Beijing Jinchengtongda (Shenzhen) law firm
about
Shenzhen Huaqiang Industry Co.Ltd(000062)
Of the 2021 annual general meeting
Legal opinion
Jin Shen FA Yi Zi [2022] No. 118
518000, floor 5, investment bank building, Fuhua 1st Road, Futian District, Shenzhen Tel: 07552223 5518 Fax: 07552223 5528
Beijing Jinchengtongda (Shenzhen) law firm
about
Shenzhen Huaqiang Industry Co.Ltd(000062)
Legal opinion of 2021 annual general meeting
Jin Shen FA Yi Zi [2022] No. 118 to: Shenzhen Huaqiang Industry Co.Ltd(000062)
Beijing Jinchengtongda (Shenzhen) law firm (hereinafter referred to as "the firm") accepts the entrustment of Shenzhen Huaqiang Industry Co.Ltd(000062) (hereinafter referred to as "the company"), and 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, the rules for the general meeting of shareholders of listed companies (revised in 2022) (hereinafter referred to as "the rules for the general meeting of shareholders") Such laws and regulations as the guidelines for the governance of listed companies, the measures for the administration of law firms engaging in securities legal business, the rules for the practice of securities legal business of law firms (for Trial Implementation), the detailed rules for the implementation of online voting of shareholders' meetings of listed companies of Shenzhen Stock Exchange (revised in 2020) issued by Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") Normative documents, the articles of association of Shenzhen Huaqiang Industry Co.Ltd(000062) Corporation (hereinafter referred to as the articles of association), the rules of procedure of Shenzhen Huaqiang Industry Co.Ltd(000062) general meeting of shareholders (hereinafter referred to as the rules of procedure of general meeting of shareholders), and other relevant provisions, appointed our lawyers to witness the matters related to the 2021 annual general meeting of shareholders of the company (hereinafter referred to as the "general meeting of shareholders") and issued this legal opinion.
In order to issue this legal opinion, our lawyers reviewed the articles of association, rules of procedure of the general meeting of shareholders, the resolution made by the board of directors of the company to convene the general meeting of shareholders, the notice of the general meeting of shareholders, the register of shareholders on the equity registration date of the general meeting of shareholders, the registration records of shareholders attending the on-site meeting, vouchers and other necessary documents and materials provided by the company.
The company has assured the exchange that the documents and statements provided by the company to the exchange are true, accurate, complete and effective. All facts and documents sufficient to affect this legal opinion have been disclosed and provided to the exchange without concealment, falsehood and omission. The originals of the above documents and their signatures and seals are true and effective, and the copies, photocopies, scans and copies of the documents are consistent with the originals and originals.
In this legal opinion, our lawyers only express their opinions on whether the convening and convening procedures of this general meeting of shareholders, the qualifications of attendees, the qualifications of conveners, voting procedures and voting results comply with the provisions of the company law, the rules of general meeting of shareholders and other laws, regulations, normative documents and the articles of association, We will not express any opinion on the contents of the proposals considered at this shareholders' meeting and the authenticity and accuracy of the facts or data expressed in these proposals.
The exchange agrees to announce this legal opinion as the legal document of the company's current general meeting of shareholders. This legal opinion is only used for the purpose of witnessing the legitimacy of relevant matters of the company's current general meeting of shareholders. It shall not be used for any other purpose without the prior written consent of the exchange.
Based on the above, our lawyers, 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, issued legal opinions on the relevant matters of the shareholders' meeting as follows: I. the convening and convening procedures of the shareholders' meeting
(I) convening procedures of this general meeting of shareholders
The board of directors of the company convened the board of directors on March 9, 2022 and decided to convene the general meeting of shareholders, which was held at Shenzhen Stock Exchange on March 11, 2022（ http://www.szse.cn. ）And tide information network（ http://www.cn.info.com.cn. ）And other designated information disclosure media announced the notice of Shenzhen Huaqiang Industry Co.Ltd(000062) on convening the 2021 annual general meeting of shareholders; On March 18, 2022, the company received the letter on increasing the interim proposal of Shenzhen Huaqiang Industry Co.Ltd(000062) annual general meeting in 2021 submitted by the controlling shareholder Shenzhen Huaqiang Industry Co.Ltd(000062) Group Co., Ltd, On March 19, 2022, the notice of Shenzhen Huaqiang Industry Co.Ltd(000062) on the addition of interim proposals and supplementary notice of the 2021 annual general meeting of shareholders was announced on the aforementioned designated information disclosure media (together with the notice of Shenzhen Huaqiang Industry Co.Ltd(000062) on the convening of the 2021 annual general meeting of shareholders announced on March 11, 2022, collectively referred to as the "Notice of the general meeting of shareholders"). The notice of the general meeting of shareholders has made a notice on the convener, convening method, time and place, equity registration date, attendees, deliberation items, registration method, online voting process and other matters of the general meeting of shareholders.
(II) convening procedures of the general meeting of shareholders
The shareholders' meeting was held by combining on-site voting and online voting.
The on-site meeting of the general meeting of shareholders was held at 14:30 on March 31, 2022 in the conference room on the 6th floor, block a, Huaqiang Plaza, Huaqiang North Road, Futian District, Shenzhen, presided over by Mr. Hu Xin'an, chairman of the company.
The online voting of this general meeting of shareholders adopts the trading system of Shenzhen Stock Exchange and the Internet voting system of Shenzhen Stock Exchange (hereinafter referred to as "online voting system"). The time of online voting by the shareholders of the company through the trading system of Shenzhen stock exchange is the trading time period on March 31, 2022, i.e. 9:15-9:25, 9:30-11:30, 13:00-15:00; The voting time through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on March 31, 2022.
After verification, the time, place and method of the shareholders' meeting are consistent with the notice of shareholders' meeting. In conclusion, our lawyers believe that the convening and convening procedures of the general meeting of shareholders comply with the provisions of the company law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association.
2、 Qualifications of conveners and attendees of the general meeting of shareholders
(I) qualification of Convener
The convener of this shareholders' meeting is the board of directors of the company, and the qualification of the convener meets the provisions of the company law, the rules of shareholders' meeting and other laws, regulations, normative documents and the articles of association.
(II) qualification of personnel attending the general meeting of shareholders
1. A total of 11 shareholders and their proxies attended the on-site meeting of the general meeting of shareholders, representing 793384255 voting shares of the company, accounting for 758559% of the total voting shares of the company.
2. According to the online voting data of the general meeting of shareholders provided by Shenzhen Securities Information Co., Ltd. (hereinafter referred to as "information company"), 17 shareholders voted through the online voting system, representing 26813230 voting shares of the company, accounting for 2.5636% of the total voting shares of the company.
In addition to the above shareholders and shareholders' agents attending the shareholders' meeting, the persons attending or attending the on-site meeting of the shareholders' meeting also include directors, supervisors, senior managers and lawyers of the firm.
In conclusion, our lawyers believe that the qualifications of the personnel attending the general meeting of shareholders meet the provisions of the company law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association.
3、 Voting procedures and results of this general meeting of shareholders
(I) voting procedure
1. Witnessed by our lawyers, the shareholders' meeting deliberated on the deliberation items specified in the notice of shareholders' meeting, and the proposals deliberated were consistent with the contents of the notice of shareholders' meeting, and there was no amendment to the original proposal or new proposal.
2. This general meeting of shareholders adopts a combination of on-site voting and online voting. Witnessed by our lawyers, the shareholders and their proxies attending the on-site meeting of the general meeting voted on the proposals listed in the notice of the general meeting of shareholders by open ballot. The vote counting and supervision of the on-site meeting of the general meeting of shareholders are jointly responsible by the representatives of the company's shareholders, supervisors and lawyers of the firm, and the voting results are announced on the spot.
