without limitation, by the Listing Rules) to be included in each and accounts of the Hong Kong Prospectus Guizhou Puxin Group upon which the Accountants’ Reports are based have been prepared in accordance with (i) all Applicable Laws and financial regulations of the relevant jurisdiction(s) in force at the time of their preparation and (ii) the accounting principles, policies and practices described in such accounts, which have been consistently applied, and correctly state the assets of the relevant members of the Guizhou Puxin Group and give a true and fair view of the state of affairs and financial condition of the relevant members of the Guizhou Puxin Group as at the end of such financial periods, and the Preliminary Offering Circular that are not included as required; results and cash flows of such members of the Guizhou Puxin Group for each such period; (E) the Company and the subsidiaries and the Group do not have any material liabilities or obligations, direct or contingent (including, without limitation, any off-balance sheet obligations), not described in the Hong Kong Prospectus or the Preliminary Offering Circular; (Fb) the description of the significant differences between IFRS applicable accounting principles, policies and U.S. generally accepted accounting principles practices described in, and the notes to, the various accounts of members of the Guizhou Puxin Group referred to in paragraph (“U.S. GAAP”a) as set forth above are, in the Preliminary Offering Circular is a completeevery case, true and accurate summary and not misleading. Such accounting principles, policies and practices have, except as stated in such accounts, in all cases, accorded with generally accepted accounting principles, standards and practices in the jurisdictions concerned as current or in force at the time of preparation and applicable to the relevant member of the significant differences between IFRS and U.S. GAAP and there are no facts the omission of which would make any such description misleading.Guizhou Puxin Group; and (Ac) The prospective information the audited consolidated financial statements (iand the notes thereto) of Guizhou Puxin included in the profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 and (ii) included in the estimated capital expenditures and projected cash flows and working capital as set forth in the section of the Hong Kong Prospectus and the Preliminary Offering Circular headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectively, the “Prospective Financial Information”), in each case has been prepared after due and proper consideration, and represents reasonable Listing Document give a true and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the Hong Kong Prospectus and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may be, and in accordance with the Company's accounting policies described in each of the Hong Kong Prospectus and the Preliminary Offering Circular consistently applied; (B) the bases and assumptions used in the preparation of the Prospective Financial Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months from the date of the Hong Kong Prospectus, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company view of the consolidated profit attributable to the shareholders financial position of the Company for Guizhou Puxin Group as at the year ending 31 December 2024 and fair and reasonable forecasts by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 December 2025, as applicable. 6.4 The interim unaudited (but reviewed) consolidated balance sheets of the Company dates indicated and the subsidiaries as consolidated results of 30 June 2023 and the interim unaudited consolidated statements of incomeoperations, cash flows and changes in shareholders’ equity of the Company and the subsidiaries Guizhou Puxin Group for the six-month period ended 30 June 2023 (A) have been reviewed by the Reporting Accountantsperiods specified, whose review report thereon is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (B) have been prepared in conformity with IFRS and the accounting policies of Guizhou Puxin applied on a consistent basis throughout the interim periods involved, are not affected by any exceptional item or other unusual or non-recurring items (Cor by any other matter which has rendered profits or losses unusually high or low), and do not include transactions not normally undertaken by the Guizhou Puxin Group, and make full provision for all actual liabilities and appropriate provision for (or appropriate provision in accordance with IFRS) all material contingent or deferred liabilities of the various members of the Guizhou Puxin Group including without limitation, adequate provision for bad or doubtful debts and proper and adequate provision for all tax liabilities (including deferred tax). 6.4 The Listing Document accurately and fully describes (a) all trends, demands, commitments, events, uncertainties and risks, and the potential effects thereof, that the Company believes would materially affect liquidity of any member of the Group and could reasonably be expected to occur, and (b) all material off balance sheet transactions, arrangements, obligations and liabilities, direct or contingent. Other than as disclosed in the Listing Document, the Group does not have any material relationships with unconsolidated entities that are contractually limited to narrow activities that facilitate the transfer of or access to assets by the Group, such as structured finance entities and special purpose entities, which would, or could reasonably be expected to, have a material effect on the liquidity of the Group or the availability thereof or the requirements of the Group for capital resources. 6.5 The memorandum on the forecast of the consolidated profit of the Group (as set out in the memorandum of the Board on the profit forecast for the three months ending December 31, 2013), which memorandum has been approved by the Directors and reviewed by the Reporting Accountant in connection with the Introduction, has been prepared after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Directors believe to be fair and reasonable and (a) all statements of fact in such memorandum are complete, true and accurate and not misleading, (b) all expressions of opinion contained in such memorandum are fair and reasonable, are held by the Directors and can be properly supported and (c) there are no other material facts or assumptions which in any case ought reasonably to have been compiled taken into account which have not been taken into account in the preparation of such memorandum. 