Beijing Mingda law firm
Supplementary legal opinion on Jilin Chemical Fibre Co.Ltd(000420) 2021 non-public offering of shares
Mingda law firm
MINGDALAW FIRM
No. 19, zhengfushi, Banjing Road, Haidian District, Beijing postcode: 100097
Tel: (8610) 88869557 Fax: (8610) 88869737
website: http://www.mingdalawyer.com.
catalogue
1、 Question 3 of the notification letter 3 II. Question 4 of the notification letter 5. The third question of the notification letter 7 IV. question 6 of the notification letter ten
Beijing Mingda law firm
On Jilin Chemical Fibre Co.Ltd(000420) 2021 non-public offering of shares
Supplementary legal opinion
Ming Da FA Yi Zi [2021] No. 990-1-2
To: Jilin Chemical Fibre Co.Ltd(000420)
According to the special legal service entrustment contract signed between the issuer and the exchange, the exchange accepts the entrustment of the issuer to act as the special legal adviser for the issuer’s non-public offering of shares in 2021. In accordance with the provisions of the company law, the securities law, the administrative measures, the detailed rules for implementation, the Compilation Rules No. 12 and other relevant laws, regulations and normative documents, On December 10, 2021, the exchange issued the legal opinion of Beijing Mingda law firm on non-public offering of shares in Jilin Chemical Fibre Co.Ltd(000420) 2021 (No.: Mingda Fayi Zi [2020] No. 990-1, hereinafter referred to as the “legal opinion”) and the lawyer work report of Beijing Mingda law firm on non-public offering of shares in Jilin Chemical Fibre Co.Ltd(000420) 2021 (No.: Mingda Fayi Zi [2020]) No. 990-2, hereinafter referred to as “lawyer work report”), issued the supplementary legal opinion of Beijing Mingda law firm on Jilin Chemical Fibre Co.Ltd(000420) 2021 non-public offering of shares (No.: Mingda Fayi Zi [2020] No. 990-1-1, hereinafter referred to as “supplementary legal opinion”) on January 27, 2022. According to the requirements of the letter on request to make preparations for the meeting of Jilin Chemical Fibre Co.Ltd(000420) non-public development bank stock issuance and Examination Committee (hereinafter referred to as the “notification letter”) made by the CSRC on March 1, 2022, our lawyers issue this supplementary legal opinion on the relevant legal issues that need to be verified and explained by the issuer’s lawyers in the notification letter on the basis of further verification of the issuer’s non-public offering of shares.
This supplementary legal opinion is a modification and supplement to the lawyer’s work report, legal opinion and supplementary legal opinion, and constitutes an integral part of the lawyer’s work report, legal opinion and supplementary legal opinion. In case of any inconsistency in content, this supplementary legal opinion shall prevail. The contents of lawyer work report, legal opinion and supplementary legal opinion that have not been modified by this supplementary legal opinion are still valid.
The matters stated and promised in the lawyer work report, legal opinion and supplementary legal opinion of the office shall continue to apply to this supplementary legal opinion. Unless otherwise specified in the context, the abbreviations and abbreviations used in this supplementary legal opinion have the same meaning as those used in the lawyer’s work report, legal opinion and supplementary legal opinion.
The exchange agrees to submit this supplementary legal opinion together with other application materials to the CSRC for examination, and is willing to bear corresponding legal liabilities for the authenticity, accuracy and completeness of this supplementary legal opinion. This supplementary legal opinion is only used by the issuer for the purpose of this issuance and shall not be used for any other purpose.
Based on the above, our lawyers have verified and verified the relevant documents and facts of this supplementary legal opinion in accordance with the provisions of relevant laws, regulations and normative documents such as the company law, the securities law, the administrative measures, the detailed rules for implementation and the Compilation Rules No. 12, and in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry. Now we issue the supplementary legal opinion as follows:
1、 Question 3 of the notification letter
3. About safety accidents. On February 27, 2021, the applicant had a major safety accident, resulting in 5 deaths and 8 injuries, with a direct economic loss of 8.2952 million yuan. The emergency management department of Jilin Province issued the decision on administrative punishment and imposed an administrative penalty of 690000 yuan on the applicant.
Applicant: please explain whether relevant personnel have been investigated for responsibility or judicial investigation in the above major safety accidents. If so, please explain the specific situation.
The recommendation institution and the reporting lawyer shall explain the verification basis and process, and express clear verification opinions.