3. Shareholders participating in online voting exercised their voting rights through the voting platform of the trading system of Shenzhen Stock Exchange or the Internet voting platform within the specified online voting time. After the online voting, the information company provided the company with the statistical data of online voting, and the company combined the voting results of on-site voting and online voting. (II) voting results
According to the statistics of voting results, the voting results of this shareholders' meeting are as follows:
1. Work report of the board of directors in 2021
Agreed to 82 Xinjiang Beiken Energy Engineering Co.Ltd(002828) 5 shares, accounting for 999794% of the total voting shares attending the general meeting of shareholders; Against 163300 shares, accounting for 0.0199% of the total voting shares attending the general meeting of shareholders; 5900 shares abstained, accounting for 0.0007% of the total voting shares attending the general meeting of shareholders.
Among them, the voting of small and medium-sized investors: 78174652 shares were agreed, accounting for 997840% of the total voting shares of small and medium-sized investors and their agents attending the general meeting of shareholders; Against 163300 shares, accounting for 0.2084% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders; 5900 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders.
2. Work report of the board of supervisors in 2021
820005785 shares were approved, accounting for 999766% of the total voting shares attending the general meeting of shareholders; Against 185800 shares, accounting for 0.0227% of the total voting shares attending the general meeting of shareholders; 5900 shares abstained, accounting for 0.0007% of the total voting shares attending the general meeting of shareholders.
Among them, the voting of small and medium-sized investors: 78152152 shares were agreed, accounting for 997553% of the total voting shares of small and medium-sized investors and their agents attending the general meeting of shareholders; Against 185800 shares, accounting for 0.2372% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders; 5900 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders.
3. Financial statement report of 2021
Agreed to 82 Xinjiang Beiken Energy Engineering Co.Ltd(002828) 5 shares, accounting for 999794% of the total voting shares attending the general meeting of shareholders; Against 163300 shares, accounting for 0.0199% of the total voting shares attending the general meeting of shareholders; 5900 shares abstained, accounting for 0.0007% of the total voting shares attending the general meeting of shareholders.
Among them, the voting of small and medium-sized investors: 78174652 shares were agreed, accounting for 997840% of the total voting shares of small and medium-sized investors and their agents attending the general meeting of shareholders; Against 163300 shares, accounting for 0.2084% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders; 5900 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders.
4. 2021 profit distribution plan
Agreed to 820041385 shares, accounting for 999810% of the total voting shares attending the general meeting of shareholders;
156100 shares opposed, accounting for 0.0190% of the total voting shares attending the general meeting of shareholders; Abstain from 0 shares, accounting for 0% of the total voting shares attending the general meeting of shareholders.
Among them, the voting of small and medium-sized investors: 78187752 shares were agreed, accounting for 998008% of the total voting shares of small and medium-sized investors and their agent representatives attending the general meeting of shareholders; Against 156100 shares, accounting for 0.1992% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders; Abstain from 0 shares, accounting for 0% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders.
5. Proposal on renewing the appointment of accounting firms
Agreed to 819867609 shares, accounting for 999598% of the total voting shares attending the general meeting of shareholders; Against 323976 shares, accounting for 0.0395% of the total voting shares attending the general meeting of shareholders; 5900 shares abstained, accounting for 0.0007% of the total voting shares attending the general meeting of shareholders.
Among them, the voting situation of small and medium-sized investors: 78013976 shares were agreed, accounting for 995789% of the total voting shares of small and medium-sized investors and their agents attending the general meeting of shareholders; Against 323976 shares, accounting for 0.4135% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders; 5900 shares were abstained, accounting for 0.0075% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the general meeting of shareholders.
6. Proposal on Amending the articles of Association
Agree to 815950773 shares, accounting for 994822% of the total voting shares attending the general meeting of shareholders; Against 4246712 shares, accounting for 0.5178% of the total voting shares attending the general meeting of shareholders; Abstain from 0 shares, accounting for 0% of the total voting shares attending the general meeting of shareholders.
Among them, the voting situation of small and medium-sized investors: 74097140 shares were agreed, accounting for 945794% of the total voting shares of small and medium-sized investors and their agents attending the general meeting of shareholders; Against 4246712 shares, accounting for