6.6 The memorandum on a basis consistent the working capital projections of the Group (as set out in the memorandum of the Board on the working capital forecast for the twelve months ending 31 December 2014), which memorandum has been approved by the Directors and reviewed by the Reporting Accountant in connection with the audited consolidated Introduction, has been prepared after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Directors believe to be fair and reasonable and (a) all statements of fact in such memorandum are complete, true and accurate and not misleading, (b) all expressions of opinion contained in such memorandum are fair and reasonable, are held by the Directors and can be properly supported and (c) there are no other material facts or assumptions which in any case ought reasonably to have been taken into account which have not been taken into account in the preparation of such memorandum. Based on such memorandum on the working capital projections, the Directors have come to the opinion that the working capital available to the Group is and will be sufficient for 125% of the Group’s present requirements and in all events for at least 12 months from the date of the Listing Document. (a) The factual contents of the reports, letters or certificates of the Reporting Accountant are and will remain complete, true and accurate (and where such information is subsequently amended, updated or replaced, such amended, updated or replaced information is complete, true and accurate) and no material fact or matter has been omitted therefrom which would make the contents of any of such reports, letters or certificates misleading, and the opinions attributed to the Directors in such reports or letters or certificates are held in good faith based upon facts within the best of their knowledge after due and careful inquiry, (b) no information was withheld from the Reporting Accountant for the purposes of their preparation of their report contained in the Listing Document and the comfort letters to be issued by the Reporting Accountant in connection with the Introduction and all information given to the Reporting Accountant for such purposes was given in good faith and there is no other information which has not been provided the result of which would make the information so received misleading and (c) no information was withheld from the Reporting Accountant or the Joint Sponsors for the purposes of their review of the forecast of profit and earnings per Share and the pro forma net tangible assets and all other pro forma financial statements statements, information or data, if any, of the Company included in each the Listing Document or their review of the Hong Kong Prospectus Company’s cash flow and the Preliminary Offering Circularworking capital projections, (D) give a true estimated capital expenditures and fair view of and reflect in conformity with the accounting policies of the Company and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involved, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, andfinancial reporting procedures.

Accounts and other financial information. 6.1 The Reporting Accountants, whose audit report on certain consolidated financial statements of the Company and the Group is included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering CircularPHIP, are independent public accountants as defined required by the International Securities Act and the rules and regulations of the Commission thereunder and the U.S. Public Company Accounting Standards Committee and its rulings and interpretationsOversight Board. (A) The audited consolidated financial statements (and the related schedules and notes thereto) of the Company and the Group included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering Circular PHIP give a true and fair view of the consolidated financial position of the Company, the subsidiaries and the Group as of the dates indicated and the consolidated results of operations, cash flows and changes in shareholders’ equity of the Company and the subsidiaries Group for the periods specified, and have been prepared in conformity with the International Financial Reporting Standards (“IFRSIFRSs”) issued by the International Accounting Standards Committee and the or U.S. generally accepted accounting policies of the Company principles (“GAAP”), as applicable, applied on a consistent basis throughout the periods involved; (B) the supporting schedules, if any, present fairly in accordance with IFRS or GAAP, as applicable, the information required to be stated therein; (C) all summary and selected financial data included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering Circular PHIP are derived from the accounting records of the Group and present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included therein; (CD) the unaudited pro forma adjusted net tangible assets (and the related notes thereto) (and all other pro forma financial statements, information or data, if any) included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering Circular PHIP are presented in a fair manner as shown therein and have been prepared in accordance with the applicable requirements of the Listing RulesRules on the basis set out in each of the Hong Kong Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the PHIP and are presented consistently with the relevant accounting principles adopted by the Company; the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the . The pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (DE) there are no financial statements (historical or pro forma) or supporting schedules and notes that are required (including, without limitation, by the Listing RulesRules and the Securities Act and the rules and regulations of the Commission thereunder) to be included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering Circular PHIP that are not included or incorporated by reference as required; and (EF) each of the Company and the subsidiaries and members of the Group do does not have any material liabilities or obligations, direct or contingent (including, without limitation, any off-balance sheet obligations), not described in each of the Hong Kong Prospectus or Prospectus, the Preliminary Offering Circular; (F) Registration Statement, the description Pricing Disclosure Package, the Prospectus, the Application Proof and the PHIP. 6.3 The memorandum of the significant differences between IFRS Board on profit forecast for the year ending June 30, 2022 and U.S. generally accepted accounting principles 2023 and on working capital forecast for the fifteen months ending June 30, 2023 has been approved by the Directors and reviewed by the Reporting Accountants, has been prepared after