The lawyers of the firm consulted the relevant announcements, administrative punishment decisions and accident investigation reports of the company’s safety accidents, and searched the network information; Obtained the rectification report and written instructions issued by the company, and learned about the rectification and implementation of the company’s work safety through on-site inspection and interview. According to the verification:
(I) safety production accidents and causes
At about 23:10 on February 27, 2021, a major poisoning accident occurred in the company, resulting in 5 deaths and 8 injuries, with a direct economic loss of 8.2952 million yuan. On March 5, 2021, the emergency management department of Jilin province led the establishment of an accident investigation team, and hired experts in textile, chemical industry, safety management, electric power, design and other related fields to participate in the accident investigation.
After investigation, it is determined that the direct cause of the accident is that part of the exhaust fans in the filament workshop 8 of the company are powered off and stopped running, and the hydrogen sulfide escaping from the acid liquid in the acid return high-level tank on the third floor of the workshop cannot be discharged through the exhaust pipe, resulting in the hydrogen sulfide escaping from the top opening of the high-level tank and spreading into the staircase. Hydrogen sulfide accumulates in a large amount in the staircase to reach the lethal concentration. An employee was poisoned by inhaling hydrogen sulfide on the way to the operation post on the third floor through the staircase. Many people were poisoned in the rescue process, resulting in the expansion of the consequences of the accident.
(II) handling suggestions of accident investigation report
1. Treatment of the company
On July 14, 2021, in accordance with item (II) of Article 109 of the work safety law of the people’s Republic of China and item (I) of Article 15 of the provisions on penalties for work safety accidents (Trial), the emergency department of Jilin Province issued the decision on administrative punishment (Ji) emergency Punishment [2021] zzfj009) and imposed an administrative penalty of RMB 690000 on the company, It does not involve the accountability of relevant personnel or judicial investigation.
2. Handling of relevant personnel
In April 2021, the investigation report of Jilin Chemical Fibre Co.Ltd(000420) “2.27” major poisoning accident issued by the accident investigation team of Jilin Provincial People’s government put forward handling suggestions for the relevant responsible personnel of the accident. The company and relevant departments handled the relevant personnel according to the handling suggestions. The specific situation is as follows:
The clues and relevant materials on the performance of duties of local Party committees and governments, public officials of relevant departments and personnel appointed by state administrative organs in enterprises found in the accident investigation shall be transferred to Jilin Provincial Discipline Inspection and supervision organ, and the party and government discipline punishment of relevant personnel shall be proposed by Jilin Provincial discipline inspection and supervision organ.
(1) Jilin Municipal Supervision Commission gave administrative warning to Comrade Jin Dongjie, Secretary of Jilin Chemical Fibre Co.Ltd(000420) Party committee and general manager;
(2) Jilin Chemical Fibre Co.Ltd(000420) the 12 comrades, including Cheng Zhiguo, the then Assistant General Manager (in charge of safety and production) (other than Cheng Zhiguo, who are not the current or current directors, supervisors and senior managers of the company), shall be dismissed, warned, demerit recorded and other sanctions.
As of the date of issuance of this supplementary legal opinion, the company has given corresponding sanctions to relevant personnel in accordance with the recommendations of the investigation report on Jilin Chemical Fibre Co.Ltd(000420) “2.27” major poisoning accident, and conducted comprehensive reflection and hidden danger rectification in accordance with the notice of the State Council on Further Strengthening Enterprise safety production (GF [2010] No. 23) and other relevant provisions.
According to the written instructions issued by the company and through inquiry, Jilin Public Security Bureau（ http://gaj.jlcity.gov.cn./ ）, China referee document network（ https://wenshu.court.gov.cn./ ）. China executive information disclosure network (zxgk. Court. Gov.cn. /), in this safety accident, there is no judicial investigation of relevant personnel of the company.
In conclusion, as of the date of issuance of this supplementary legal opinion, the relevant personnel of the company have not been subject to judicial investigation due to this work safety accident. Except for the above 13 comrades Jin Dongjie and Cheng Zhiguo (except Jin Dongjie and Cheng Zhiguo, other comrades are not current or current directors, supervisors and senior managers of the company) who are investigated for responsibility for this work safety accident, other relevant personnel of the company are not investigated for responsibility for this work safety accident.
