Beijing Yonghang law firm
About Shenzhen Asia Link Technology Development Co.Ltd(002316)
Legal opinion of the first extraordinary general meeting of shareholders in 2022
To: Shenzhen Asia Link Technology Development Co.Ltd(002316)
In accordance with the securities law of the people's Republic of China, the company law of the people's Republic of China (hereinafter referred to as the company law), the rules for the general meeting of shareholders of listed companies (hereinafter referred to as the rules for the general meeting of shareholders), the measures for the Administration of law firms engaging in securities legal business (hereinafter referred to as the measures for the administration of securities legal business), and other relevant laws According to the regulations, normative documents and the articles of association of Shenzhen Asia Link Technology Development Co.Ltd(002316) (hereinafter referred to as the articles of association), Beijing Yonghang law firm (hereinafter referred to as the firm) appointed lawyers to attend the first extraordinary general meeting of shareholders in 2022 (hereinafter referred to as the shareholders' meeting) of Shenzhen Asia Link Technology Development Co.Ltd(002316) (hereinafter referred to as the shareholders' meeting) and issued this legal opinion.
Our lawyers have verified and verified the authenticity and legitimacy of the general meeting of shareholders (hereinafter referred to as inspection) and issued legal opinions in accordance with the requirements of the rules of general meeting of shareholders. There are no false records, misleading statements and major omissions in this legal opinion. Otherwise, our lawyers will bear corresponding legal liabilities.
This legal opinion is only for the purpose of this general meeting of shareholders. Our lawyers agree to announce this legal opinion together with other information disclosure materials of this general meeting of shareholders, and bear corresponding responsibilities for this legal opinion according to law.
In accordance with the requirements of Article 20 of the measures for the administration of securities legal business and Article 5 of the rules for the general meeting of shareholders, the lawyers of the firm have checked the relevant documents and facts of the general meeting of shareholders in accordance with the business standards, ethics and diligence recognized by the lawyer industry, and now issue the following legal opinions:
1、 Convening and convening procedures of the general meeting of shareholders
After verification, the shareholders' meeting was convened by the decision of the 38th meeting of the Shenzhen Asia Link Technology Development Co.Ltd(002316) Fifth Board of directors held on December 20, 2021. On December 22, 2021, the board of directors of Shenzhen Asia Link Technology Development Co.Ltd(002316) published the announcement on the resolution of the 38th meeting of the Fifth Board of directors of Shenzhen Asia Link Technology Development Co.Ltd(002316) and the notice on convening the first extraordinary general meeting of shareholders in 2022 on the information disclosure media designated by China Securities Regulatory Commission.
The above announcement specifies the time and place of the shareholders' meeting, and describes the shareholders' right to attend and exercise their voting rights in person or by proxy, as well as the voting method of the meeting, the equity registration date of the shareholders entitled to attend the meeting, the registration method, contact address and contact person of the shareholders attending the meeting. At the same time, the announcement listed the deliberation matters of the general meeting of shareholders, and fully disclosed the contents of relevant proposals.
The general meeting of shareholders was held by combining on-site voting and online voting. Due to the needs of epidemic prevention and control, the shareholders' meeting was held on site in combination with remote video. The on-site meeting of the general meeting of shareholders was held at 14:30 on January 6, 2022 in the conference room of 1902 Dashi building, No. 28, Keji South 1st Road, community, high tech Zone, Yuehai street, Nanshan District, Shenzhen. The meeting was presided over by Mr. Wang Yongbin, chairman of the board.
Shenzhen Asia Link Technology Development Co.Ltd(002316) provide online voting platforms to all shareholders through the trading system of Shenzhen Stock Exchange and the Internet system of Shenzhen Stock Exchange. The time of 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 January 6, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. on January 6, 2022 to 15:00 p.m. on January 6, 2022.
Upon verification, the board of directors of Shenzhen Asia Link Technology Development Co.Ltd(002316) has convened the general meeting of shareholders in accordance with the company law, the rules of the general meeting of shareholders and other relevant laws, regulations, normative documents and the articles of association, and has fully disclosed the contents of the proposals considered at the general meeting of shareholders. The time of the general meeting of shareholders The place and contents of the meeting shall be consistent with those specified in the meeting notice.
The lawyer of the firm believes that the qualification of the convener of the general meeting of shareholders is legal and valid; The convening and convening procedures of this general meeting of shareholders comply with the provisions of relevant laws, regulations, normative documents and the articles of association.
2、 Qualification of personnel attending the general meeting of shareholders
Upon inspection, there are 13 shareholders and authorized agents attending the on-site meeting of the general meeting of shareholders and voting through the Internet, with 108711626 representative shares, accounting for 27.6535% of the total share capital of Shenzhen Asia Link Technology Development Co.Ltd(002316) . Among them, 10 small and medium-sized investors attended the on-site meeting of the general meeting of shareholders and voted through the Internet, with 6720820 representative shares, accounting for 1.7096% of the total share capital of Shenzhen Asia Link Technology Development Co.Ltd(002316) .
The on-site meeting of the general meeting of shareholders was also attended by Shenzhen Asia Link Technology Development Co.Ltd(002316) directors, supervisors, senior managers and lawyers of the firm.
Upon inspection, our lawyers believe that the qualifications of the participants in the shareholders' meeting are in conformity with relevant laws, regulations, normative documents and the articles of association, and are legal and effective.
3、 Voting procedures and results of the general meeting of shareholders
It is verified that the matters considered and voted at this general meeting are the proposals listed in the Shenzhen Asia Link Technology Development Co.Ltd(002316) announced meeting notice, and the voting is as follows:
The proposal on the application for comprehensive credit line from China Merchants Bank Co.Ltd(600036) Nanjing branch by the holding subsidiary and the guarantee provided by the company was deliberated and adopted
Voting results: 108606926 shares were approved, accounting for 99.9037% of the total voting shares attending the general meeting of shareholders; 104700 dissenting shares, accounting for 0.0963% of the total voting shares attending the general meeting of shareholders; There are 0 abstention shares, accounting for 0% of the total voting shares attending the shareholders' meeting;
Voting of minority shareholders: 6616120 shares were approved, accounting for 98.4422% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders; Against 104700 shares, accounting for 1.5578% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders; Abstained 0 shares, accounting for 0% of the total number of valid voting shares of minority shareholders attending the general meeting of shareholders.
Upon inspection, our lawyers believe that the voting procedures and voting results of this general meeting of shareholders comply with the provisions of laws, administrative regulations, normative documents and the articles of association, and are legal and effective.
4、 Concluding observations
In conclusion, our lawyers believe that the convening and convening procedures of this general meeting of shareholders comply with the provisions of relevant laws, regulations, normative documents and the articles of Association; The qualifications of the convener and attendees of the general meeting of shareholders are legal and valid; The voting procedures and methods of this general meeting of shareholders comply with the provisions of relevant laws, regulations, normative documents and the articles of association, and the voting results are legal and valid.
This legal opinion is made in duplicate.
(there is no text on this page, which is the signature page of the legal opinion of Beijing Yonghang law firm on the first extraordinary general meeting of shareholders in Shenzhen Asia Link Technology Development Co.Ltd(002316) 2022)
Principal of Beijing Yonghang law firm:
Chen Guangyao
Handling lawyer:
Chen Guangyao
Chen Yanjun
January 6, 2022