due and careful enquiry and on the basis and assumptions stated in such memorandum which the Directors honestly believe to be fair and reasonable and (“U.S. GAAP”A) as set forth all statements of fact in the Preliminary Offering Circular is a such memorandum are complete, true and accurate summary in all material respects and not misleading, (B) all expressions of opinion contained in such memorandum are fair and reasonable, are honestly held by the significant differences between IFRS Directors and U.S. GAAP can be properly supported; and (C) there are no other material facts or assumptions which in any case ought reasonably to have been taken into account which have not been taken into account in the omission preparation of which would make any such description misleadingmemorandum. (A) The prospective information (i) included in the profit forecast as set forth in the memorandum of the board of directors Board on profit forecast for the year ending 31 December 2024 June 30, 2022 and 2023 and on working capital forecast for the period fifteen months ending 31 December 2025 June 30, 2023 and (ii) included or incorporated by reference in the estimated planned capital expenditures and projected cash flows and working capital as set forth in the section of each of the Hong Kong Prospectus Prospectus, the Application Proof and the Preliminary Offering Circular PHIP headed “Financial Information - Liquidity and Capital Resources” and in the memorandum section of each of the board of directors of Registration Statement, the Company on profit forecast for Pricing Disclosure Package and the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 Prospectus headed “Certain Financial Data” (collectively, the “Prospective Financial Information”), in each case has been prepared after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the memorandum and the Hong Kong Prospectus Prospectus, the Application Proof, the PHIP, the Registration Statement, the Pricing Disclosure Package and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may beProspectus, and in accordance with the Company's ’s accounting policies described in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering Circular PHIP consistently applied; (B) the bases and assumptions used in the preparation of the Prospective Financial Information Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 June 30, 2022 and 2023 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 the fifteen months from the date of the Hong Kong Prospectusending June 30, 2023, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast or estimate by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company of the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 June 30, 2022 and 2023 and fair and reasonable forecasts estimates by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period fifteen months ending 31 December 2025June 30, 2023, as applicable. 6.4 6.5 The interim unaudited (but reviewed) consolidated balance sheets management financial information of the Company and the subsidiaries other members of the Group as of 30 June 2023 March 31, 2022 and for the period from January 1, 2022 to March 31, 2022 (and the interim unaudited consolidated statements of income, cash flows related schedules and changes in shareholders’ equity notes thereto) and other accounting records of the Company and the subsidiaries for the six-month period ended 30 June 2023 Group (A) have been reviewed by the Reporting Accountants, whose review report thereon is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (B) have been prepared in conformity with IFRS or GAAP, as applicable, applied on a consistent basis throughout the interim periods involvedperiod from January 1, 2022 to March 31, 2022, (C) have been compiled on a basis consistent with the audited consolidated financial statements of the Company included or incorporated by reference in each of the Hong Kong Prospectus Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the Preliminary Offering CircularPHIP, (D) have been properly written up and give a true and fair view of of, and reflect in conformity with the accounting policies of the Company and IFRS or GAAP, as applicable, all the transactions entered into by the Company or any of the subsidiaries other members of the Group or to which the Company or any other member of the subsidiaries Group was a party during the interim periods involvedperiod from January 1, 2022 to March 31, 2022, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company and the subsidiaries Group for the interim periods involvedperiod from January 1, 2022 to Mxxxx 00, 0000, (FX) contain no material inaccuracies or discrepancies of any kind, andand (G) give a true and fair view of the consolidated financial position of the Group as of March 31, 2022 and the consolidated results of operations of the Group for the period from January 1, 2022 to March 31, 2022. 6.6 The statements set forth in the section of each of the Hong Kong Prospectus, the Application Proof and the PHIP headed “Financial Information - Critical Accounting Policies And Estimates”, and in the sections of each of the Registration Statement, the Pricing Prospectus and the Prospectus headed “Operating and Financial Review and Prospects” and “Certain Financial Data” (collectively the “MD&A”) are complete, true and accurate in all material respects and not misleading and fairly describe (A) accounting policies which the Company believes are the most material to the portrayal of the Company’s financial condition and results of operations (“Critical Accounting Policies”), (B) judgments and uncertainties affecting the application of the Critical Accounting Policies, and (C) and explain the likelihood that materially different amounts would be reported under different conditions or using different assumptions; and the Board, senior management and audit committee of the Company have reviewed and agreed with the selection, application and disclosure of the Critical Accounting Policies and have consulted the legal counsel and the Reporting Accountants with regard to such disclosure. 