Report of Beijing Jindu law firm on the initial public offering of wankai new materials Co., Ltd. and its listing on the gem
of
Supplementary legal opinion (VI)
December, 2001
catalogue
1、 Question 1 of the implementation letter About litigation disputes 5 II. Other matters to be explained by lawyers of the exchange 9 to: wankai New Material Co., Ltd
Beijing Jindu law firm (hereinafter referred to as the firm) is entrusted by wankai new materials Co., Ltd. (hereinafter referred to as the issuer or wankai new materials) to act as the special legal adviser for the issuer's initial public offering and listing on the gem (hereinafter referred to as the offering and listing).
In accordance with the securities law of the people's Republic of China, the company law of the people's Republic of China, the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation), the measures for the administration of securities legal business of law firms, and the rules for the practice of securities legal business of law firms (for Trial Implementation) Rules for the preparation and reporting of information disclosure by public securities companies No. 12 - legal opinions and lawyers' work report on public securities issuance and other laws and administrative regulations in force in the people's Republic of China (hereinafter referred to as China, excluding the Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan region for the purpose of this legal opinion) The rules and normative documents and the relevant provisions of the China Securities Regulatory Commission, in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, Beijing Jindu law firm's lawyer work report on wankai New Material Co., Ltd.'s initial public offering and listing on the gem (hereinafter referred to as the lawyer work report) and Beijing Jindu law firm's legal opinion on wankai New Material Co., Ltd.'s initial public offering and listing on the gem have been issued (hereinafter referred to as the legal opinion), the supplementary legal opinion of Beijing Jindu law firm on the initial public offering and listing on the gem of wankai new materials Co., Ltd. (hereinafter referred to as the supplementary legal opinion (I)) The supplementary legal opinion (II) of Beijing Jindu law firm on the initial public offering and listing on the gem of wankai new materials Co., Ltd. (hereinafter referred to as the supplementary legal opinion (II)) The supplementary legal opinion (III) of Beijing Jindu law firm on wankai new materials Co., Ltd.'s initial public offering and listing on the gem (hereinafter referred to as the supplementary legal opinion (III)) The supplementary legal opinion (IV) of Beijing Jindu law firm on the initial public offering and listing on the gem of wankai new materials Co., Ltd. (hereinafter referred to as the supplementary legal opinion (IV)) Beijing Jindu law firm's supplementary legal opinion (V) on wankai new materials Co., Ltd.'s initial public offering and listing on the gem (hereinafter referred to as the supplementary legal opinion (V)).
In view of the implementation letter of feedback on issuance and registration issued by Shenzhen Stock Exchange (hereinafter referred to as Shenzhen Stock Exchange) on November 30, 2021 (audit letter [2021] No. 011323, hereinafter referred to as the implementation letter), the exchange has conducted supplementary verification on Relevant Issues of the implementation letter, and now issues this supplementary legal opinion.
This supplementary legal opinion is a supplement to the lawyer work report, legal opinion, supplementary legal opinion (I), supplementary legal opinion (II), supplementary legal opinion (III), supplementary legal opinion (IV) and supplementary legal opinion (V) issued by this office, It also forms an integral part of lawyer work report, legal opinion, supplementary legal opinion (I), supplementary legal opinion (II), supplementary legal opinion (III), supplementary legal opinion (IV) and supplementary legal opinion (V). Unless otherwise specified, the premises, statements, assumptions and interpretations of legal opinions in the lawyer work report, legal opinion, supplementary legal opinion (I), supplementary legal opinion (II), supplementary legal opinion (III), supplementary legal opinion (IV) and supplementary legal opinion (V) of the exchange are also applicable to this supplementary legal opinion.
This supplementary legal opinion is only used by the issuer for the purpose of this issuance and listing, and shall not be used for any other purpose. The exchange agrees to take this supplementary legal opinion as a necessary legal document for the issuer to apply for this issuance and listing, report it together with other materials, and bear corresponding legal liabilities.
In accordance with the requirements of relevant laws and regulations and in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, the office and the handling lawyer have verified and verified the relevant documents and facts provided by the issuer, and now issue this supplementary legal opinion as follows:
1、 Question 1 of the implementation letter On litigation disputes
According to public information, as the defendant, the issuer had a lawsuit dispute with the plaintiff Xu Qiliang, which was heard in the first instance on November 18, 2021. The cause of the case was the dispute over the liability of the victims of the labor providers.
