About Shenzhen kangguan Technology Co., Ltd
Lawyer’s work report on initial public offering and listing of RMB common shares
11th and 12th floors, Taiping financial building, 6001 Yitian Road, Futian District, Shenzhen, Guangdong, China postcode: 518048 Tel: (0755) 88265288 Fax: (0755) 88265537
catalogue
interpretation…… Section 1 Introduction six
1、 Introduction to law firms and lawyers six
2、 The working process of lawyers in making lawyer work report and legal opinion seven
3、 Matters relating to the declaration 9 Section II text eleven
1、 Overview of the issuer eleven
2、 Approval and authorization of this issuance and listing twelve
3、 The subject qualification of this issuance and listing fifteen
4、 The substantive conditions of this offering and listing sixteen
5、 Establishment of the issuer twenty-one
6、 Independence of the issuer twenty-four
7、 Sponsors and shareholders (actual controllers) twenty-seven
8、 The share capital and evolution of the issuer forty
9、 Issuer’s business forty-six
10、 Related party transactions and horizontal competition fifty
11、 The principal property of the issuer sixty-two
12、 Significant creditor’s rights and debts of the issuer eighty-three
13、 Major asset changes and mergers and acquisitions of the issuer ninety-one
14、 Formulation and amendment of the issuer’s articles of Association ninety-one
15、 Rules of procedure and standardized operation of the issuer’s general meeting of shareholders, the board of directors and the board of supervisors ninety-three
16、 Directors, supervisors and senior managers of the issuer and their changes ninety-seven
17、 Issuer’s tax one hundred
18、 The issuer’s environmental protection and product quality, technology and other standards one hundred and four
19、 Application of funds raised by the issuer one hundred and eight
20、 The issuer’s business development objectives one hundred and eleven
21、 Litigation, arbitration or administrative punishment one hundred and eleven
22、 Evaluation of the legal risk of the issuer’s prospectus one hundred and twelve
23、 Other issues to be explained one hundred and thirteen
24、 The overall concluding observations of this offering and listing one hundred and fourteen
Guangdong Xinda law firm
About Shenzhen kangguan Technology Co., Ltd
Initial public offering of RMB ordinary shares and listing
Lawyer work report
Xinda Shougong Zi (2021) No. 002 to: Shenzhen kangguan Technology Co., Ltd
According to the employment agreement of special legal counsel signed between Shenzhen kangguan Technology Co., Ltd. and Guangdong Xinda law firm, Guangdong Xinda law firm accepted the entrustment of Shenzhen kangguan Technology Co., Ltd. to act as the special legal counsel for its initial public offering of RMB ordinary shares and listing.
Guangdong Xinda law firm is in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of initial public offering of shares, the rules for the preparation and reporting of information disclosure of public securities companies No. 12 – legal opinions and lawyer work report on public offering of securities and the measures for the administration of securities legal business of law firms Relevant provisions of laws, regulations and normative documents such as the securities legal business practice rules of law firms (for Trial Implementation), and in accordance with the business standards, ethics and diligence recognized by the lawyer industry, Issue the lawyer work report of Guangdong Xinda law firm on the initial public offering and listing of RMB common shares of Shenzhen kangguan Technology Co., Ltd.
