34th floor, office building 3, Huamao center, No. 77 Jianguo Road, Chaoyang District, Beijing 100025
34/F, Tower 3, China Central Place, 77 Jianguo Road, Beijing 100025, China
T:（86-1058091000 F:（86-1058091100
Beijing Jingtian Gongcheng law firm
About Hitevision Co.Ltd(002955)
Of the 2021 annual general meeting
Legal opinion
Entrusted by Hitevision Co.Ltd(002955) (hereinafter referred to as "the company"), Beijing Jingtian Gongcheng law firm (hereinafter referred to as "the firm") appoints its lawyers to attend the 2021 annual general meeting of shareholders of the company (hereinafter referred to as "the general meeting of shareholders") and give legal witness. In accordance with the company law of the people's Republic of China (hereinafter referred to as the "company law") and 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") of China Securities Regulatory Commission The detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange and other laws, regulations and normative documents, as well as the provisions of Hitevision Co.Ltd(002955) articles of Association (hereinafter referred to as the "articles of association"), witnessed and issued legal opinions on this general meeting of shareholders.
Before issuing legal opinions, our lawyers attended the shareholders' meeting as nonvoting delegates and reviewed the documents related to the shareholders' meeting provided by the board of directors of the company, including but not limited to the resolutions of the 12th meeting of the second board of directors, the resolutions of the 8th meeting of the second board of supervisors, the announcements published according to the above resolutions, the notice and announcement on convening the shareholders' meeting, the proposals and resolutions of the shareholders' meeting, etc, At the same time, I listened to the statements and explanations of the company and relevant personnel on relevant facts. The company guarantees that the documents provided by it are true and complete, the copies of which are consistent with the original, and all facts and documents sufficient to affect this legal opinion have been disclosed to our lawyers without any concealment or omission.
This legal opinion is only used for the purpose of the legality of relevant matters of the company's general meeting of shareholders, and shall not be used for any other purpose. The lawyer of the firm agrees to announce this legal opinion together with the resolution of the general meeting of shareholders of the company. In accordance with the provisions of Article 5 of the rules of the general meeting of shareholders and in accordance with the business standards, ethics and the spirit of diligence recognized by the Chinese lawyer industry, our lawyers hereby issue the following legal opinions:
1、 Convening and convening procedures of this general meeting of shareholders
1. The general meeting of shareholders was convened by the resolution of the 12th meeting of the second board of directors of the company. After verification by our lawyers, the resolution made by the board of directors is legal and effective.
2. On April 28, 2022, the company published the notice of convening the shareholders' meeting in the form of announcement in the securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo website (hereinafter referred to as the "meeting notice"). The notice of the meeting specifies the matters to be attended and deliberated at the shareholders' meeting.
3. The on-site meeting of the general meeting of shareholders was held at 14:00 p.m. on Wednesday, May 18, 2022 in the conference room of the company, block F, Rongxin technology center, Chaoyang District, Beijing. The specific time for 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 May 18, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on May 18, 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.
4. The general meeting of shareholders was held by combining on-site voting and online voting. Xing Xiuqing, chairman of the company, presided over the meeting. The shareholders or their entrusted agents attending the meeting deliberated and voted on the matters listed in the notice of meeting one by one.
It has been verified that the procedures for convening and convening this general meeting of shareholders comply with the company law, the rules of general meeting of shareholders and other laws and regulations, normative documents and the relevant provisions of the articles of association.
2、 Qualifications of the personnel attending the general meeting of shareholders and the convener
1. According to the inspection, there are 17 shareholders or shareholder agents attending the on-site meeting of the general meeting of shareholders and shareholders voting through the Internet, representing 154958790 voting shares, accounting for 659439% of the total voting shares of the company. Among them, there are 5 shareholders or shareholders' agents attending the on-site meeting of the general meeting of shareholders, representing 137330762 voting shares, accounting for 584422% 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., 12 shareholders participated in the voting through online voting within the effective time, representing 17628028 voting shares, accounting for 7.5017% of the total voting shares of the company.
2. Upon inspection, the shareholders attending the on-site meeting of the company's general meeting of shareholders are the shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. after the end of stock trading on the afternoon of May 11, 2022. The shareholders who attended the meeting in person presented their own identity certificates, and the shareholders' agents who attended the meeting presented their power of attorney and relevant identity certificates. 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.
3. It is verified that the directors, supervisors and Secretary of the board of directors of the company attended the general meeting of shareholders in addition to the representatives of shareholders; Some senior managers of the company and lawyers of the firm attended the on-site meeting of the general meeting of shareholders as nonvoting delegates.
4. The convener of this general meeting of shareholders is the board of directors of the company.
It is verified that the qualifications of the above personnel and conveners attending the general meeting of shareholders are in line 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.
