Shanghai jintiancheng law firm
About Hna Technology Co.Ltd(600751)
Of the second extraordinary general meeting of shareholders in 2022
Legal opinion
Address: 9/11/12 level, Shanghai Center Tower, 501 Yingcheng Middle Road, Pudong New Area, Shanghai.
Tel: 02120511000 Fax: 02120511999
Postal Code: 200120
Shanghai jintiancheng law firm
About Hna Technology Co.Ltd(600751)
Of the second extraordinary general meeting of shareholders in 2022
Legal opinion
To: Hna Technology Co.Ltd(600751)
Shanghai jintiancheng law firm (hereinafter referred to as “the firm”), as the legal adviser of Hna Technology Co.Ltd(600751) (hereinafter referred to as “the company”), is entrusted by the company to appoint lawyers to attend the second extraordinary general meeting of shareholders in 2022 (hereinafter referred to as “the general meeting of shareholders”). Affected by the epidemic of pneumonia caused by New Coronavirus, the lawyers appointed by this institute attended the shareholders’ meeting by video to witness the shareholders’ meeting. In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the rules of the general meeting of shareholders of listed companies and other relevant laws, regulations and normative documents, as well as the Hna Technology Co.Ltd(600751) articles of Association (hereinafter referred to as the “articles of association”) In accordance with the rules of procedure of Hna Technology Co.Ltd(600751) general meeting of shareholders (hereinafter referred to as “rules of procedure of general meeting of shareholders”), witness and issue legal opinions on this general meeting of shareholders.
In order to issue this legal opinion, our lawyers reviewed the relevant documents and materials of the company’s general meeting of shareholders. The lawyer of the firm has obtained the following guarantee from the company, that is, he has provided the materials that the lawyer of the firm considers necessary for issuing this legal opinion, the original materials, copies, copies and other materials and oral testimony provided meet the requirements of authenticity, accuracy and completeness, and the relevant copies, copies and other materials are consistent with the original materials.
In this legal opinion, the lawyers of the firm only discuss whether the convening and convening procedures of the general meeting of shareholders, the qualifications of the attendees and conveners, the voting procedures and voting results of the meeting comply with the company law, the securities law, the rules for the general meeting of shareholders of listed companies and other laws, regulations, normative documents and the articles of association Express opinions in accordance with the rules of procedure of the general meeting of shareholders, and do not express opinions on the contents of the proposals considered at the meeting and the authenticity and accuracy of the facts or data expressed in such proposals.
This legal opinion is only for the purpose of legality of relevant matters of the company’s general meeting of shareholders, and shall not be used for any other purpose.
In accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, our lawyers have verified and verified the relevant documents and relevant facts provided by the company, and now issue legal opinions as follows: I. convening and convening procedures of this general meeting of shareholders
（1） The company issued the notice of Hna Technology Co.Ltd(600751) on convening the second extraordinary general meeting of shareholders in 2022 (hereinafter referred to as the “Notice of the meeting”) on the designated media on February 12, 2022. The notice of the meeting specifies the convener, time, method, date of equity registration, participants, place of the on-site meeting, proposal deliberated at the meeting, on-site meeting registration method, on-site meeting contact information, etc.
（2） The general meeting of shareholders was held by combining on-site voting and online voting. The on-site meeting was held at 14:00 p.m. on Wednesday, March 2, 2022 at No. 143, Chongqing Road, Heping District, Tianjin; The voting time through the trading system voting platform of the online voting system of the general meeting of shareholders of Shanghai Stock Exchange is: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on March 2, 2022; The time for voting through the Internet voting platform of the online voting system of the general meeting of shareholders of Shanghai Stock Exchange is 9:15-15:00 on March 2, 2022. The time, place and mode of the meeting shall comply with the contents of the meeting notice. After verification, our lawyers believe that the convening and convening procedures of the general meeting of shareholders comply with the provisions of the company law, the securities law, the rules of the general meeting of shareholders of listed companies and other laws, regulations and normative documents, as well as the articles of association and the rules of procedure of the general meeting of shareholders. 2、 Qualification of participants and conveners of the general meeting of shareholders
（1） Personnel attending the general meeting of shareholders
1. General situation of attending the meeting: the equity registration date of this shareholders’ meeting: the equity registration date of A-Shares is February 22, 2022; The registration date of B shares is February 25, 2022. A total of 87 shareholders and their entrusted agents attended the general meeting of shareholders, and the total number of voting shares held by them was 863017622, accounting for 29.77% of the total number of voting shares of the company; Among them, there are 7 B-share shareholders and their entrusted agents attending the general meeting of shareholders. The total number of voting shares held by them is 1764837, accounting for 0.06% of the total number of voting shares of the company.
2. Attendance at the on-site meeting: there are 3 shareholders and their entrusted agents attending the on-site meeting. The total number of voting shares held by them is 854332085, accounting for 29.47% of the total number of voting shares of the company. Among them, there is a total of one B-share shareholder and the entrusted agent of the shareholder attending the general meeting of shareholders, and the total number of voting shares held is 888800, accounting for 0.03% of the total number of voting shares of the company.
3. Online voting: there are 84 shareholders voting online, and the total number of voting shares held is 8685537, accounting for 0.30% of the total voting shares of the company. Among them, there are 6 B-share shareholders voting through the Internet, and the total number of voting shares held is 876037, accounting for 0.03% of the total voting shares of the company.
4. Some directors and supervisors of the company.
（2） Personnel attending the general meeting of shareholders as nonvoting delegates
1. Senior management.
2. Lawyers employed by the company (video attendance).
3. Other personnel.
（3） Convener of the meeting
Verified by our lawyers, the convener of this general meeting of shareholders is the board of directors of the company.
After verification, our lawyers believe that the qualifications of the personnel attending the general meeting of shareholders and the convener of the general meeting of shareholders comply with the provisions of the company law, the securities law, the rules for the general meeting of shareholders of listed companies and other laws, regulations and normative documents, as well as the articles of association and the rules of procedure of the general meeting of shareholders.
3、 Voting procedures and results of this general meeting of shareholders
（1） The shareholders’ meeting deliberated and voted on all proposals listed in the notice of meeting one by one.
（2） The general meeting of shareholders adopts a combination of on-site voting and online voting. The votes shall be counted and monitored in accordance with the company law, the securities law, the rules of the general meeting of shareholders of listed companies and other relevant laws, regulations and normative documents, as well as the articles of association and the rules of procedure of the general meeting of shareholders; The votes were counted and announced on the spot. The shareholders and their proxies attending the on-site meeting did not raise any objection to the voting results of the on-site voting.
（3） According to the statistics of on-site voting and online voting results, the voting results of the proposals considered at the shareholders’ meeting are as follows:
Content of the proposal: number of affirmative votes, number of affirmative votes, number of negative votes, number of abstention votes, whether the abstention proportion (shares) (%) (shares) (%) (shares) (%) is passed
Non cumulative voting motion
1. About participating shares 8597196 99617832932790.38164700 0.0006
Election in jedong 43
Mr. Hui is a director of the company, of which:
Small and medium-sized investment in the proposal 627635865553932932793439694700 0.0492
Investor
2. About participating shares 8597144 99617232984790.38224700 0.0006
Election of fan Weidong 43
Ms. Qing is a director of the company, of which:
Small and medium-sized vote on the proposal 627115865499632984793445124700 0 0.0492
Investor
Note 1: “small and medium-sized investors” refer to directors, supervisors, senior managers and individual or joint investors of listed companies
Shareholders who hold more than 5% of the company’s shares.
After verification, our lawyers believe that the voting procedures of this general meeting of shareholders comply with the provisions of the company law, the securities law, the rules of the general meeting of shareholders of listed companies and other laws, regulations and normative documents, as well as the articles of association and the rules of procedure of the general meeting of shareholders, and the voting results are legal and effective. 4、 Concluding observations
To sum up, our lawyers believe that the convening and convening procedures, the qualifications of attendees and conveners, and the voting procedures of this general meeting of shareholders of the company comply with the provisions of the company law, the securities law, the rules of the general meeting of shareholders of listed companies and other laws, regulations and normative documents, as well as the articles of association and the rules of procedure of the general meeting of shareholders, and the voting results are legal Effective.
This legal opinion is made in triplicate, which takes effect after being signed by the handling lawyer and the person in charge of this office and sealed by this office. (no text below)
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Address: 9, 11, 12 floors of Shanghai Center Tower, No. 501, Yingcheng Middle Road, Pudong New Area, Shanghai, zip: 200120
Tel: (86) 2120511000; Fax: (86) 2120511999 website: http://www.allbrightlaw.com./