The issuer is requested to introduce the specific situation and impact of the above cases. The sponsor and the issuer's lawyer shall check and express clear opinions.
reply:
(I) details of the case
In July 2021, wankai new material entrusted Huang Liaoyuan to provide wall heightening engineering labor services to wankai new material. On July 23, 2021, Xu Qiliang, who was employed by Huang Liaoyuan to work on the site of wankai new material, accidentally fell from the lifting frame and was injured during construction. Later, Xu Qiliang filed a lawsuit with Haining people's court and requested Haining people's court to make a judgment: 1. Wan kaixincai and Huang Liaoyuan compensate Xu Qiliang for medical expenses and transportation expenses, totaling 151500 yuan; 2. The legal fees and appraisal fees of this case shall be borne by Wan kaixincai and Huang Liaoyuan. On November 18, 2021, Haining people's court failed to hear the case as planned.
During Xu Qiliang's hospitalization, Huang Liaoyuan and Wan kaixincai advanced medical expenses of 158500 yuan. On November 21, 2021, Wan kaixincai signed an agreement with Huang Liaoyuan, agreeing to pay all expenses for Xu Qiliang's injury (including but not limited to medical expenses, transportation expenses, hospitalization food subsidies, nursing expenses (including all expenses incurred in post care dependence), lost time expenses (if any), disability compensation, spiritual comfort, living expenses of dependants (if any), etc, After deducting the part borne by Xu Qiliang, the remaining part shall be borne by Wan Kaixin material and Huang Liaoyuan respectively.
On December 7, 2021, Xu Qiliang (signed by his entrusted agent due to limited physical movement), Huang Liaoyuan and Wan kaixincai signed the agreement (signed by his agent). The main contents are as follows: 1. Huang Liaoyuan paid 300000 yuan in advance for medical expenses, and Xu Qiliang withdrew his lawsuit. From then on to the basic end of medical treatment, Xu Qiliang presented the hospital invoice every two months The list of expenses shall be settled with Huang Liaoyuan once, and the total amount of medical expenses advanced by Huang Liaoyuan shall not exceed 800000 yuan (including 300000 yuan this time, excluding the amount previously advanced); 2. Wankaixincai gives financial support to Huang Liaoyuan to ensure that Huang Liaoyuan can pay the above advance payment; In the future, the liability of the three parties shall be subject to the judgment or mediation of the court as the basis for final settlement. On the same day, 300000 yuan of medical expenses paid in advance has been paid to the account of Haining people's court. On December 8, 2021, Haining people's court made a civil ruling (2021) zhe 0481 min Chu No. 7240), ruling that the plaintiff Xu Qiliang filed an application for withdrawal of the lawsuit on December 8, 2021, allowing Xu Qiliang to withdraw the lawsuit.
On December 26, 2021, after mediation by the people's mediation committee of Jianshan New Area (huangwan town) of Haining City, Xu Qiliang (signed by his entrusted agent due to limited physical action), Huang Liaoyuan and Wan kaixincai signed the people's mediation agreement (No.: (2021) Jiahai Jianren Tiao Zi No. 73). The main contents are as follows: 1. Huang Liaoyuan Wankaixincai will pay Xu Qiliang a lump sum treatment fee of 1 million yuan at a proportion of 50% (the lump sum treatment fee includes but is not limited to Xu Qiliang's medical expenses, disability compensation, work delay expenses, nursing expenses, nutrition expenses, food subsidies, transportation expenses, mental damage solace, follow-up medical expenses, subsidies, etc.), All subsequent expenses of Xu Qiliang have nothing to do with Huang Liaoyuan and wankaixincai and shall be borne by Xu Qiliang; 2. Xu Qiliang promises that after receiving the above fees, all rights and obligations of the injured liability dispute of the labor provider will be terminated; Xu Qiliang will not claim any rights (including but not limited to civil, criminal, administrative or other means) from Huang Liaoyuan and / or WAN kaixincai in this dispute; Xu Qiliang no longer has any disputes or potential disputes with Huang Liaoyuan, wankaixincai and their subsidiaries.
On December 27, 2021, Huang Liaoyuan and Wan kaixincai paid Xu Qiliang a one-time processing fee of 1 million yuan in accordance with the above people's mediation agreement. So far, all the disputes between Wan kaixincai, Huang Liaoyuan and Xu Qiliang have been ended.
(II) impact of the case
1. Economic impact
The above dispute belongs to the dispute over the liability of the victim of the provider of labor services. On December 8, 2021, Haining people's court ruled to allow the plaintiff Xu Qiliang to withdraw the lawsuit. On December 26, 2021, Wan kaixincai reached and signed the people's mediation agreement with Xu Qiliang and Huang Liaoyuan to determine the one-time compensation for Xu Qiliang, After Wan kaixincai and Huang Liaoyuan paid compensation to Xu Qiliang, the above disputes were all ended.
