Hubei haolv law firm
About Hubei Century Network Technology Inc(300494)
Of the third extraordinary general meeting of shareholders in 2021
Legal opinion
Hubei haolv law firm
HUBEI EXCELLENT LAWYER LAW FIRM
December, 2001
Hubei haolv law firm
About Hubei Century Network Technology Inc(300494)
Of the third extraordinary general meeting of shareholders in 2021
Legal opinion
No.: (2021) ehlvyizi No. 0008 to: Hubei Century Network Technology Inc(300494)
Entrusted by Hubei Century Network Technology Inc(300494) (hereinafter referred to as " Hubei Century Network Technology Inc(300494) " or "the company"), Hubei haolv law firm appointed our lawyer Zhang Dian and lawyer Xu Lu (hereinafter referred to as "our lawyer") to attend the third extraordinary shareholders' meeting in 2021 (hereinafter referred to as "the shareholders' meeting") held in the company's conference room on Hubei Century Network Technology Inc(300494) December 14, 2021 ）, witness the legitimacy of this shareholders' meeting and issue legal opinions.
This legal opinion is 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 for the general meeting of shareholders of listed companies (Revised in 2016) (hereinafter referred to as the "rules for the general meeting of shareholders") and other relevant laws, regulations and normative documents, as well as the Hubei Century Network Technology Inc(300494) articles of association (hereinafter referred to as the "articles of association").
In order to issue this legal opinion, our lawyers checked the relevant documents and materials of Hubei Century Network Technology Inc(300494) this general meeting of shareholders, and listened to the statements and explanations of the company on relevant facts. Hubei Century Network Technology Inc(300494) promises that it has provided the materials necessary for our lawyers to issue this legal opinion, and the original materials, copies, copies and other materials and oral testimony provided are true, accurate and reliable
Complete requirements, and 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, the qualification of the attendees, the qualification of the convener, the voting procedures and the voting results of the general meeting of shareholders comply with the company law, the securities law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association Express opinions in accordance with the rules of procedure of the Hubei Century Network Technology Inc(300494) general meeting of shareholders (hereinafter referred to as 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 these proposals.
This legal opinion is only for Hubei Century Network Technology Inc(300494) the purpose of legality of relevant matters of this general meeting of shareholders, and shall not be used for any other purpose.
Based on the above, our lawyers have verified and verified the relevant documents and relevant facts provided by Hubei Century Network Technology Inc(300494) in accordance with the provisions of laws, regulations and normative documents, in accordance with the recognized business standards, ethics and the spirit of diligence in the lawyer industry, and now express the following legal opinions:
1、 Convening and convening procedures of the general meeting of shareholders
(i) Convening of this meeting
1. On November 26, 2021, Hubei Century Network Technology Inc(300494) made a resolution at the eighth meeting of the Fourth Board of directors, which decided to convene the third extraordinary general meeting of shareholders in 2021 on December 14, 2021. According to the above-mentioned resolutions of the board of directors and the relevant provisions of the articles of association, this general meeting of shareholders is convened by the board of directors of the company.
2. November 27, 2021, cninfo.com（ http://www.cn.info.com..cn. ）
The Hubei Century Network Technology Inc(300494) notice on convening the third extraordinary general meeting of shareholders in 2021 was issued, announcing the time, place, method, participants, registration methods of shareholders attending the meeting and relevant matters considered by the general meeting of shareholders, and fully disclosing the contents of relevant proposals.
（2） Convening of this meeting
1. The meeting adopts on-site voting and online voting.
The on-site meeting was held at 15:00 on Tuesday, December 14, 2021 in the company conference room, 9 / F, building B7, Guanggu financial port, Wuhan, Hubei Province.
The online voting time is December 14, 2021. The specific time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on December 14, 2021; The specific time for voting through the Internet system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on December 14, 2021.
2. Chairman Lai Chunlin presided over the meeting and deliberated on the proposals listed in the meeting notice. The staff of the board of directors recorded the meeting on the spot. The minutes of the meeting shall be signed by the chairman, directors, supervisors and Secretary of the board of directors attending the meeting.
3. There is no voting on matters not listed in the notice of convening the meeting.
Our lawyers believe that Hubei Century Network Technology Inc(300494) if the actual time, place and content of the shareholders' meeting are consistent with those notified in the notice, the convening and convening procedures of the meeting comply with the company law, rules of shareholders' meeting and other laws, regulations and the company law
Address: 3 / F, 7 / F, Jinya building, Changqing Third Road, Wuhan, China Tel: (86) (027) 85884468 the articles of association and the rules of procedure of the general meeting of shareholders.