6.7 Each of the Hong Kong Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the PHIP accurately and fully describes in all material respects (A) all trends, demands, commitments, events, uncertainties and risks, and the potential effects thereof, that the Company believes would materially affect liquidity, financial condition or results of operation of any member of the Group and could reasonably be expected to occur, and (B) all off-balance sheet transactions, arrangements, obligations and liabilities, direct or contingent; no member of the Group has any relationships with unconsolidated entities that are contractually limited to narrow activities that facilitate the transfer of or access to assets by any member of the Group, such as structured finance entities and special purpose entities, which would, or could reasonably be expected to, have a material effect on the liquidity of any member of the Group or the availability thereof or the requirements of any member of the Group for capital resources. (A) The factual contents of the reports and letters of the Reporting Accountants are and will remain complete, true and accurate in all material respects (and where such information is subsequently amended, updated or replaced, such amended, updated or replaced information is complete, true and accurate in all material respects) and no material fact or matter has been omitted therefrom which would make the contents of any of such reports or letters or certificates misleading, and the opinions attributed to the Directors in such reports or letters or certificates are held in good faith based upon facts within their knowledge, and none of the Company and the Directors disagrees with any aspect of the reports, letters or certificates prepared by the Reporting Accountants; (B) no material information was withheld from the Reporting Accountants for the purposes of their preparation of their reports contained in each of the Hong Kong Prospectus, the Registration Statement, the Pricing Disclosure Package, the Prospectus, the Application Proof and the PHIP and the comfort letters to be issued by the Reporting Accountants in connection with the Global Offering and all information given to the Reporting Accountants by the Company for such purposes was given in good faith and there is no other information which has not been provided the result of which would make the information so received misleading; and (C) no material information was withheld from the Reporting Accountants, the Joint Sponsors or the Underwriters for the purposes of their review of the forecasts of profit and earnings per share and the pro forma net tangible assets and all other pro forma financial statements, information or data, if any, of the Company included or incorporated by reference in any of the Offering Documents or their review of the Company’s profit forecast, cash flow and working capital projections, estimated capital expenditures and financial reporting procedures. 6.9 The Company has not received any notice, oral or written, from its board of directors stating that it is reviewing or investigating, and neither the Company’s independent auditors nor its internal auditors have recommended that the board of directors review or investigate, (i) adding to, deleting, changing the application of, or changing the Company’s disclosure with respect to, any of the Company’s material accounting policies; or (ii) any matter which could result in a restatement of the Company’s financial statements for any annual or interim period during the current or prior three fiscal years.

Accounts and other financial information. 6.1 The 9.1 Each of the Reporting Accountants, Accountants whose audit report reports on certain consolidated financial statements of the Company and the Group is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, Listing Document are independent public accountants as defined with respect to the Company under Section 290 of the Code of Ethics for Professional Accountants on “Independence - Assurance engagements” issued by the International Accounting Standards Committee Hong Kong Institute of Certified Public Accountants and its rulings and interpretationsinterpretation. 9.2 The audited and unaudited financial statements and accounts of the members of the Group, XxxxXxxx and the members of the Xxxxx Group upon which the Accountant’s Report of the Group, the Accountant’s Report of LionRock and the Accountant’s Report of the Xxxxx Group, respectively, is based have been prepared in accordance with (a) all applicable laws of the relevant jurisdictions in force at the time of their preparation; and (b) the accounting principles, policies and practices described in such accounts, which have been consistently applied. The description of the applicable accounting principles, policies and practices described in, and the notes to, the various accounts of members of the Group, LionRock and the members of the Xxxxx Group referred to above are, in every case, true and accurate in all material respects and not misleading in any respect. (A) The audited consolidated financial statements (and the notes thereto) of the Company Group and LionRock set out in Appendices IA and IIA to the Group included in each of the Hong Kong Prospectus and the Preliminary Offering Circular Listing Document, respectively, give a true and fair view of the consolidated financial position state of affairs of the CompanyGroup and LionRock, respectively as at 31 December 2020, 31 December 2021 and 31 December 2022 and of the subsidiaries respective results and cash flows of the Group as of the dates indicated and the consolidated results of operations, cash flows and changes in shareholders’ equity of the Company and the subsidiaries LionRock for the relevant periods specified, (except the audited financial statements of LionRock are not prepared on a consolidated basis) and have been prepared in conformity accordance with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Committee and the accounting policies of the Company HKFRS, applied on a consistent basis throughout the periods involved; (B) all summary and selected financial data included in each of the Hong Kong Prospectus and the Preliminary Offering Circular present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included therein; (C) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the Hong Kong Prospectus and the Preliminary Offering Circular have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (D) there are no financial statements (historical or pro forma) that are required (including, without limitation, by the Listing Rules) to be included in each of the Hong Kong Prospectus and the Preliminary Offering Circular that are not included as required; (E) the Company and the subsidiaries and the Group do not have any material liabilities or obligations, direct or contingent (including, without limitation, any off-balance sheet obligations), not described in the Hong Kong Prospectus or the Preliminary Offering Circular; (F) the description of the significant differences between IFRS and U.S. generally accepted accounting principles (“U.S. GAAP”) as set forth in the Preliminary Offering Circular is a complete, true and accurate