Wan Kaixin material and Huang Liaoyuan advanced 458500 yuan of medical expenses in the early stage, and paid another one-time treatment fee of 1 million yuan on December 27, 2021, with a total payment of 1458500 yuan. According to the agreement between wankai new material and Huang Liaoyuan, both parties shall bear 50% respectively, that is, in this case, wankai new material will finally bear the compensation amount of 729300 yuan, the amount of compensation involved is small, and the relevant funds have been paid, so it will not have a significant adverse impact on the production and operation of wankai new material.
2. Does not constitute a major production safety accident
According to Article 3 of the regulations on the reporting, investigation and handling of production safety accidents, according to the casualties or direct economic losses caused by production safety accidents (hereinafter referred to as "accidents"), accidents are generally divided into the following levels: (1) particularly serious accidents refer to the deaths of more than 30 people or serious injuries of more than 100 people (including acute industrial poisoning, the same below), Or accidents with direct economic losses of more than 100 million yuan; (2) Major accidents refer to accidents that cause deaths of more than 10 and less than 30 people, serious injuries of more than 50 and less than 100 people, or direct economic losses of more than 50 million yuan and less than 100 million yuan; (3) Major accidents refer to accidents that cause deaths of more than 3 people but less than 10 people, serious injuries of more than 10 people but less than 50 people, or direct economic losses of more than 10 million yuan but less than 50 million yuan; (4) Ordinary accidents refer to accidents that cause less than 3 deaths, less than 10 serious injuries, or direct economic losses of less than 10 million yuan. The work safety supervision and Administration Department of the State Council may, together with the relevant departments of the State Council, formulate supplementary provisions on the classification of accidents. According to the above provisions, Xu Qiliang's fall injury accident during construction does not constitute a major production safety accident.
According to the interview with the relevant staff of the Emergency Management Office of Jianshan New Area (huangwan town) of Haining City by the handling lawyer of the office on December 9, 2021, for the injury accident in which one person is injured but the two sides reach a settlement, according to their experience, the emergency management department generally will not deal with it.
On December 9, 2021, Haining Jianshan New Area (huangwan town) emergency management office confirmed the following situation: "on July 23, 2021, Huang Liaoyuan assigned Xu Qiliang to be injured in the process of providing wall heightening services for wankai new materials Co., Ltd., our company (wankai new materials) did not receive the notice of filing an investigation, and the law enforcement department did not investigate our company (wankai new materials) Administrative punishment, our company (wankaixincai) has no major illegal acts in this incident. "
On December 14, 2021, Haining Emergency Management Bureau issued the certificate, which proved that "from January 1, 2017 to December 10, 2021, wankai new materials Co., Ltd. has not been punished by our bureau for major or above production safety accidents and violations of production safety laws and regulations."
Whereas Haining people's court has ruled to allow the plaintiff Xu Qiliang to withdraw the lawsuit, Wan Kaixin material has signed the people's mediation agreement with Xu Qiliang and Huang Liaoyuan, and the accident is not a major production safety accident. As of the date of this reply, Wan Kaixin material has not been subject to administrative punishment for this matter, so Wan Kaixin material is less likely to be subject to administrative punishment.
(III) verification procedures and verification opinions
1. Verification procedure
(1) Consult the civil complaint and relevant evidence materials submitted by Xu Qiliang and his agent to Haining people's court.
(2) Refer to the inquiry record made by Jianshan police station of Haining Public Security Bureau to Huang Liaoyuan and he Fuying on July 23, 2021.
(3) Interview with Wan kaixincai's lawyer in this case and the lawyer of Zhejiang huliang law firm.
(4) Interview the handling staff of wankaixincai.
(5) Refer to the agreement signed by Wan Kaixin material and Huang Liaoyuan on November 21, 2021.
(6) Refer to the agreement signed by Xu Qiliang, Huang Liaoyuan and Wan kaixincai on December 7, 2021. (7) Refer to the people's mediation agreement signed by Xu Qiliang, Huang Liaoyuan and Wan kaixincai on December 26, 2021 (No.: (2021) Jiahai jianrendiao Zi No. 73).
(8) Bank payment voucher for WAN kaixincai and Huang Liaoyuan to pay compensation to Xu Qiliang.
(9) Interview with emergency management of Jianshan New Area (huangwan town) in Haining City