2、 Qualification of personnel attending the general meeting of shareholders and convener of the meeting
(i) Meeting attendees
1. As of 15:00 p.m. on Wednesday, December 8, 2021, all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. have the right to attend the general meeting of shareholders and may entrust agents in writing to attend and vote at the meeting. 2. Directors, supervisors and senior managers of the company.
3. Witness lawyer employed by the company.
（2） Actual attendance
There are 5 shareholders with voting rights and their authorized agents attending the on-site meeting and online voting, and the number of shares representing voting rights is 102126364, accounting for 42.5527% of the total shares of the company. Of which:
1. There are 2 Shareholders and shareholders' agents with voting rights attending the on-site meeting. The number of shares representing voting rights is 80416364, accounting for 33.5068% of the total shares of the company.
The lawyer of the firm checked the business license, resident ID card and other relevant documents of the shareholders attending the meeting. The shareholders attending the meeting are the shareholders recorded in the register of shareholders on the equity registration date of the meeting, and the power of attorney of the shareholder agent is true and valid.
2. According to the online voting results of the meeting provided by Shenzhen Securities Information Co., Ltd., there are 3 shareholders with voting rights participating in the online voting of the general meeting of shareholders, representing 21710000 shares with voting rights, accounting for 9.0458% of the total shares of the company.
After verification, our lawyers believe that the qualifications of the above participants and the information provided are inconsistent
Address: 4th floor, 7th floor, Jinya building, Changqing 3rd road, Wuhan, China Tel: (86) (027) 85884468
Comply with laws, regulations, normative documents and the articles of Association; Of this shareholders' meeting
The convener is the board of directors of the company, which complies with laws, regulations, normative documents and the articles of association
Provisions of the.
3、 Voting procedures of the general meeting of shareholders
(i) The meeting adopted on-site voting and online voting to vote on the proposals of the meeting
A vote was taken.
（2） The meeting was held in accordance with the company law, the rules of the general meeting of shareholders and other relevant laws
Shareholders' representatives, supervisors' representatives and
Our lawyers are jointly responsible for counting and supervising votes.
（3） After voting at this meeting, the company consolidated and summarized the voting results of this meeting
As a result, the moderator announced the voting results at the meeting.
The lawyer of the firm believes that the voting procedure of the general meeting of shareholders of the company complies with the company law
The rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association
According to relevant regulations, the voting procedures of this meeting are legal and valid.
4、 Voting results of the general meeting of shareholders
According to the statistics of the voting results of on-site voting and online voting, the general meeting of shareholders
The voting results of the deliberation proposal are as follows:
To discuss the proposal of effective voting rights, consent shares, opposition shares, abstention shares, consent shares, proposal name, total number of shares (shares) (shares) (shares) proportion, whether it is passed No. (shares)
1 proposal on the appointment of 102126364 10212636400 100% qualified audit institutions in 2021
Address: 5 / F, 7 / F, Jinya building, Changqing Third Road, Wuhan, China Tel: (86) (027) 85884468
On the election of Zou Xueyi's daughter
2. The board of supervisors of the fourth session of the board of supervisors is not 102126364, and 10212636400100% passed the deliberation of employee representative supervisors
Case
The lawyers of the firm believe that the voting procedures and voting results of the company's general meeting of shareholders are in line with the company's regulations
The voting results are in accordance with the provisions of the administration of justice, the rules of procedure of the general meeting of shareholders and the articles of association
Legal and effective.
5、 Concluding observations
In conclusion, our lawyers believe that Hubei Century Network Technology Inc(300494) the convening and convening of this general meeting of shareholders
The procedures, attendance and convener's qualifications are in accordance with the company law and the provisions of the general meeting of shareholders
The provisions of laws, regulations, normative documents and the articles of Association; Current shares of the company
The voting procedures and results of the general meeting of shareholders comply with the rules of procedure of the general meeting of shareholders and the articles of association
The voting results are legal and valid.
This legal opinion is made in duplicate, which shall come into force after being sealed by the office and signed by the undertaking lawyer.
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Address: 6 / F, 7 / F, Jinya building, Changqing Third Road, Wuhan, China Tel: (86) (027) 85884468
(there is no text on this page, which is the signature page of the legal opinions of Hubei haolv law firm on Hubei Century Network Technology Inc(300494) the third extraordinary general meeting of shareholders in 2021)
person in charge:
Liang Chen
Attorney in charge:
Zhang Dian
Attorney in charge:
Xu Lu
December 14, 2021
Address: 7 / F, Jinya building, Changqing Third Road, Wuhan, China Tel: (86) (027) 85884468