summary of the significant differences between IFRS and U.S. GAAP and there are no facts the omission of which would make any such description misleading. (A) The prospective information (i) included in the profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 and (ii) included in the estimated capital expenditures and projected cash flows and working capital as set forth in the section of the Hong Kong Prospectus and the Preliminary Offering Circular headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectively, the “Prospective Financial Information”), in each case has been prepared after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the Hong Kong Prospectus and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may be, and in accordance with the Company's accounting policies described in each of the Hong Kong Prospectus and the Preliminary Offering Circular consistently applied; (B) the bases and assumptions used in the preparation of the Prospective Financial Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months from the date of the Hong Kong Prospectus, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company of the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and fair and reasonable forecasts by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 December 2025, as applicable. 6.4 The interim unaudited (but reviewed) consolidated balance sheets of the Company and the subsidiaries as of 30 June 2023 and the interim unaudited consolidated statements of income, cash flows and changes in shareholders’ equity of the Company and the subsidiaries for the six-month period ended 30 June 2023 (A) have been reviewed by the Reporting Accountants, whose review report thereon is included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (B) have been prepared in conformity with IFRS applied on a consistent basis throughout the interim periods involved, (C) have been compiled on a basis consistent with the audited consolidated financial statements of the Company included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (D) give a true and fair view of and reflect in conformity with the accounting policies of the Company and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involved, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, and;

Accounts and other financial information. 6.1 6.1. The Reporting Accountants, whose audit report on who have audited certain consolidated financial statements of the Company and the Group is included in each of the Hong Kong Prospectus and the Preliminary Offering CircularGroup, are independent public accountants as defined required by the International Securities Act and the rules and regulations of the Commission thereunder and are independent in accordance with the requirements of the U.S. Public Company Accounting Standards Committee and its rulings and interpretationsOversight Board. (A) The audited consolidated financial statements (and the notes thereto) of the Company and the Group included contained in each of the Hong Kong Prospectus and the Preliminary Offering Circular give a true and fair view of International Prospectus fairly present in all material respects the consolidated financial position of the Company, the subsidiaries and the Group Company as of the dates indicated specified and the consolidated results of operations, cash flows operations and changes in shareholders’ equity the consolidated financial position of the Company and the subsidiaries for the periods specified, and such financial statements have been prepared in conformity with International Financial Reporting Standards generally accepted accounting principles in the United States (“IFRSUS GAAP”) issued by the International Accounting Standards Committee and the accounting policies of the Company applied on a consistent basis throughout the periods involvedpresented (other than as described therein); (B) all the summary and selected consolidated financial data included and the preliminary unaudited financial results for the three months ended March 31, 2018 and March 31, 2017, respectively, contained in each of the ofthe Hong Kong Prospectus and the Preliminary Offering Circular International Prospectus present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included contained therein; (C) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the ofthe Hong Kong Prospectus and the Preliminary Offering Circular International Prospectus have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (D) there are no financial statements (historical or pro forma) that are required (including, without limitation, by the Listing Rules, other than to the extent waived by the Stock Exchange) to be included in each of the ofthe Hong Kong Prospectus and the Preliminary Offering Circular International Prospectus that are not included as required; and (E) the Company and the subsidiaries and the Group Subsidiaries do not have any material liabilities or obligations, direct or contingent (including, without limitation, any offOff-balance sheet obligationsSheet Obligations (as defined below)), not described in the all ofthe Hong Kong Prospectus or and the Preliminary Offering Circular; International Prospectus. 6.3. The memorandum on profit forecast for the year ending December 31, 2018 and on working capital forecast for the period from April 1, 2018 to December 31, 2019 has been approved by the Directors and reviewed by the Reporting Accountants, has been prepared by the Company to the Company’s knowledge after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Company honestly believes to be fair and reasonable, to the Company’s knowledge and (FA) the description all statements of the significant differences between IFRS and U.S. generally accepted accounting principles (“U.S. GAAP”) as set forth fact in the Preliminary Offering Circular is a such memorandum are complete, true and accurate summary in all material respects and not misleading in any material respect, (B) all expressions of opinion contained in such memorandum are fair and reasonable, are honestly held by the significant differences between IFRS Company and U.S. GAAP can be properly supported; and (C) there are no other material facts or assumptions which in any case ought reasonably to have been taken into account which have not been taken into account in the omission preparation of which would make any such description misleadingmemorandum. (A) The prospective information (i) included in the profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 31, 2018 and on working capital forecast for the period ending 31 from April 1, 2018 to December 2025 31, 2019 and (ii) included in the