Guohao law firm (Hefei)
About An Hui Wenergy Company Limited(000543)
The second extraordinary general meeting of shareholders in 2022
Legal opinion
Address: 12 / F, dizhibaiyue center, No. 200, Huaining Road, government district, Hefei, Anhui
Tel: (0551) 65633326 Fax: (0551) 65633323
Guohao law firm (Hefei)
About An Hui Wenergy Company Limited(000543)
The second extraordinary general meeting of shareholders in 2022
Legal opinion
[2022] Guohao Hefei ( An Hui Wenergy Company Limited(000543) ) Feixian Zi No. 002 to: An Hui Wenergy Company Limited(000543) text
In accordance with the relevant provisions of 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”), the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and the An Hui Wenergy Company Limited(000543) articles of Association (hereinafter referred to as the “articles of association”), Entrusted by An Hui Wenergy Company Limited(000543) (hereinafter referred to as “the company”), Guohao law firm (Hefei) appointed lawyers Wang Fei and Liu Qi to attend the second extraordinary general meeting of shareholders of the company in 2022 (hereinafter referred to as “the general meeting of shareholders”), witnessed the relevant matters of the general meeting of shareholders and issued legal opinions. The exchange agrees to take this legal opinion as the announcement document of the general meeting of shareholders and submit it to the relevant competent authorities for examination and announcement together with other documents of the company.
In accordance with the requirements of the securities law and in accordance with the business standards, ethics and the spirit of diligence recognized by the lawyer industry, the exchange has witnessed the relevant matters of the general meeting of shareholders, and hereby expresses the following opinions on the convening, convening and other relevant matters of the general meeting of shareholders:
1、 On the convening and convening procedures of this general meeting of shareholders
(I) after verification, the board of directors of the company made an announcement on the securities times and cninfo (http: / / www.cn. Info. Com. CN.) on March 16, 2022 The notice on convening the second extraordinary general meeting of shareholders in 2022 was published on the.
The contents of the above announcement include the convener of the meeting, the time of the meeting, the method of the meeting, the time of online voting, the date of equity registration, the participants, the place of the on-site meeting, the topic of the meeting, etc. The contents of the above notice and announcement comply with the relevant laws, regulations, normative documents such as the company law, the securities law, the rules for the general meeting of shareholders of listed companies and the relevant provisions of the articles of association.
(II) after verification, the on-site meeting of the general meeting of shareholders was held at 14:50 p.m. on March 31, 2022 in the conference room on the third floor of energy building, No. 76 Ma’anshan Road, Hefei, Anhui Province. The general meeting of shareholders was presided over by Li Ming, chairman of the company. The specific time for online voting through the trading system of Shenzhen stock exchange is 9:15-9:25 a.m., 9:30-11:30 p.m. and 13:00-15:00 p.m. on March 31, 2022; Online voting will be conducted through the Internet voting system of Shenzhen Stock Exchange at any time from 9:15 a.m. to 15:00 p.m. on March 31, 2022. The actual time, place and method of the shareholders’ meeting, and the proposals considered at the meeting are consistent with the contents of the meeting notice.
Our lawyers believe that the convening and convening procedures of the general meeting of shareholders of the company comply with the relevant laws, regulations and normative documents such as the company law, the securities law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and the relevant provisions of the articles of association.
2、 On the qualifications of the attendees and conveners of the general meeting of shareholders
(I) after verification, there are 291 shareholders and their proxies attending the on-site meeting of the general meeting of shareholders and shareholders voting through the Internet, representing 92228094 voting shares, accounting for 4.0685% of the total voting shares of the company. Among them, there are 2 Shareholders and shareholder agents attending the on-site meeting of the general meeting of shareholders, representing 0 shares of voting shares, accounting for 0.0000% of the total voting shares of the company. According to the statistical data of the online voting results of the general meeting of shareholders provided by Shenzhen Securities Information Co., Ltd., a total of 291 shareholders participated in the voting through online voting within the effective time, representing 92228094 voting shares, accounting for 4.0685% of the total voting shares of the company.
After verification, the shareholders attending the on-site meeting of the company’s general meeting of shareholders are the shareholders of the company registered in China Securities Depository and Clearing Co., Ltd. Shenzhen Branch at the closing of the afternoon of March 24, 2022. After the online voting, Shenzhen Securities Information Co., Ltd. provided the company with the statistical data of the online voting of the general meeting of shareholders.
(II) upon inspection, the convener of this general meeting of shareholders is the board of directors of the company.
The lawyers of the firm believe that the qualifications of the personnel attending the general meeting of shareholders and the qualifications of the convener of the general meeting of shareholders comply with the relevant laws, regulations, normative documents such as the company law, the securities law, the rules for the general meeting of shareholders of listed companies and the relevant provisions of the articles of association.
3、 Voting procedures and results of the general meeting of shareholders
(I) after verification, the shareholders’ meeting adopts a combination of on-site voting and online voting, and shareholders can only choose one of on-site voting and online voting. Among them, on-site voting is conducted in the form of open ballot. After the voting, the company counted the voting results on the spot; If shareholders vote online, after the online voting, Shenzhen Securities Information Co., Ltd. provided the company with the online voting results of the general meeting of shareholders. For each proposal, the company makes a consolidated statistics of the voting results of on-site voting and online voting, and publishes them on the spot. The related shareholders who have an interest in the relevant deliberation proposal avoid voting, and their shares are not included in the total number of voting shares of the relevant proposal.
(II) after verification, the voting results of this shareholders’ meeting are as follows:
The proposal on paying cash to purchase assets and providing guarantee according to shareholding ratio was not passed. Our lawyers believe that the voting procedures of this general meeting of shareholders comply with the relevant laws, regulations, normative documents such as the company law, the securities law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting of the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and the relevant provisions of the articles of association of the company, and the voting results are legal and effective.
4、 Concluding observations
Based on the above facts, our lawyers believe that the convening and convening procedures of the company’s general meeting of shareholders, the qualifications of the attendees and conveners of the general meeting of shareholders, the voting procedures and voting results of the general meeting of shareholders are in line with the company law, the securities law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting of the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations Normative documents and relevant provisions of the articles of association, the resolution of the general meeting of shareholders is legal and effective.
(there is no text on this page, which is the signature page of the legal opinion of Guohao law firm on the second extraordinary general meeting of shareholders in An Hui Wenergy Company Limited(000543) 2022)
Guohao law firm (Hefei) (official seal) handling lawyer: Wangfei
Handling lawyer: Liu Qi
Date: March 31, 2022
