Hunan Qiyuan law firm
HUNAN QIYUAN LAW FIRM
410007, floor 17, block a, Jiatian international new town, No. 359, second section of Furong Middle Road, Changsha, Hunan Tel: 07318295-3778 Fax: 07318295-3779 http://www.qiyuan.com.
Hunan Qiyuan law firm
About Hunan Valin Steel Co.Ltd(000932)
Legal opinion of the first extraordinary general meeting of shareholders in 2022
To: Hunan Valin Steel Co.Ltd(000932)
Entrusted by Hunan Valin Steel Co.Ltd(000932) (hereinafter referred to as "the company"), Hunan Qiyuan law firm (hereinafter referred to as "the firm") witnessed the first extraordinary general meeting of shareholders of the company in 2022 (hereinafter referred to as "the general meeting of shareholders"), and in accordance with the company law of the people's Republic of China (hereinafter referred to as "the company law") This legal opinion is issued in accordance with the current laws, regulations, rules and normative documents of China, such as the rules for the general meeting of shareholders of listed companies (hereinafter referred to as the "rules for the general meeting of shareholders") and the relevant provisions of the articles of association of Hunan Hunan Valin Steel Co.Ltd(000932) Co., Ltd. (hereinafter referred to as the "articles of association"). In order to issue this legal opinion, we assigned our lawyers to attend the shareholders' meeting as nonvoting delegates, witnessed the shareholders' meeting on the spot in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, and verified and verified the documents, materials and facts related to the shareholders' meeting provided by the company.
The legal opinion issued by the exchange is based on the company's assurance to the exchange that the company has provided the exchange with the materials and information necessary for issuing the legal opinion, and all facts and materials sufficient to affect the legal opinion have been disclosed to the exchange; All materials and information provided by the company to the exchange are true, accurate and complete without any false records, misleading statements or major omissions. The signatures and / or seals on all materials are true and valid, and the relevant copies or copies are consistent with the original or the original.
This legal opinion only expresses opinions on the convening and convening procedures, the qualifications of the convener and attendees, the voting procedures and the legitimacy and validity of the voting results of this general meeting of shareholders in accordance with the requirements of Article 5 of the rules of general meeting of shareholders, and does not guarantee the authenticity, accuracy and Express opinions on completeness or legality and effectiveness.
This legal opinion is only used for the purpose of witnessing this general meeting of shareholders. The exchange agrees that the company will announce this legal opinion together with other documents of this general meeting of shareholders in accordance with relevant regulations. Without the written consent of the exchange, this legal opinion shall not be used for any other purpose or purpose.
1. Convening and convening procedures of the general meeting of shareholders
1.1 on February 14, 2022, the 25th meeting of the seventh board of directors of the company deliberated and approved the proposal on the proposal of the board of directors to convene the first extraordinary general meeting of shareholders in 2022, and decided to convene this general meeting of shareholders on March 2, 2022.
1.2 on February 15, 2021, the board of directors of the company announced the notice on convening the first extraordinary general meeting of shareholders of the company in 2022 (hereinafter referred to as the "Notice of general meeting of shareholders") in the media newspapers designated by the China Securities Regulatory Commission and on the tide consulting website. 1.3 the general meeting of shareholders is held by combining online voting and on-site meeting.
The specific time for online voting through the trading system of Shenzhen Stock Exchange at this shareholders' meeting is the trading time on March 2, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The time of voting through the Internet voting system is 9:15 a.m. on March 2, 2022, and the end time is 3:00 p.m. on October 28, 2021.
The on-site meeting of the general meeting of shareholders was held at 2:30 p.m. on March 2, 2022 in conference room 1206, Valin main building, No. 222 Xiangfu West Road, Tianxin District, Changsha City, Hunan Province. The time, place and proposal of the meeting were consistent with the notice of the general meeting of shareholders.
Accordingly, the exchange believes that the convening and convening procedures of this general meeting of shareholders comply with the company law, rules of general meeting of shareholders and other laws and regulations and the relevant provisions of the articles of association. 2 the qualifications of the convener and attendees of the general meeting of shareholders 2.1 the general meeting of shareholders is convened by the board of directors of the company, and the qualifications of the convener comply with the provisions of the company law and the articles of association. 2.2 according to the inspection, the shareholders attending the on-site meeting of the general meeting of shareholders and voting through the Internet and their proxy representatives have a total of 3225289545 voting shares, accounting for 466849% of the total voting shares of the company, They are the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited on the equity registration date determined by the board of directors of the company or their legally authorized entrusted agents. 2.3 some directors, supervisors, senior managers and lawyers of the company attended or attended the shareholders' meeting as nonvoting delegates.
Accordingly, the exchange believes that the qualifications of the convener and attendees of the general meeting of shareholders comply with the relevant provisions of the company law, the rules of the general meeting of shareholders and the articles of association, and are legal and effective. 3 voting procedures and results of the general meeting of shareholders
The shareholders' meeting adopted the combination of on-site voting and online voting. The shareholders and shareholders' agents attending the shareholders' meeting deliberated the proposals listed in the notice of shareholders' meeting. The company monitored, checked and counted the votes according to the procedures specified in the articles of association, and published the voting results on the spot. The proposals of this general meeting of shareholders were passed by voting, and the specific voting results are as follows: 3.1 proposal on electing candidates for non independent directors of the eighth board of directors of the company
(1) Xiao zunhu
Total voting: 3220588265 shares were approved, accounting for 998542% of the total shares represented by all shareholders attending the meeting.
Among them, the voting situation of small and medium-sized investors: 197377810 shares agreed,
Accounting for 976735% of the shares held by minority shareholders attending the meeting.
(2) Yi Zuo
Total voting: 3222461106 shares were approved, accounting for 999123% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: agreed to 199250651 shares, accounting for 986003% of the shares held by small and medium-sized shareholders attending the meeting.
(3) Xiao Ji
Total voting: 3211866054 shares were approved, accounting for 995838% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 188655599 shares were agreed, accounting for 933573% of the shares held by small and medium-sized shareholders attending the meeting.
(4) Yang Xianghong
Total voting: 3210551287 shares were approved, accounting for 995430% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 187340832 shares were agreed, accounting for 927067% of the shares held by small and medium-sized shareholders attending the meeting.
(5) Li Jianyu
Total voting: 3220597909 shares were approved, accounting for 998545% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 197387454 shares were agreed, accounting for 976783% of the shares held by small and medium-sized shareholders attending the meeting.
(6) Wang Xueyan
Total voting: 3220588109 shares were approved, accounting for 998542% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 197377654 shares were agreed, accounting for 976735% of the shares held by small and medium-sized shareholders attending the meeting.
3.2 proposal on election of independent director candidates of the 8th board of directors of the company
(1) Zhao Junwu
Total voting: 3223654232 shares were approved, accounting for 999493% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: agreed to 200443777 shares, accounting for 991908% of the shares held by small and medium-sized shareholders attending the meeting.
(2) Xiao Haihang
Total voting: 3224958782 shares were approved, accounting for 999897% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: they agreed to 201748327 shares, accounting for 998363% of the shares held by small and medium-sized shareholders attending the meeting.
(3) Jiang Yanhui
Total voting: 3225484783 shares were approved, accounting for 1 Shenzhen Agricultural Products Group Co.Ltd(000061) % of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 202274328 shares were agreed, accounting for 1 Chn Energy Changyuan Electric Power Co.Ltd(000966) % of the shares held by small and medium-sized shareholders attending the meeting.
3.3 proposal on the election of candidates for supervisors on behalf of shareholders of the eighth board of supervisors of the company
(1) Ren Maohui
Total voting: 3200844355 shares were approved, accounting for 992421% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 177633900 shares were agreed, accounting for 879032% of the shares held by small and medium-sized shareholders attending the meeting.
(2) Tang Jianhua
Total voting: 3225705381 shares were approved, accounting for 1000129% of the total shares represented by all shareholders attending the meeting. Among them, the voting of small and medium-sized investors: 202494926 shares were agreed, accounting for 1 Shanghai Welltech Automation Co.Ltd(002058) % of the shares held by small and medium-sized shareholders attending the meeting.
Accordingly, the exchange believes that the voting procedures and results of this general meeting of shareholders comply with the relevant provisions of the company law, the rules of general meeting of shareholders and the articles of association, and are legal and effective. 4. Concluding comments
In conclusion, the exchange believes that the convening and convening procedures, the qualifications of conveners and attendees, voting procedures and voting results of this general meeting of shareholders comply with the relevant provisions of the company law, the rules of general meeting of shareholders and the articles of association, and are legal and effective.
This legal opinion is made in duplicate, one for the company and one for the exchange.
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(there is no text on this page, which is the signature and seal page of the legal opinion of Hunan Qiyuan law firm on the first extraordinary general meeting of shareholders in Hunan Valin Steel Co.Ltd(000932) 2022)
person in charge:
Ding Shaobo
Handling lawyer:
Liao Qingyun
Handling lawyer:
Wang Qiankun
specific date