estimated planned capital expenditures and projected cash flows and working capital as set forth in the section of each of the Hong Kong Prospectus and the Preliminary Offering Circular International Prospectus headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectively, the “Prospective Financial Information”), in each case has been prepared by the Company after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each of the Hong Kong Prospectus and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may be, and in accordance with the Company's ’s accounting policies described in each of the Hong Kong Prospectus and the Preliminary Offering Circular International Prospectus consistently appliedapplied in all material aspects; (B) the bases and assumptions used in the preparation of the Prospective Financial Information Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 31, 2018 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months the period from the date of the Hong Kong ProspectusApril 1, 2018 to December 31, 2019, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast or estimate by the Company of the events, contingencies and circumstances described therein; and (C) the Prospective Financial Information represents a fair and reasonable forecast by the Company of the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 31, 2018 and fair and reasonable forecasts estimates by the Company of the estimated capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 from April 1, 2018 to December 202531, 2019, as applicable. 6.4 6.5. The interim unaudited (but reviewed) consolidated balance sheets section entitled “Financial Information — Critical Accounting Policies” of the Company and the subsidiaries as of 30 June 2023 and the interim unaudited consolidated statements of income, cash flows and changes contained in shareholders’ equity of the Company and the subsidiaries for the six-month period ended 30 June 2023 (A) have been reviewed by the Reporting Accountants, whose review report thereon is included in each of the Hong Kong Prospectus and the Preliminary Offering CircularInternational Prospectus truly, accurately and completely in all material respects describes: (A) accounting policies which the Company believes are the most important in the portrayal of the Company’s financial condition and results of operations and which require management’s most difficult, subjective or complex judgments (“Critical Accounting Policies”); (B) have been prepared in conformity with IFRS applied on a consistent basis throughout judgments and uncertainties affecting the interim periods involved, application of Critical Accounting Policies; and (C) the likelihood that materially different amounts would be reported under different conditions or using different assumptions; and the Company’s board of directors and management have reviewed and agreed with the selection, application and disclosure of Critical Accounting Policies and have consulted with its legal counsel and independent accountants with regard to such disclosure. 6.6. The sections entitled “Financial Information — Liquidity and Capital Resources” contained in the Hong Kong Prospectus and the Preliminary International Prospectusaccurately and fully describes: (A) all material trends, demands, commitments, events, uncertainties and risks, and the potential effects thereof, that the Company believes would materially affect liquidity and are reasonably likely to occur; and (B) all off-balance sheet transactions, arrangements, and obligations, including, without limitation, relationships with unconsolidated entities that are contractually limited to narrow activities that facilitate the transfer of or access to assets by the Company or any member of the Group, such as structured finance entities and special purpose entities (collectively, “Off-balance Sheet Arrangements”) that are reasonably likely to have a material effect on the liquidity of the Company or any member of the Group or the availability thereof or the requirements of the Company or any member of the Group for capital resources. 6.7. The Cash Flow Forecast Memorandum has been approved by the Directors and reviewed by the Reporting Accountants in connection with the Global Offering and has been prepared by the Company after due and careful enquiry and on the bases and assumptions stated in such memorandum which the Company honestly believes to be fair and reasonable, and, to the Company’s knowledge, (A) all statements of fact in the Cash Flow Forecast Memorandum are complete, true and accurate in all material respects and not misleading in any material respect; (B) all expressions of opinion contained in the Cash Flow Forecast Memorandum are fair and reasonable, are honestly held by the Company and can be properly supported; and (C) there are no other material facts or assumptions which in any case ought reasonably to have been compiled on a basis consistent with taken into account which have not been taken into account in the audited consolidated preparation of the Cash Flow Forecast Memorandum; 6.8. To the Company’s knowledge, (A) the factual contents of the reports and letters of the Reporting Accountants that were provided by the Company are complete, true and accurate in all material respects (and where such information is subsequently amended, updated or replaced, such amended, updated or replaced information is complete, true and accurate in all material respects) and no material fact or matter has been omitted therefrom which would make the contents of any of such reports or letters misleading, and the opinions attributed to the Company in such reports and letters are held in good faith based upon facts within the best of the Company’s knowledge after due and careful inquiry; and (B) no material information was withheld from the Reporting Accountants or the Underwriters for the purposes of their review of the forecasts of profit and earnings per share and the pro forma net tangible assets and all other pro forma financial statements statements, information or data, if any, of the Company included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, (D) give a true and fair view of and reflect in conformity with the accounting policies International Prospectus or their review of the Company Company’s cash flow and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involvedworking capital projections, (E) reflect normal recurring adjustments which are necessary for a fair presentation of the consolidated results of operations of the Company estimated capital expenditures and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, andfinancial reporting procedures.