3、 Voting procedures and results of this general meeting of shareholders
After inspection, the shareholders' meeting adopts the combination of on-site voting and online voting. 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. The company has consolidated and counted the voting results of on-site voting and online voting for each proposal. The voting results of the proposals considered at the general meeting of shareholders are as follows:
(I) review the proposal on the full text and summary of the company's 2021 Annual Report
Voting results: 154949060 shares were approved, accounting for 999937% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; Abstain 0 shares (including 0 shares by default due to non voting), accounting for 0.0000% of the shares held by all shareholders attending the meeting.
(II) review the proposal on the work report of the board of directors in 2021
Voting results: 154769060 shares were approved, accounting for 998776% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting.
(III) review the proposal on the work report of the board of supervisors in 2021
Voting results: 154769060 shares were approved, accounting for 998776% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting.
(IV) review the proposal on the company's 2021 annual financial statement report
Voting results: 154769060 shares were approved, accounting for 998776% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting.
(V) review the proposal on the company's profit distribution plan for 2021
Voting results: 154767560 shares were approved, accounting for 998766% of the shares held by all shareholders attending the meeting; Against 11230 shares, accounting for 0.0072% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting. Voting of small and medium-sized investors: 436800 shares were agreed, accounting for 695508% of the shares held by small and medium-sized shareholders attending the meeting; Against 11230 shares, accounting for 1.7881% of the shares held by minority shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 286611% of the shares held by minority shareholders attending the meeting.
(VI) review the proposal on the remuneration (allowance) scheme for directors, supervisors and senior managers of the company in 2022
Voting results: 154768060 shares were approved, accounting for 998769% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; Abstained 181000 shares (including 180000 shares by default due to non voting), accounting for 0.1168% of the shares held by all shareholders attending the meeting.
Voting of small and medium-sized investors: 437300 shares were agreed, accounting for 696304% of the shares held by small and medium-sized shareholders attending the meeting; 9730 opposed shares, accounting for 1.5493% of the shares held by minority shareholders attending the meeting; 181000 shares were abstained (including 180000 shares by default due to non voting), accounting for 288203% of the shares held by minority shareholders attending the meeting.
(VII) deliberating the proposal on the renewal of the company's audit institution in 2022
Voting results: 154769060 shares were approved, accounting for 998776% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting.
Voting of small and medium-sized investors: 438300 shares were agreed, accounting for 697897% of the shares held by small and medium-sized shareholders attending the meeting; 9730 opposed shares, accounting for 1.5493% of the shares held by minority shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 286611% of the shares held by minority shareholders attending the meeting.
(VIII) review the proposal on the prediction of the company and its subsidiaries applying for comprehensive credit line from the bank in 2022
Voting results: 154768060 shares were approved, accounting for 998769% of the shares held by all shareholders attending the meeting; 9730 opposed shares, accounting for 0.0063% of the shares held by all shareholders attending the meeting; Abstained 181000 shares (including 180000 shares by default due to non voting), accounting for 0.1168% of the shares held by all shareholders attending the meeting.
Voting of small and medium-sized investors: 437300 shares were agreed, accounting for 696304% of the shares held by small and medium-sized shareholders attending the meeting; 9730 opposed shares, accounting for 1.5493% of the shares held by minority shareholders attending the meeting; 181000 shares were abstained (including 180000 shares by default due to non voting), accounting for 288203% of the shares held by minority shareholders attending the meeting.
(IX) proposal on the company's use of some idle raised funds and idle self owned funds for cash management
Voting results: 154760760 shares were approved, accounting for 998722% of the shares held by all shareholders attending the meeting; Against 18030 shares, accounting for 0.0116% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting. Voting of small and medium-sized investors: 430000 shares were approved, accounting for 684681% of the shares held by small and medium-sized shareholders attending the meeting; Against 18030 shares, accounting for 2.8709% of the shares held by minority shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 286611% of the shares held by minority shareholders attending the meeting.
(x) deliberating the proposal on the company providing guarantee to subsidiaries
Voting results: 154759760 shares were approved, accounting for 998716% of the shares held by all shareholders attending the meeting; Against 19030 shares, accounting for 0.0123% of the shares held by all shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 0.1162% of the shares held by all shareholders attending the meeting. Voting of small and medium-sized investors: 429000 shares were agreed, accounting for 683088% of the shares held by small and medium-sized shareholders attending the meeting; Against 19030 shares, accounting for 3.0301% of the shares held by minority shareholders attending the meeting; 180000 shares were abstained (including 180000 shares by default due to non voting), accounting for 286611% of the shares held by minority shareholders attending the meeting.
（11） Deliberating the proposal on providing buyer's credit guarantee for customers by the company and its subsidiaries
Voting results: 154768060 shares were approved, accounting for