interpretation
In this lawyer work report, unless otherwise explained or explained in the context, the abbreviations used below represent the following full names or meanings respectively:
Abbreviation full name or meaning
Issuer / Shenzhen kangguan Technology Co., Ltd. / kangguan Technology
Shenzhen kangguan Computer Technology Co., Ltd. and Shenzhen kangguan Technology Co., Ltd. are the predecessor of the issuer
Sponsor shareholder of Shenzhen kangguan Technology Co., Ltd
Zhiyuan investment Shenzhen Zhiyuan Investment Co., Ltd. is a shareholder of the issuer
Horizon investment Shenzhen horizon investment management enterprise (limited partnership) is the shareholder of the issuer
Shiqing investment Shenzhen Shiqing investment management enterprise (limited partnership) is the shareholder of the issuer
Horizon investment Shenzhen horizon investment management enterprise (limited partnership) is the shareholder of the issuer
Shixin investment Shenzhen Shixin investment management enterprise (limited partnership) is the shareholder of the issuer
Huizhou kangguan Huizhou kangguan Technology Co., Ltd., a subsidiary of the issuer
Kangguan commercial Shenzhen kangguan Commercial Technology Co., Ltd. (formerly known as Shenzhen kangguan Technology Co., Ltd.) is a subsidiary of the issuer
Haoli intelligent Shenzhen Haoli Intelligent Technology Co., Ltd. is a subsidiary of the issuer
Haoli software Shenzhen Haoli Software Co., Ltd. is a subsidiary of the issuer
Kangguan intelligent Shenzhen kangguan Intelligent Technology Co., Ltd. is a subsidiary of the issuer
Mall Zhongwang Shenzhen mall Zhongwang Software Co., Ltd. (formerly known as Shenzhen kangguan Software Co., Ltd.) is a subsidiary of the issuer
Kangguan medical Shenzhen kangguan Medical Equipment Co., Ltd. is a subsidiary of the issuer
Hong Kong Commercial kangguan Technology (Hong Kong) Co., Ltd. is a subsidiary of kangguan commercial
Hong Kong kangguan medical equipment (Hong Kong) Co., Ltd. is a subsidiary of kangguan medical
Hong Kong kangguan Technology Co., Ltd., a subsidiary of the issuer
KTC TECHNOLOGY EUROPE SPÓ Ł KAZ OGRANICZON Ą
Poland kangguan odpowiedzialno Ś CI Ą (Poland KTC Technology Co., Ltd.), a subsidiary of Hong Kong kangguan
Korea kangguan 한국케이티씨테놀러지유한회사 (Korea KTC Technology Co., Ltd.) is a subsidiary of Hong Kong kangguan
Guolanshi Shenzhen guolanshi Industrial Co., Ltd. was once a subsidiary of the issuer
The issuer’s initial public offering of RMB common shares
The issuer issued RMB common shares for the first time and was listed on the main board of Shenzhen Stock Exchange
Articles of association, articles of association of Shenzhen kangguan Technology Co., Ltd., articles of Association (draft of articles of association of Shenzhen kangguan Technology Co., Ltd.), prospectus of initial public offering and listing of Shenzhen kangguan Technology Co., Ltd. (draft of application), audit report According to the context, unless otherwise specified, it refers to the audit report of Shenzhen kangguan Technology Co., Ltd. (dahuashen Zi [2021] No. 0014726)
According to the context, unless otherwise specified, the verification report of internal control report of Shenzhen kangguan Technology Co., Ltd. (dahuahezi [2021] No. 009077)
Legal opinion of KTC Technology (Hong Kong) Co., limited, legal opinion of KTC medical solutions (HK) Limited, legal opinion of Hong Kong kangguan Technology Co., Ltd
Legal opinion of Guangdong Xinda law firm on the initial public offering and listing of RMB common shares of Shenzhen kangguan Technology Co., Ltd
Lawyer’s work report: Guangdong Xinda law firm’s report on the initial public offering of Shenzhen kangguan Technology Co., Ltd. and the lawyer’s work report on the listing of RMB common shares
Reporting period: January 1, 2018 to December 31, 2020
Regions within the territory of the people’s Republic of China do not include the Hong Kong Special Administrative Region, the Macao Special Administrative Region and Taiwan as far as this lawyer work report is concerned
China Securities Regulatory Commission, China Securities Regulatory Commission, China Securities Regulatory Commission, China Securities Regulatory Commission, China Securities Regulatory Commission, China Securities Regulatory Commission, China Securities Regulatory Commission No. 12 rules for the compilation of information disclosure of public securities companies – legal meaning of public securities issuance No. 12 see the book and lawyer work report
Private equity fund Interim Measures for the supervision and administration of private investment funds Sponsor / Hua Chinalin Securities Co.Ltd(002945) Lin
Dahua Dahua Certified Public Accountants (special general partnership)
Xinda Guangdong Xinda law firm
Handling lawyer of Guangdong Xinda law firm
Senior management
Yuan unless otherwise specified, it is RMB yuan
Unless otherwise specified, the value in this lawyer’s work report usually retains 2 decimal places. If the total number is inconsistent with the mantissa of the sum of the sub item values, it is caused by rounding.