Accounts and other financial information. 6.1 5.1. The Reporting AccountantsAccountant, whose audit report on PricewaterhouseCoopers, who have certified certain consolidated financial statements of the Company and its subsidiaries and delivered their report with respect to the Group is audited consolidated financial statements and schedules included in each of the Hong Kong Prospectus Listing Document, the Registration Statement and the Preliminary Offering CircularProspectus, are independent public accountants as defined required by the International Securities Act and the rules and regulations of the SEC thereunder and are independent in accordance with the requirements of the U.S. Public Company Accounting Standards Committee and its rulings and interpretationsOversight Board. (A) The audited consolidated financial statements (and the notes thereto) of the Company and the Group included in each the Listing Document have been derived from the accounting records of the Hong Kong Prospectus Company and the Preliminary Offering Circular give a true and fair view of fairly present in all material respects the consolidated financial position of the Company, the subsidiaries and the Group Company as of the dates indicated specified and the consolidated results of operations, cash flows operations and changes in shareholders’ equity the consolidated financial position of the Company and the subsidiaries for the periods specified, and such financial statements have been prepared in conformity with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Committee and the accounting policies of the Company Board (“IFRS”) applied on a consistent basis throughout the periods involvedpresented (other than as described therein); (B) all B)the summary and selected consolidated financial data and the unaudited consolidated financial statements included in each of the Hong Kong Prospectus and the Preliminary Offering Circular Listing Document present fairly the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements of the Company and the Group included therein; (C) the unaudited pro forma adjusted net tangible assets (and the notes thereto) (and all other pro forma financial statements, information or data, if any) included in each of the Hong Kong Prospectus Listing Document are presented in a fair manner as shown therein and the Preliminary Offering Circular have been prepared in accordance with the applicable requirements of the Listing Rules, the assumptions used in the preparation of such unaudited pro forma adjusted net tangible assets (and other pro forma financial statements, information and data, if any) are reasonablereasonable and disclosed therein and there are no other assumptions or sensitivities which should reasonably be taken into account in the preparation of such information that are not so taken into account, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the pro forma net tangible assets (and other pro forma financial statements, information and data, if any); (D) there C)there are no financial statements (historical or pro forma) or supporting schedules that are required (including, without limitation, by the Listing Rules) to be included in each of the Hong Kong Prospectus and the Preliminary Offering Circular Listing Document that are not included as required; and (E) the Company and the subsidiaries and the D)the Group do does not have any material liabilities or obligations, direct or contingent (including, without limitation, any off-balance sheet obligations), not described in the Hong Kong Prospectus or the Preliminary Offering Circular; (F) the description of the significant differences between IFRS and U.S. generally accepted accounting principles (“U.S. GAAP”) as set forth in the Preliminary Offering Circular is a complete, true and accurate summary of the significant differences between IFRS and U.S. GAAP and there are no facts the omission of which would make any such description misleadingListing Document. (A) 5.3. The prospective information (i) included in the memorandum of profit forecast as set forth in the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 and (ii) included in the estimated capital expenditures and projected cash flows and working capital as set forth forecast, which has been approved by the Directors and reviewed by the Reporting Accountant in connection with the section of the Hong Kong Prospectus and the Preliminary Offering Circular headed “Financial Information - Liquidity and Capital Resources” and in the memorandum of the board of directors of the Company on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025 (collectivelyIntroduction, the “Prospective Financial Information”), in each case has been prepared after due and proper consideration, and represents reasonable and fair expectations honestly held, by the Company on the basis of facts known to the best of the Company’s knowledge after due and careful inquiry (including the consolidated management accounts of the Company and its subsidiaries for the four months ended 31 October 2024 prepared by the Company at the relevant time. Such management accounts have been properly prepared and presented on a basis consistent with the accounting policies normally adopted by the Company and its subsidiaries and applied in preparing the audited financial statements of the Company and its subsidiaries) and the bases and assumptions stated in each such memorandum which the Directors honestly believe to be fair and reasonable and (A) all statements of fact in such memorandum are complete, true and accurate in all material respects and not misleading; (B) all expressions of opinion contained in such memorandum are fair and reasonable, are honestly held by the Hong Kong Prospectus Directors and the Preliminary Offering Circular, and the memorandum of the board of directors on profit forecast for the year ending 31 December 2024 and on working capital forecast for the period ending 31 December 2025, as the case may becan be properly supported, and in accordance with the Company's accounting policies described in each the Listing Documentation consistently applied and (C) there are no other material facts or assumptions which in any case ought reasonably to have been taken into account which have not been taken into account in the preparation of such memorandum. 