about
Eastcompeace Technology Co.Ltd(002017)
Of the first extraordinary general meeting of shareholders in 2022
Legal opinion
T&C Law Firm
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T&C Law Firm
About Eastcompeace Technology Co.Ltd(002017)
Of the first extraordinary general meeting of shareholders in 2022
Legal opinion
No.: tcyjs2022h0105 to: Eastcompeace Technology Co.Ltd(002017)
In accordance with the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the rules for the general meeting of shareholders of listed companies (hereinafter referred to as the “rules for the general meeting of shareholders”) and other laws, regulations and other relevant normative documents of the China Securities Regulatory Commission, Zhejiang Tiance law firm (hereinafter referred to as “the firm”) accepted the entrustment of Eastcompeace Technology Co.Ltd(002017) (hereinafter referred to as ” Eastcompeace Technology Co.Ltd(002017) ” or “the company”) and appointed lawyer LV Chonghua and lawyer Zhu Yan to attend the first extraordinary general meeting of shareholders in Eastcompeace Technology Co.Ltd(002017) 2022. In order to cooperate with New Coronavirus in the prevention and control of pneumonia, our lawyer witnessed the first extraordinary shareholder meeting of Eastcompeace Technology Co.Ltd(002017) in 2022 by video and issued a legal opinion.
This legal opinion is only for the purpose of the first extraordinary general meeting of shareholders in Eastcompeace Technology Co.Ltd(002017) 2022. Our lawyer agrees to announce this legal opinion together with Eastcompeace Technology Co.Ltd(002017) other information disclosure materials of this shareholders’ meeting. In accordance with the requirements of Article 5 of the rules of the general meeting of shareholders and in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, the lawyers of the firm have conducted necessary verification and verification on the relevant matters and documents involved in the Eastcompeace Technology Co.Ltd(002017) general meeting of shareholders. They have attended the first extraordinary general meeting of shareholders in Eastcompeace Technology Co.Ltd(002017) 2022 by video, and now issue the following legal opinions: Procedures for convening and convening this general meeting of shareholders
(I) upon the verification of our lawyers, Eastcompeace Technology Co.Ltd(002017) This shareholders’ meeting was proposed and convened by the board of directors. The notice of convening this shareholders’ meeting was announced on China Securities Journal, securities times and cninfo website on January 12, 2022.
In order to implement the recent requirements of Zhuhai municipal government on epidemic prevention and control, the site of the shareholders’ meeting was changed to “5, building 3, Innovation Coast Park, No. 33, Keji Third Road, Tangjiawan Town, Zhuhai high tech Zone”
On January 24, 2022, the company issued the announcement on changing the venue of the first extraordinary general meeting of shareholders in 2022 on China Securities Journal, securities times and cninfo website. According to the agenda of the shareholders’ meeting, the topics submitted to the shareholders’ meeting for deliberation are:
1. Proposal on by election of non independent directors;
2. Proposal on signing financial service agreement with China Electronic Technology Finance Co., Ltd;
3. Proposal on Amending the articles of association.
(II) the meeting adopts the combination of on-site voting and online voting. According to the notice of the meeting, the on-site meeting will be held at 14:30 p.m. on Thursday, January 27, 2022. The on-site meeting will be held in conference room 1, floor 5, building 3, Eastcompeace Technology Co.Ltd(002017) Innovation Coast Park, No. 33, Keji Third Road, Tangjiawan Town, high tech Zone, Zhuhai. The time for online voting through the Internet voting system and trading system is January 27, 2022. The specific time for online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25 a.m., 9:30 to 11:30 p.m. and 13:00 to 15:00 p.m. on January 27, 2022, The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on January 27, 2022.
The above issues and related matters have been listed and disclosed in the notice and announcement of the general meeting of shareholders.
The general meeting of shareholders is held in accordance with the announced time, place, way of attending the meeting and procedures, and in accordance with the provisions of laws, regulations and the articles of association. 2、 Qualification of attendees of the general meeting of shareholders
In accordance with the company law, the securities law, the articles of association and the notice of the shareholders’ meeting, the following persons attended the shareholders’ meeting:
1. As of the afternoon of January 21, 2022, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. or their entrusted agents after the completion of the transaction;
2. Directors, supervisors and senior managers of the company;
3. Witness lawyer employed by the company;
4. Other persons who should attend the general meeting of shareholders in accordance with relevant laws and regulations.
After the Secretariat of the general meeting and the lawyers of the exchange checked the attendance certificates and combined with the data provided by Shenzhen Securities Information Co., Ltd., 85 shareholders and authorized representatives of shareholders voted on site and online, representing 210112270 shares, accounting for 47.0591% of the total shares of the company.