After verification, our lawyers believe that there is no judicial investigation of relevant personnel of the issuer in this safety accident; In addition to the above personnel, the issuer has no other relevant personnel being investigated for responsibility in this safety accident.
2、 Question 4 of the notification letter
4. About environmental protection. The 12000 ton carbon fiber composite project of the raised investment project has not obtained the energy-saving review opinions of the fixed asset investment project of Jilin Provincial Development and Reform Commission, and has not obtained the pollutant discharge permit.
Please indicate whether there are obstacles for the raised investment project to pass the energy conservation review of the investment project and obtain the pollutant discharge permit, whether the relevant risks are fully disclosed and whether there are countermeasures.
The recommendation institution and the reporting lawyer shall explain the verification basis and process, and express clear verification opinions.
The lawyers of the firm obtained the company’s explanatory documents on the progress of the raised investment project and learned about the implementation of relevant necessary approval, approval and filing procedures; Checked whether the raised investment project complies with various environmental protection and energy conservation policies; The issuer has obtained the energy-saving review opinions, environmental impact report and relevant replies of the raised investment project. According to the verification:
(I) explain whether there are obstacles for the raised investment project to pass the energy conservation review of the investment project and obtain the pollutant discharge permit
1. Review opinions on energy conservation
According to the provisions of the measures for energy conservation review of fixed asset investment projects (Order No. 44 of the national development and Reform Commission of the people’s Republic of China) and the measures for the implementation of energy conservation review of fixed asset investment projects in Jilin Province (Revised Version), the raised investment project shall obtain the energy conservation review opinions issued by the energy conservation review authority before commencement of construction. As of the date of issuance of this supplementary legal opinion, the company has engaged Jilin Kaijie Engineering Consulting Co., Ltd. to conduct energy-saving evaluation on the energy utilization of the raised investment project, and submitted the application materials for energy-saving review in accordance with the measures for energy-saving review of fixed asset investment projects and other relevant regulations after the completion of the energy-saving evaluation report. The schedule of the energy-saving review of the raised investment project is as follows:
No. process item completion progress and plan
1. The preparation of energy saving report has been completed
2. It has been submitted to the competent energy conservation authority for review
3. The correction has been completed according to the review opinions of the competent energy conservation authority
Or correction (if any)
4. The approval document for energy conservation review has been completed
According to the request for instructions of Jilin development and Reform Commission on applying for examination of the energy saving report of Jilin Chemical Fibre Co.Ltd(000420) annual output of 12000 tons of carbon fiber composite material project, the raised investment project has passed the preliminary examination of Jilin development and Reform Commission and is not a restricted and eliminated project specified in the Guiding Catalogue for industrial structure adjustment (2019 version), and the project is not included in the negative list of market access (2020 version), It meets the requirements of reporting to the development and Reform Commission of Jilin Province.
On February 28, 2022, Jilin Provincial Development and Reform Commission issued the review opinions of Jilin Provincial Development and Reform Commission on the energy saving report of Jilin Chemical Fibre Co.Ltd(000420) annual output of 12000 tons of carbon fiber composite material project (jfgsp [2022] No. 47), and agreed with the energy saving report of the project in principle.
To sum up, the raised investment project has prepared energy-saving review related materials in accordance with the dual control requirements of energy consumption in the project location and submitted them to Jilin development and Reform Commission for review, and has obtained the energy-saving review opinions of fixed asset investment projects in accordance with the regulations.
2. About pollutant discharge permit
According to the regulations on the administration of pollutant discharge permits (Order No. 736 of the State Council), enterprises, institutions and other producers and operators that implement the administration of pollutant discharge permits in accordance with the provisions of the law shall apply for pollutant discharge permits in accordance with the provisions of these regulations; No pollutant may be discharged without a pollutant discharge permit. The company needs to obtain the pollutant discharge permit before the project starts the production facilities or the actual pollutant discharge occurs.
The 12000 ton carbon fiber composite project of the company has prepared the environmental impact report form and obtained the environmental assessment reply document from the competent environmental department before the commencement of construction; The environmental impact report and the EIA reply document have defined the pollutant discharge standards, feasible pollutant prevention and control facilities or technologies and the monitoring scheme meeting the national monitoring technical requirements, and have planned and equipped with corresponding environmental protection facilities, which meet the conditions for obtaining the pollutant discharge permit. The company will complete the procedures in accordance with the relevant laws and regulations on pollutant discharge permit before the project starts production facilities or actual pollutant discharge occurs
