Gaosheng Holdings Co., Ltd. Announcement on the opening of a special account for raising funds by a subsidiary

Stock code: 000971 Stock abbreviation: ST Gaosheng Announcement number: 2021-69

The Company and all members of the Board of Directors warrant that the information disclosed is true, accurate and complete and that there are no misrepresentations, misleading statements or material omissions.

First, the basic situation of funds raised

With the approval of Circular [2016] No. 1613 of the Securities Regulatory Commission of the China Securities Regulatory Commission, the Company issued 47,131,147 RMB ordinary shares (A shares) on September 6, 2016, raising a total of RMB1,149,999,986.80 and net proceeds of RMB1,113,609,658.51 net of various offering expenses. In the above raised funds, Zhonghuan Accounting Firm (Special General Partnership) has issued zhonghuan verification (2016) 010101 "Capital Verification Report" for verification.

The Company held the 38th meeting of the 8th Board of Directors, the 21st meeting of the 8th Supervisory Board on April 18, 2017, and the 1st Extraordinary General Meeting of Shareholders of 2017 on May 5, 2017, and deliberated and passed the "Proposal on Changing Part of the Investment Project", changing the original investment project cloud security system project to Shenzhen Yantian Phase II Data Center Project, and shenzhen Innovation Yunhai Technology Co., Ltd. (hereinafter referred to as "Innovation Yunhai"). The high-grade data center operated in Yantian Port, Shenzhen, is undergoing the second phase of expansion. The change involved an amount of 172 million yuan, accounting for 69.64% of the proposed investment amount of the original cloud security system project and 15.45% of the net amount of funds raised.

In order to improve the efficiency of the use of the raised funds and the return on investment of the raised funds, the Company held the 47th meeting of the 9th Board of Directors and the 21st meeting of the 9th Supervisory Board on July 24, 2020, and the 1st Extraordinary General Meeting of Shareholders of 2020 on August 13, 2020 to deliberate and pass the "Proposal on Changing part of the Use of the Raised Funds for Permanent Supplementary Liquidity". According to the actual situation of the investment project of the raised funds, the amount of the raised funds of the Shenzhen Yantian Phase II Data Center Project will be adjusted from 172 million yuan to 102 million yuan, and the remaining raised funds of the project of 70 million yuan will be permanently supplemented with working capital for the company's daily production and operation activities.

As of now, the balance of the funds raised is 13.9669 million yuan.

Second, the establishment of a new special account for raising funds

On April 27, 2021, the 55th meeting of the Ninth Board of Directors of the Company deliberated and passed the "Proposal on the Opening of a Special Account for Raising Funds by Subsidiary Innovation Yunhai", and agreed that Innovation Yunhai would open a fund raising account with an account of 1026 7000 0008 70950 at huaxia bank's Beijing Liangguang branch, but due to the long intermediate processing time, this account could not be used normally, and it is now necessary to reopen the fund raising account. The fund-raising account approved by the 55th meeting of the Ninth Board of Directors with the account number 1026 7000 0008 70950 has not been activated and will not be used in the future.

In order to standardize the management of funds raised by companies and subsidiaries and effectively protect the rights and interests of investors, in accordance with the provisions of the China Securities Regulatory Commission's Guidelines for the Supervision of Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Funds Raised by Listed Companies, the Rules governing the Listing of Stocks on the Shenzhen Stock Exchange, the Guidelines for the Standardized Operation of Listed Companies on the Shenzhen Stock Exchange, and the Measures for the Management of Raised Funds of the Company, the Company held the 60th meeting of the Ninth Board of Directors on October 26, 2021 to deliberate and approve the " Regarding the proposal of the subsidiary Innovation Yunhai to open a special account for raising funds, the Board of Directors of the Company agreed that the subsidiary Innovation Yunhai would open a new special account for raising funds in the following banks, and the account information is as follows:

Name of the bank: Huaxia Bank Beijing Liangguang Branch

Account number: 1026 7000 0009 08374

The principal and interest of the original fundraising account will be transferred to the special account for the new fundraising. The original fund-raising account (opening bank: Shengjing Bank Beijing Shijingshan Branch, account number: 0110700102000000400) is to be cancelled.