Among them, 5 shareholders and their authorized representatives voted on the spot, representing 198808016 shares, accounting for 44.5273% of the total shares of the company.
80 shareholders and authorized representatives of shareholders voted online, representing 11304254 shares, accounting for 2.5318% of the total shares of the company.
The lawyers of the firm believe that Eastcompeace Technology Co.Ltd(002017) shareholders and shareholders’ agents attending the meeting meet the requirements of relevant laws, regulations, normative documents and the articles of association, and have the right to review and vote on the proposals of the meeting. 3、 Voting procedures of the general meeting of shareholders
After verification, the general meeting of shareholders voted on the topics discussed at the meeting by open ballot in accordance with the voting procedures specified in laws, regulations and the articles of association, monitored the votes in accordance with the procedures specified in the articles of association, and announced the voting results on the spot.
The shareholders and their proxies present at the meeting raised no objection to the voting results.
After inspection, the voting results of relevant proposals at the general meeting of shareholders are as follows:
1. Proposal on by election of non independent directors
After voting, 2094444904 shares were approved, accounting for 99.6824% of the total effective voting shares of the meeting; 566066 opposition shares, accounting for 0.2694% of the total number of valid voting shares at the meeting; 101300 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0482% of the total number of valid voting shares at the meeting. The company made separate statistics on the voting of small and medium-sized investors on this proposal, and agreed to 11424530 shares, accounting for 94.4809% of the total effective voting shares of small and medium-sized shareholders at this meeting; 566066 opposed shares, accounting for 4.6814% of the total number of effective voting shares of minority shareholders at the meeting; 101300 shares were abstained (including 0 shares by default due to non voting), accounting for 0.8378% of the total number of effective voting shares of minority shareholders at the meeting. 2. Proposal on signing financial service agreement with China Electronic Technology Finance Co., Ltd
After voting, 10342920 shares were approved, accounting for 81.3674% of the total effective voting shares of the meeting; 2268466 shares opposed, accounting for 17.8459% of the total effective voting shares of the meeting; 100000 shares were abstained (including 0 shares by default due to non voting), accounting for 0.7867% of the total number of valid voting shares at the meeting. The company made separate statistics on the voting of small and medium-sized investors on this proposal, and agreed to 9723430 shares, accounting for 80.4128% of the total effective voting shares of small and medium-sized shareholders at this meeting; Against 2268466 shares, accounting for 18.7602% of the total effective voting shares of minority shareholders at the meeting; 100000 shares were abstained (including 0 shares by default due to non voting), accounting for 0.8270% of the total effective voting shares of minority shareholders at the meeting.
3. Proposal on Amending the articles of Association
After voting, 209434604 shares were approved, accounting for 99.6775% of the total number of valid voting shares of the meeting; 576366 opposition shares, accounting for 0.2743% of the total number of valid voting shares at the meeting; 101300 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0482% of the total number of valid voting shares at the meeting. The company made separate statistics on the voting of small and medium-sized investors on this proposal, and agreed to 11414230 shares, accounting for 94.3957% of the total effective voting shares of small and medium-sized shareholders at this meeting; 576366 opposed shares, accounting for 4.7665% of the total number of effective voting shares of minority shareholders at the meeting; 101300 shares were abstained (including 0 shares by default due to non voting), accounting for 0.8378% of the total number of effective voting shares of minority shareholders at the meeting. The second topic involved in this general meeting of shareholders is related party transactions, and related shareholders have avoided voting. The third topic is special resolution, which requires the consent of more than two-thirds of the voting rights present at the meeting. According to the voting results of the meeting, the proposal of the meeting has been approved by the general meeting of shareholders.
The voting procedure of this general meeting of shareholders is legal and effective. 4、 Concluding observations
To sum up, our lawyers believe that Eastcompeace Technology Co.Ltd(002017) the convening and convening procedures of this general meeting of shareholders, the qualifications of participants and the voting procedures of the meeting comply with the provisions of laws, regulations and the articles of Association; The voting result is legal and valid.
(this page is the signature page of tcyjs2022h0105 legal opinion on the first extraordinary general meeting of shareholders in Eastcompeace Technology Co.Ltd(002017) 2022) this legal opinion is issued on January 27, 2002. This legal opinion is made in three originals without copies. Principal of Zhejiang Tiance law firm: Zhang Jingzhong signature:
Lawyer in charge: LV Chonghua
Signature:
Attorney in charge: Zhu Yan
Signature:
