Beijing Zhonglun (Shenzhen) law firm
About Shenzhen Sinexcel Electric Co.Ltd(300693)
2022 restricted stock incentive plan (Draft)
Legal opinion
March, 2002
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Building 803803, Futian District, Shenzhen, China
8-10/F, Tower A, Rongchao Tower, 6003 Yitian Road, Futian District, Shenzhen, Guangdong 518026, P. R. China
Tel: + 86 75533256666 Fax: + 86 75533206888 / 6889
Website: www.zhonglun.com com.
Beijing Zhonglun (Shenzhen) law firm
About Shenzhen Sinexcel Electric Co.Ltd(300693)
2022 restricted stock incentive plan (Draft)
Legal opinion
To: Shenzhen Sinexcel Electric Co.Ltd(300693)
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”) and the measures for the administration of equity incentive of listed companies (hereinafter referred to as the “administrative measures”) Beijing Zhonglun (Shenzhen) law firm (hereinafter referred to as “the exchange”) accepts the entrustment of Shenzhen Sinexcel Electric Co.Ltd(300693) (hereinafter referred to as “the company” or ” Shenzhen Sinexcel Electric Co.Ltd(300693) “) in accordance with the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules (hereinafter referred to as “the listing rules”), This legal opinion is issued on the relevant matters involved in the 2022 restricted stock incentive plan (hereinafter referred to as the “incentive plan”) to be implemented by the company.
In order to issue this legal opinion, our lawyers have checked and verified the relevant documents and facts of this incentive plan in accordance with the provisions of relevant laws, administrative regulations, normative documents and the requirements of our business rules, based on the principle of prudence and importance. For this legal opinion, our lawyers make the following statement:
1. In the course of work, our lawyers have been assured by the company that the company has provided our lawyers with the original written materials, copies and oral testimony that our lawyers believe are necessary for the preparation of legal opinions, and the documents and materials provided are true, complete and effective without concealment, falsehood and major omissions. 2. The lawyers of this firm shall express legal opinions in accordance with the facts that have occurred or existed before the date of issuance of this legal opinion, the current national laws, regulations, normative documents such as the company law, the securities law and the relevant provisions of the CSRC.
3. For the fact that this legal opinion is very important and cannot be supported by independent evidence, our lawyers rely on the supporting documents issued by relevant government departments or other relevant units and the publicly available information of the competent department as the basis for making this legal opinion.
4. In accordance with the provisions of the securities law, the measures for the administration of securities legal business conducted by law firms and the rules for the practice of securities legal business of law firms (for Trial Implementation), and the facts that have occurred or exist before the date of issuance of this legal opinion, the firm and its handling lawyers have strictly performed their statutory duties and followed the principles of diligence and good faith, Sufficient verification and verification have been carried out to ensure that the facts identified in this legal opinion are true, accurate and complete, the concluding opinions issued are legal and accurate, and there are no false records, misleading statements or major omissions, and bear corresponding legal liabilities.
5. This legal opinion only expresses legal opinions on legal issues in China related to this incentive plan. The firm and its handling lawyers are not qualified to express professional opinions on professional matters such as accounting and auditing and overseas legal matters.
6. Our lawyer agrees to take this legal opinion as a necessary legal document for this incentive plan.
7. This legal opinion is only for the purpose of this incentive plan 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, and on the basis of full verification and verification of the relevant documents and facts provided by the company, our lawyers hereby issue the following legal opinions:
interpretation
In this legal opinion, unless otherwise specified, the following abbreviations or terms have the following meanings:
Company / Shenzhen Sinexcel Electric Co.Ltd(300693) means Shenzhen Sinexcel Electric Co.Ltd(300693)
This incentive plan refers to Shenzhen Sinexcel Electric Co.Ltd(300693) 2022 restricted stock incentive plan
Company Law refers to the company law of the people’s Republic of China
Securities Law refers to the securities law of the people’s Republic of China
The Administrative Measures refer to the administrative measures for equity incentive of listed companies
Listing Rules refers to the Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020)
Self regulation refers to the guidelines for self regulation of companies listed on the growth enterprise market of Shenzhen Stock Exchange No. 1 – business handling
The articles of association refers to the articles of association of Shenzhen Sinexcel Electric Co.Ltd(300693) currently in force
Incentive plan (draft refers to the incentive plan of Shenzhen Sinexcel Electric Co.Ltd(300693) 2022 restricted stock incentive plan)
The assessment measures refer to the measures for the administration of the assessment of the implementation of the Shenzhen Sinexcel Electric Co.Ltd(300693) 2022 restricted stock incentive plan
This legal opinion refers to the legal opinion of Beijing Zhonglun (Shenzhen) law firm on the 2022 restricted stock incentive plan (Draft) of Shenzhen Shenghong Electric Co., Ltd
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
This firm / Zhonglun refers to Beijing Zhonglun (Shenzhen) law firm
Yuan means RMB yuan
China / China means the people’s Republic of China
Text
1、 Conditions for the company to implement the incentive plan
（1） Subject qualification of the company
According to the information provided by the company and retrieved and verified by our lawyers, as of the date of issuance of this legal opinion, the basic information of the company is as follows:
Company name Shenzhen Sinexcel Electric Co.Ltd(300693)
Unified social credit code 91440 Beijing Beetech Inc(300667) 0956180
Company type: joint stock limited company (listed)
Legal representative: Fang Xing
Registered address: Building 6, zone 2, baiwangxin high tech Industrial Park, No. 1002, Songbai Road, Xili street, Nanshan District, Shenzhen
Business term: September 28, 2007 to no fixed term
Existence of registration status (in operation, opening, registered)
Business scope general business items are: power quality products (including active power filter; static var generator; power quality optimizer; dynamic voltage regulator; low voltage treatment equipment; power quality monitoring equipment; electrical energy-saving products) Intelligent microgrid products (including off grid and grid connected photovoltaic inverters; off grid and grid connected energy storage inverters; emergency power supply; energy storage unit), electric vehicle charging products (including electric vehicle charger power module; split charging cabinet; outdoor integrated pile; various customized rectifier power supplies) Technical development and sales of feedback charging and discharging power supply products (including lead-acid battery charging and discharging inverter power supply; cell forming and capacity dividing equipment; lithium battery pack testing equipment; power battery pack testing system; feedback electronic load system); R & D, design, system integration, sales and technical services of automation equipment and related software (the above items are not limited); Design of charging station system, rectifier power module and system, operation power module and system Cecep Solar Energy Co.Ltd(000591) power generation system design; Design of battery energy storage system of micro grid wind energy photovoltaic diesel generator; Operate import and export business; House leasing; Development, sales and technical services of high-voltage, high-frequency and high-capacity power electronic device technology, intelligent power electronic module technology, high-power frequency conversion technology and high-power frequency conversion speed regulation device technology and related products.
(except for projects prohibited by laws, administrative regulations and decisions of the State Council, restricted projects can be operated only after obtaining permission).
The licensed business items are: power quality products (including active power filter; static var generator; power quality optimizer; dynamic voltage regulator; low voltage treatment equipment; power quality monitoring equipment; electrical energy-saving products) Intelligent microgrid products (including off grid and grid connected photovoltaic inverters; off grid and grid connected energy storage inverters; emergency power supply; energy storage unit), electric vehicle charging products (including electric vehicle charger power module; split charging cabinet; household
External integral pile; Production of various customized rectifier power supplies) and feedback charging and discharging power supply products (including lead-acid battery charging and discharging inverter power supply; cell forming and capacity dividing equipment; lithium battery pack testing equipment; power battery pack testing system; feedback electronic load system) Cecep Solar Energy Co.Ltd(000591) construction of power generation system; Construction, operation and maintenance of renewable energy distributed power stations; Development, construction, operation and maintenance of off grid and grid connected photovoltaic thermal power stations; Construction of micro grid wind energy photovoltaic diesel generator battery energy storage system, charging station system, rectifier power module and system, operation power module and system; Construction and operation of charging stations for new energy vehicles; Production of automation equipment and related software; Production of high voltage, high frequency and large capacity power electronic device technology, intelligent power electronic module technology, high-power frequency conversion technology, high-power frequency conversion speed regulation device technology and related products.
Approved by the reply on approving Shenzhen Sinexcel Electric Co.Ltd(300693) initial public offering (zjxk [2017] No. 1358) of China Securities Regulatory Commission, the company issued 22.81 million ordinary shares in RMB for the first time. RMB ordinary shares issued by the company
