Zheshang Securities Co., Ltd. and Haitong Securities Co., Ltd. entered into the Underwriting Agreement with ZJIC, in relation to the proposed Listing of ZJIC on the Shenzhen Stock Exchange. Pursuant to the Underwriting Agreement, Zheshang Securities was engaged as one of the joint lead underwriters to provide underwriting services in respect of the proposed Listing. Pursuant to the Underwriting Agreement, the aggregate underwriting fees that ZJIC has agreed to pay to the joint lead underwriters are 4.9% of the amount of capital raised from the proposed Listing, which is estimated to be RMB 1.5 billion as set out in the prospectus of ZJIC.

55% of the total underwriting fees will be paid to Zheshang Securities, which is estimated to be RMB 40,425,000. Parties: ZJIC as a listing applicant; Zheshang Securities as a lead underwriter; and Haitong Securities as a lead underwriter, which is an independent third party as defined under the Listing Rules. Conditions Precedent: The obligation of Zheshang Securities to perform as a lead underwriter in relation to the public offering of them proposed Listing is subject to the fulfillment of the following conditions: the issuance of legal opinions by the legal counsel of ZJIC for the proposed Listing in compliance with the applicable laws; the issuance of audit report by the auditor of ZJIC for the proposed Listing in compliance with the applicable laws; obtaining approvals from the board of directors and the shareholders of ZJIC and application made by ZJIC with the Shenzhen Stock Exchange for the proposed Listing; obtaining approval from Shenzhen Stock Exchange for the proposed Listing of the offering shares and consent from the CSRC for registration; there having been, from the date of the Underwriting Agreement to the date of the last day of underwriting, no material contravention of the law or regulation; no change in ZJIC's financial position, shareholding structure, major assets, principal business; no change in its personnel which has a material impact on the management and operation of ZJIC; no material litigation, arbitration and shareholders' disputes relating to ZJIC and its chairman, general manager and substantial shareholders; no incident in which ZJIC reasonably believes would give rise to adverse impact on it in foreseeable future which has not yet been disclosed to the joint lead underwriters; publication of the relevant documents for the proposed Listing on the website of Shenzhen Stock Exchange, and in the website and press designated by the CSRC; and with sufficient proof to the joint lead underwriters, to prove the obtaining of all of the necessary permit(s) and approval(s), completion of all procedures, compliance with all applicable rules and regulations for the proposed Listing.

Underwriting Commitment: The A Shares to be offered in the proposed Listing will be issued at par with a nominal value of RMB 1.00 each. The number of A Shares to be issued in the public offering of the proposed Listing is determined by ZJIC and the joint lead underwriters, subject to the actual capital demand and market conditions, and as final approved in the registration of the CSRC. Upon satisfaction of the conditions precedent of the Underwriting Agreement, the joint lead underwriters, shall underwrite the A Shares to be offered at the proposed Listing by way of standby commitment underwriting in accordance with the terms of the Underwriting Agreement.

Underwriting Service Fees: The aggregate underwriting fees that ZJIC has agreed to pay to the joint lead underwriters are 4.9% of the actual amount of capital raised from the public offering of the proposed Listing, which is estimated to be RMB 1.5 billion as set out in the prospectus of ZJIC. 55% of the total underwriting fees will be paid to Zheshang Securities, which is estimated to be RMB 40,425,000. The underwriting commission rate is determined based on competitive negotiations, in which, other than Zheshang Securities and Haitong Securities as a consortium, there were two other participants who are independent third parties.

The factors for assessment included, but were not limited to pass rate of IPO review, team members' credentials, working proposal and past performance on IPO projects. The underwriting fees will be deducted from the proceeds of the public offering of the proposed Listing.