5.4. The section headed “Financial Information – Critical Accounting Policies” in the Listing Document contains an accurate, complete and fair description in all material respects of: (A) the accounting policies which the Company believes are the most important in the portrayal of the Hong Kong Prospectus Company’s financial condition and the Preliminary Offering Circular consistently appliedresults of operations and which require management’s most difficult, subjective or complex judgments (“Critical Accounting Policies”); (B) the bases judgments and assumptions used in uncertainties affecting the preparation application of the Prospective Financial Information (i) are all those that the Company believes are significant in forecasting the consolidated profit attributable to the shareholders of the Company for the year ending 31 December 2024 and estimating the capital expenditures of the Company in the period ending 31 December 2025 following the Global Offering and the projected cash flows and working capital of the Company for 12 months from the date of the Hong Kong Prospectus, as applicable, and (ii) reflect, for each relevant period, a fair and reasonable forecast by the Company of the events, contingencies and circumstances described thereinCritical Accounting Policies; and (C) the Prospective likelihood that materially different amounts would be reported under different conditions or using different assumptions; and the Company’s Board of Directors and management have reviewed and agreed with the selection, application and disclosure of Critical Accounting Policies. 5.5. The statements set forth in the section of the Listing Document headed “Financial Information represents a fair Information” accurately and reasonable forecast by fully describe (x) all material trends, demands, commitments, events, uncertainties and risks, and the potential effects thereof, that the Company believes would materially affect liquidity and are reasonably likely to occur; and (y) all material off-balance sheet transactions, arrangements obligations and liabilities, direct or contingent; the Group has no material relationships with non-consolidated entities that are contractually limited to narrow activities that facilitate the transfer of or access to assets by any member of the consolidated profit attributable to Group, such as structured finance entities and special purpose entities, which would, or could reasonably be expected to, have a material effect on the shareholders liquidity of any member of the Company for Group or the year ending 31 December 2024 and fair and reasonable forecasts by availability thereof or the Company requirements of any member of the estimated Group for capital expenditures of the Company for the 12 months following the Global Offering and of the projected cash flows and working capital of the Company for the period ending 31 December 2025, as applicableresources. 6.4 The interim unaudited (but reviewed) consolidated balance sheets of the Company and the subsidiaries as of 30 June 2023 and the interim unaudited consolidated statements of income, cash flows and changes in shareholders’ equity of the Company and the subsidiaries for the six-month period ended 30 June 2023 (A) have The factual contents related to the Group of the reports and letters of the Reporting Accountant are complete, true and accurate (and where such information is subsequently amended, updated or replaced, such amended, updated or replaced information is complete, true and accurate) and no fact or matter has been reviewed omitted therefrom which would make the contents of any of such reports or letters misleading, and the opinions attributed to the Directors in such reports or letters or certificates are held in good faith based upon facts within their best knowledge; and (B)no material information was withheld from the Reporting Accountant for the purposes of their preparation of their reports contained in the Listing Document and the comfort letters to be issued by the Reporting Accountants, whose review report thereon is included Accountant in each connection with the listing of the Hong Kong Prospectus Shares on the SEHK and all information given to the Preliminary Offering Circular, Reporting Accountant for such purposes was given in good faith and there is no other information which has not been provided the result of which would make the information so received misleading. 5.7. The Company maintains a system of internal accounting controls sufficient to provide reasonable assurance that: (A) transactions are executed in accordance with management’s general or specific authorizations; (B) have been prepared transactions are recorded as necessary to permit preparation of financial statements in conformity with IFRS applied on a consistent basis throughout the interim periods involved, IFRS; (C) have been compiled on a basis consistent access to assets is permitted only in accordance with the audited consolidated financial statements of the Company included in each of the Hong Kong Prospectus and the Preliminary Offering Circular, management’s general or specific authorization; (D) give a true the recorded accountability for assets is compared with existing assets at reasonable intervals and fair view of appropriate actions are taken with respect to any differences; and reflect in conformity with the accounting policies of the Company and IFRS all the transactions entered into by the Company or any of the subsidiaries or to which the Company or any of the subsidiaries was a party during the interim periods involved, (E) reflect normal recurring adjustments which are necessary for a fair presentation each member of the consolidated results Group has made and kept books, records and accounts which, in reasonable detail, accurately and fairly reflect the transactions and dispositions of operations assets of the Company and the subsidiaries for the interim periods involved, (F) contain no material inaccuracies or discrepancies of any kind, andsuch entity.