Legal opinion of the general meeting of shareholders
Beijing Hairun Tianrui law firm
About Shandong Kehui Power Automation Co.Ltd(688681)
Legal opinion of the second extraordinary general meeting of shareholders in 2022
To: Shandong Kehui Power Automation Co.Ltd(688681)
Beijing Hairun Tianrui law firm (hereinafter referred to as the firm) accepted the entrustment of Shandong Kehui Power Automation Co.Ltd(688681) (hereinafter referred to as the company) and appointed lawyers Wu Tuanjie and Du Yutian to attend the second extraordinary general meeting of shareholders of the company in 2022 and witness the meeting by lawyers.
In accordance with 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), the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shanghai Stock Exchange (hereinafter referred to as the detailed rules for the implementation of online voting), and other laws and regulations This legal opinion is issued in accordance with the relevant provisions of the normative documents and the articles of association on the convening, convening procedures, qualification of personnel attending the meeting, qualification of conveners, voting methods, voting procedures and voting results of the company’s general meeting of shareholders.
1、 Convening and convening procedures of this general meeting of shareholders
After examination by the lawyers of the exchange, the notice of the board of directors of the company on convening the general meeting of shareholders was published on China Securities Journal, Shanghai Securities News, securities times, securities daily and the website of Shanghai Stock Exchange on January 19, 2022. The notice specifies the basic information of the meeting, the matters to be considered at the meeting, the matters needing attention in voting at the general meeting of shareholders, the participants of the meeting, the registration measures of the meeting, etc.
The on-site meeting of the general meeting of shareholders was held as scheduled at 14:00 p.m. on February 7, 2022 in the second conference room of the company, No. 16, Sanying Road, Fangzhen, Zhangdian District, Zibo City, Shandong Province. The general meeting of shareholders was presided over by Chairman Xu Bingyin.
Our lawyers believe that the convening and convening procedures of this meeting of the company comply with the relevant provisions of the company law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association.
2、 Qualifications of the personnel attending the general meeting of shareholders and the convener
A total of 15 shareholders and shareholders’ agents attended the general meeting, representing 39017315 shares, accounting for 37.2765% of the total shares of the company.
Legal opinion of the general meeting of shareholders
A total of 15 shareholders and their agents attended the on-site meeting of the general meeting of shareholders, representing 39017315 shares, accounting for 37.2765% of the total share capital of the company; A total of 0 shareholders and shareholder agents participated in online voting, representing 0 shares, accounting for 0.0000% of the total share capital of the company.
Upon examination by our lawyers, the qualifications of the above-mentioned persons attending the meeting meet the relevant provisions of the company law, the rules of the general meeting of shareholders and other laws and regulations, normative documents and the articles of association.
The convener of this shareholders’ meeting is the board of directors of the company. The qualification of the convener meets the relevant provisions of the company law, rules of shareholders’ meeting and other laws and regulations, normative documents and the articles of association. The qualification of the convener is legal and valid.
3、 Matters to be considered at this general meeting
The matters to be considered at this general meeting are as follows:
(I) proposal on nominating candidates for non independent directors of the third board of directors
(II) proposal on the election of supervisors
(III) proposal on Amending the articles of association and handling industrial and commercial change registration
The matters discussed at this shareholders’ meeting are completely consistent with those listed in the notice of convening the shareholders’ meeting.
4、 Voting methods, procedures and results of this general meeting of shareholders
(I) the shareholders’ meeting voted on the matters listed in the notice of the shareholders’ meeting by means of on-site voting and online voting. The shareholders attending the on-site meeting of the general meeting of shareholders voted on the matters listed in the notice of the general meeting of shareholders by open ballot, and counted and monitored the votes. (II) the board of directors of the company provides online voting for the general meeting of shareholders: the online voting system of the general meeting of shareholders of Shanghai Stock Exchange starts and ends from February 7, 2022 to February 7, 2022; The online voting system of Shanghai Stock Exchange is adopted. The voting time through the trading system voting platform is the trading time period on the day of the general meeting of shareholders, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting platform is 9:15-15:00 on the day of the general meeting of shareholders. After the online voting, Shanghai Stock Exchange Information Network Co., Ltd. provided the total number of votes and voting results of this online voting to the board of directors of the company.
Legal opinion of the general meeting of shareholders
After the on-site voting of the general meeting of shareholders, the board of directors of the company uploaded the on-site voting results to Shanghai Stock Exchange Information Network Co., Ltd., and Shanghai Stock Exchange Information Network Co., Ltd. combined and counted the on-site voting and online voting results of the deliberation proposal.
Our lawyers believe that the voting methods, procedures and results of this general meeting of shareholders comply with the relevant provisions of the company law, the rules of the general meeting of shareholders, the detailed rules for the implementation of online voting and other laws, regulations, normative documents and the articles of association.
5、 Concluding observations
Our lawyers believe that the convening and convening procedures of the company’s general meeting of shareholders, the qualifications of the personnel attending the general meeting of shareholders, the qualifications of the convener, the voting methods, voting procedures and voting results of the general meeting of shareholders are in line with the company law, the rules of the general meeting of shareholders, the detailed rules for the implementation of online voting and other laws and regulations Normative documents and relevant provisions of the articles of association.
Legal opinion of the general meeting of shareholders
(there is no text on this page, which is the signature and seal page of the legal opinion of Beijing Hairun Tianrui law firm on Shandong Kehui Power Automation Co.Ltd(688681) the second extraordinary general meeting of shareholders in 2022) witness lawyer of Beijing Hairun Tianrui law firm (seal) (signature):
Person in charge (signature): Wu Tuanjie:
Yan kebing: Du Yutian:
February 7, 2002