The board of directors of the company authorized the management to handle specific matters such as signing a fund raising supervision agreement with Innovation Yunhai, the bank with which the account was opened, and the independent financial adviser and the special account for raising funds were changed.

This is hereby announced.

Board of Directors of Gaosheng Holdings Limited

2October 27, 2020

Stock code: 000971 Stock abbreviation: ST Gaosheng Announcement number: 2021-70

Gaosheng Holdings Limited

Third Quarterly Report 2021

The Company and all members of the Board of Directors warrant that the content of the information disclosed is true, accurate and complete, and that there are no false statements, misleading statements or material omissions.

Important Content Tips:

1. The Board of Directors, the Board of Supervisors and the directors, supervisors and senior management guarantee that the quarterly report is true, accurate and complete, that there are no false records, misleading statements or material omissions, and that they bear individual and joint legal liabilities.

2. The person in charge of the company, the person in charge of accounting work and the person in charge of the accounting agency (accounting supervisor) declare: to ensure that the financial information in the quarterly report is true, accurate and complete.

3. Whether the third quarter report is audited

□ Yes √ No

First, the main financial data

(1) Main accounting data and financial indicators

Whether the company is required to retroactively adjust or restate previous year's accounting data

(2) Non-recurring profit and loss items and amounts

√ Applicable □ Not applicable

Unit: Meta

Other specific cases of P&L items that meet the definition of non-recurring profit or loss:

□ Applicable √ Not applicable

The Company does not have other specific circumstances of profit or loss items that meet the definition of non-recurring profit or loss.

The non-recurring profit and loss items listed in the Interpretive Announcement on the Disclosure of Information of Companies Publicly Offering Securities No. 1 - Non-recurring Profit and Loss are defined as recurring profit and loss items

The Company does not have the situation of defining the non-recurring profit and loss items listed in the Interpretive Announcement on the Disclosure of Information of Companies Publicly Offering Securities No. 1 - Non-recurring Profit and Loss as recurring profit or loss items.

(3) The circumstances and reasons for the changes in the main accounting data and financial indicators

The Company's net profit attributable to shareholders of the listed company from January to September 2021 was RMB11,891,491.17, an increase of RMB492,128.37 over the same period of the previous year. The main reasons for the change of accounts with large changes are as follows:

Monetary funds amounted to RMB123,028,523.47, a decrease of 54.91% from the beginning of the year, mainly due to the payment of RMB27.18 million and a margin of RMB30 million for the acquisition of equity in the reporting period, and RMB74.07 million for the purchase of fixed assets and intangible assets;

Notes receivable of $1,799,472.91, a decrease of 31.15% from the beginning of the year, mainly due to the settlement of some bills of exchange in the reporting period;

The advance payment was $160,421,861.72, an increase of 40.54% from the beginning of the year, mainly due to the prepayment of suppliers in the reporting period;

Other receivables amounted to $70,214,713.29, an increase of 34.35% from the beginning of the year, mainly due to an increase in performance bonds for the reporting period;

Inventory of $174,425,925.52, an increase of 60.93% from the beginning of the year, was mainly due to the fact that part of the contract for design services in the reporting period had not been completed and the inventory balance had not been carried forward;

The long-term equity investment was RMB0, a decrease of RMB166,556.74 from the beginning of the year, mainly due to the disposal of a 49% equity interest in Tianjin Yingtong held by its subsidiary Shanghai Youchi during the reporting period;

Right-of-use assets of $60,839,719.84, an increase of $60,839,719.84 from the beginning of the year, mainly due to the commencement of the new lease standard during the reporting period;

Development expenditure was $7,420,383.75, an increase of $5,633,524.95 from the beginning of the year, mainly due to increased investment in some R&D projects;

Short-term borrowings of $10,000,000, an increase of $5,000,000 from the beginning of the year, were mainly due to borrowings from financial institutions during the reporting period by subsidiary Huaqi Communications;

Contract liabilities of $19,587,651.13, a decrease of $23,947,661.29 from the beginning of the year, mainly due to the corresponding reduction in contractual liabilities after the completion of settlement after contract performance;

Remuneration payable to employees was $16,056,607.36, a decrease of 36.79% from the beginning of the current year, mainly due to the payment of the previous year's accrued wages in the reporting period;

The tax payable was RMB14,663,091.4, a decrease of 34.13% from the beginning of the year, mainly due to the payment of income tax of the previous year in the reporting period;

Other current liabilities of RMB403,348.03, a decrease of 77.62% from the beginning of the year, mainly due to the completion of settlement after the performance of the contract, and the reduction of the contract liabilities corresponding to the reduction of taxes and fees payable;

Taxes and surcharges of RMB942,282.37, a decrease of 54.48% over the same period of the previous year, mainly due to the decrease in the payment of VAT in the current period of the reporting period compared with the same period, and the subsequent reduction of attached taxes;

Finance expense of $4,072,391.87, an increase of $2,599,500.11 from the same period last year, was primarily due to the commencement of the new lease standard in the reporting period and the inclusion of interest on lease liabilities in finance expenses;

Investment income was RMB17,501,255.63, an increase of RMB17,354,751.07 over the same period of the previous year, mainly due to the income generated by the completion of the repurchase of part of the performance compensation shares of Shanghai Yingyue's original shareholders during the reporting period;

Credit impairment loss was -$535,542.64, an increase of $2,134,830.32 from the same period last year, mainly due to the decrease in credit impairment losses recorded during the reporting period compared to the same period;

Gain on disposal of assets was RMB542,504.2, an increase of RMB541,312 from the same period last year, mainly due to the disposal of old servers and old means of transport during the reporting period;

Non-operating income of RMB9,205,307.87, an increase of RMB9,205,307.86 over the same period of the previous year, mainly due to the fact that the 2019 annual results of Shanghai Yingyue Network Technology Co., Ltd., a wholly-owned subsidiary of the Company, did not meet the commitments made at the time of the acquisition, and the shares that its original shareholders should compensate the Company had not yet completed the repurchase during the reporting period, and the liquidated damages accrued due to the delay in compensation for the shares;

Non-operating expenses - 102,091,838.68 yuan, a decrease of 103,019,930.75 yuan from the same period of the previous year, mainly due to the company's previous illegal guarantees and joint borrowings, during the reporting period, there were 2 creditors transferring the claims to the company's controlling shareholder, Tianjin Bai ruoke Pharmaceutical Biotechnology Co., Ltd. (hereinafter referred to as "Bai Ruo ke"), Bai Ruo Ke issued a notice letter to the company to waive the guarantee debt, and the company accordingly transferred back the two estimated liabilities that had been accrued During the reporting period, the court of second instance ruled that the company was not liable, and the company transferred back the estimated liabilities that had been accrued;

Net cash flow from investing activities -RMB58,019,031.38, an increase of RMB59,766,210.97 from the same period last year, mainly due to the receipt of the first transfer of the equity of Shanghai Gaosheng Data Systems Co., Ltd. of RMB65 million during the reporting period;

Net cash flow from financing activities was $11,112,483.09, a decrease of $11,112,483.09 from the same period last year, mainly due to the Company's implementation of the new lease standard during the reporting period, and cash paid for the principal and interest paid under the new standard for lease liabilities was included in the "cash outflow from financing activities".

2. Shareholder Information

(1) The total number of common shareholders and the number of preferred shareholders whose voting rights have been restored and the shareholding of the top ten shareholders

Unit: Shares

(2) The total number of preferred shareholders of the company and the shareholding of the top 10 preferred shareholders

3. Other important matters

1. The 58th meeting of the 9th Board of Directors of the Company deliberated and passed the "Proposal on the Sale of 100% Equity of Subsidiary Shanghai Gaosheng Data System Co., Ltd." on July 22, 2021, and the Company will transfer to Shanghai Shilian Technology Co., Ltd. 100% of the equity of Shanghai Gaoshu, a wholly-owned subsidiary held by the Company, for a transaction consideration of RMB 130 million. As of the disclosure date of this report, Shanghai Gaoshu has gone through the registration procedures for industrial and commercial changes in the competent market supervision and administration bureau, as detailed in the "Progress Announcement on the Sale of Equity in Subsidiaries" (Announcement No. 2021-67) disclosed by the company on the Juchao Information Network.

2. The former actual controller of the company, the chairman of the eighth board of directors and the former chairman of the ninth board of directors have repeatedly used the official seal of Gaosheng Holding Company as a co-borrower or guarantor in the name of the company to provide guarantees for the financing of the original controlling shareholders and their related parties and the related parties of the original actual controller without the approval or authorization of the company's shareholders' general meeting and the board of directors, and the principal and interest balance as of the disclosure date of this report is about 839.6384 million yuan. The progress of matters such as illegal guarantees during the reporting period is as follows:

(1) Progress of the illegal guarantee case between the Company and Beijing Zhongtai Chuangying Enterprise Management Co., Ltd.: The (2021) Jingmin Zhong No. 26 Final Trial Civil Judgment issued by the Beijing Municipal High People's Court ruled that without the resolution of the company's shareholders' general meeting, the representative behavior of the then chairman Wei Zhenyu was invalid, and the "Third Party Unlimited Joint and Several Liability Guarantee Letter" stamped with the company's official seal was invalid for the company. For details, please refer to the Announcement on the Receipt of Civil Judgments from the Beijing Higher People's Court and the Progress of Litigation (Announcement No. 2021-48) disclosed by the Company on the Juchao Information Network.

(2) Progress of the Company's Illegal Guarantee Arbitration Case with Shenzhen Qianhai Gaosouyi Investment Management Co., Ltd. (hereinafter referred to as "Gaosouyi"): The Company received the (2020) Notice of Suspension of Arbitration Procedure from shenzhen Court of International Arbitration (2020) Shenzhen Guozhong No. 5326-17. Upon Gao's application, the Arbitral Tribunal of the Shenzhen Court of International Arbitration decided to suspend the arbitration proceedings in this case. For details, please refer to the "Progress Announcement on arbitration cases involved in the Company" (Announcement No. 2021-51) disclosed by the Company on the Juchao Information Network.

(3) Progress of the illegal guarantee litigation case between the Company and Ningbo Huahu Silver Key Investment Center (Limited Partnership) (hereinafter referred to as "Ningbo Huahu"): The Higher People's Court of Zhejiang Province rejected the Company's application for retrial, and according to the second-instance judgment of the Ningbo Intermediate Court, Beijing Shenzhou Baiju Cultural Industry Co., Ltd. (hereinafter referred to as "Shenzhou Baiju") should return the plaintiff Ningbo Huahu's loan of 166833333.33 yuan and interest, if Shenzhou Baiju cannot be repaid, the company shall bear one-half of the compensation liability for the part that Shenzhou Baiju cannot pay off. The case is currently in the enforcement phase. For details, please refer to the "Announcement on Receiving the Civil Ruling of the Higher People's Court of Zhejiang Province and the Progress of Litigation" (Announcement No. 2021-61) disclosed by the Company on the Juchao Information Network.

(4) The Company has received the Notice of Transfer of Creditor's Rights from Beijing Bitian Wealth Investment Co., Ltd. (hereinafter referred to as "Bitian Wealth"), the creditor of the Company's illegal guarantee matters, and Bitian Wealth has signed a "Debt Transfer Agreement" with Tianjin Bairuoke, the controlling shareholder of the Company, and its claims to the Company based on the above-mentioned Civil Mediation Statement have now been fully transferred to Tianjin Bairok in accordance with the law, and other rights related to the transfer of the claims have also been transferred.

Tianjin Bairok sent two "Letters of Exemption from Repayment Liability" to the company, exempting the company from the repayment and related compensation liabilities that the company should bear in the "Civil Mediation Statement" of the original Bitian Wealth case and the company's guarantee liability in the "Guarantee Contract" in the case; the company's repayment and related compensation liabilities in the "Civil Judgment" of the original Zhu Kaibo case and the company's repayment and related liabilities in the "IOU" and "Maximum Guarantee Loan Contract" in the case. From the date of the above-mentioned letter, Tianjin Bairok waived any right to claim any rights against the Company in respect of the above two claims. The above-mentioned exemption of liability to the Company is a unilateral and irrevocable decision of Tianjin Bairok, without additional conditions and without any commitment by the Company, and shall take effect from the date of issuance of the above-mentioned letter. For details, please refer to the Announcement on the Receipt of the Notice of Assignment of < Creditor's Rights > and the < Exemption from Repayment Liability >" (Announcement No. 2021-65) disclosed by the Company on the Juchao Information Network.

4. Quarterly financial statements

(1) Financial statements

1. Consolidated balance sheet

Preparation unit: Gaosheng Holdings Co., Ltd

Legal representative: Zhang Dai Person in charge of accounting work: Zhang Yiwen The person in charge of the accounting institution: Zhang Yiwen

2. Consolidate the income statement from the beginning of the year to the end of the reporting period

In the event of a merger of enterprises under the same control in the current period, the net profit realized by the merged party before the merger is: 0.00 yuan, and the net profit realized by the merged party in the previous period is 0.00 yuan.

3. Consolidate the cash flow statement from the beginning of the year to the end of the reporting period

(2) Explanation of the adjustment of the financial statements

1. The first implementation of the new lease standard from 2021 to adjust the relevant items of the financial statements at the beginning of the year for the first time

Whether the balance sheet accounts at the beginning of the year need to be adjusted

√ Yes □ No

Consolidated balance sheets

Adjustments

In accordance with the requirements of accounting standards for Accounting Standard for Business Enterprises No. 21 - Leases (Cai Hui [2018] No. 35), the Company has been accounting for the new lease standard since January 1, 2021, choosing not to re-evaluate contracts that exist before the first execution date as leases or include leases, and in accordance with the articulation provisions, the information for comparable periods is not adjusted, and the difference between the new lease standard and the current lease standard on the first implementation date is retroactively not adjusted for retained earnings at the beginning of 2021:

(1) For financial leases prior to the first execution date, the Company measures the assets of the right of use and the lease liabilities respectively according to the original book value of the assets leased into the finance and the financial lease payable;

(2) For operating leases prior to the first execution date, the Company measures the lease liabilities according to the present value discounted at the incremental borrowing rate on the first execution date based on the remaining lease payment amount, and makes necessary adjustments to the measured right-of-use assets according to the prepaid rent according to the amount of each lease equal to the lease liability;

(3) For operating leases in which the leased assets before the date of first execution are low-value assets or operating leases that will be completed within 12 months, a simplified treatment is adopted, and the right-of-use assets and lease liabilities are not recognized.

2. From 2021, the new leasing standard will be implemented retrospectively to adjust the comparative data description in the previous period

(3) Audit report

Whether the third quarter report was audited

The Company's third quarter report is unaudited.

October 27, 2021

Stock code: 000971 Securities abbreviation: ST Gaosheng Announcement number: 2021-68

Announcement of the resolution of the 60th meeting of the 9th Board of Directors

The 60th meeting of the 9th Board of Directors of Gaosheng Holdings Co., Ltd. was notified to all directors, supervisors and senior management by email on October 22, 2021, and was held by correspondence vote on the afternoon of Tuesday, October 26, 2021. There shall be 10 directors voting at the meeting and 10 directors who shall actually participate in the voting. The meeting was presided over by Mr. Zhang Dai, the chairman of the board, the convening and voting procedures of the meeting conformed to the relevant provisions of the Company Law and the Articles of Association of the Company, and the meeting deliberated and passed the following proposals:

1. Proposal on the > of the Third Quarter Report of < Gaosheng Holdings Co., Ltd. in 2021;

For details, please refer to the "2021 Third Quarter Report of Gaosheng Holdings Co., Ltd." published by the company on the same day in China Securities News, Shanghai Securities News, Securities Times, Securities Daily and Juchao Information Network (www.cninfo.com.cn).

Voting result: 10 votes in favour, 0 against and 0 abstentions.

2. Proposal on the Opening of a Special Account for Raising Funds by a Subsidiary Innovation Yunhai;

For details, please refer to the Announcement on the Opening of Special Accounts for Raising Funds by Subsidiaries (Announcement No. 2021-69) published by the Company on the same day in China Securities News, Shanghai Securities News, Securities Times, Securities Daily and Juchao Information Network (www.cninfo.com.cn).

board of directors