Section I Introduction
1、 Introduction to law firms and lawyers
(I) introduction to Guangdong Xinda law firm
Xinda was registered in Shenzhen, Guangdong Province on August 13, 1993, and now holds the practicing license of law firm (Unified Social Credit Code: 3144 Shenzhen Textile (Holdings) Co.Ltd(000045) 5766969w) issued by the Department of justice of Guangdong Province. The number of securities practicing lawyers is about 150. Cinda’s business scope mainly includes securities finance legal business, real estate legal business, litigation legal business, etc. Cinda has provided legal services for the initial issuance and listing, allotment and additional issuance, asset replacement and transfer of controlling shares of hundreds of Chinese and foreign companies. At present, he is the perennial legal adviser of many listed companies.
(II) brief introduction of signing lawyer
Lawyer Cai Yiwen, lawyer Cao Cui and lawyer Zhao Guoyang who signed the project have no violation records.
Lawyer Cai Yiwen, Bachelor of law from Jilin University and master of accounting from Wuhan University, joined Guangdong Xinda law firm in November 2011 and engaged in legal work such as investment and financing, M & A and reorganization. Lawyer Cai Yiwen has provided legal services for many listed companies, including China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) (sz China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) ), Lens Technology Co.Ltd(300433) (sz Lens Technology Co.Ltd(300433) ), Shenzhen Aoto Electronics Co.Ltd(002587) (sz02587), Shenzhen Infinova Limited(002528) (sz02528), Shenzhen Jt Automation Equipment Co.Ltd(300400) (sz Shenzhen Jt Automation Equipment Co.Ltd(300400) ), Star Precision emblem (sz Guangdong Saca Precision Manufacturing Co.Ltd(300464) ), Fibocom Wireless Inc(300638) (sz Fibocom Wireless Inc(300638) ).
contact information:
Tel: 075588265288 (general), 88265517 (direct)
Fax: 075588265537
Email: [email protected].
Lawyer Cao Cui graduated from China University of political science and law in 2012 with a master’s degree in law. He obtained the legal professional qualification certificate in 2008, obtained the legal professional qualification certificate in 2008, and joined Guangdong Cinda law firm since 2012. He joined Guangdong Cinda law firm in 2012, and has been engaged in the legal business of companies and securities since 2012. He has been engaged in the legal business of companies and securities, and has been engaged in the legal business of companies and securities. He has been 0019700197 China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) \\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\) Shenzhen Bestek Technology Co.Ltd(300822) (sz Shenzhen Bestek Technology Co.Ltd(300822) ) and other listed companies provide legal services.
contact information:
Tel: 075588265288 (general)
Fax: 075588265537
Email: [email protected].
Lawyer Zhao Guoyang, Bachelor of law and master of business law from Southwest University of political science and law; Joined Guangdong Xinda law firm in 2017, engaged in the legal business of companies and securities, and participated in the initial public offering and listing projects of Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) (sz Guizhou Taiyong-Changzheng Technology Co.Ltd(002927) ) and Dongguan Tarry Electronics Co.Ltd(300976) (sz Dongguan Tarry Electronics Co.Ltd(300976) ) Shenzhen Aoto Electronics Co.Ltd(002587) (sz Shenzhen Aoto Electronics Co.Ltd(002587) ) non public offering of shares, Lens Technology Co.Ltd(300433) (Hong Kong) Co., Ltd. non public offering of exchangeable bonds, Lens Technology Co.Ltd(300433) (sz Lens Technology Co.Ltd(300433) ) issuing shares to specific objects and listing on GEM and other refinancing projects.
contact information:
Tel: 075583265288 (general)
Fax: 075583243108
Email: [email protected].
2、 The lawyer’s work process of preparing the lawyer’s work report and legal opinion in order to prepare the lawyer’s work report and legal opinion, Xinda has assigned lawyers to carry out the following work:
