11-12 / F, Taiping financial building, 6001 Yitian Road, Futian District, Shenzhen, China postcode: 518017
11-12 / F, Taiping finance tower, Yitian road 6001, Futian District, Shenzhen, P. R. China Tel: (0755) 88265288 Fax: (0755) 88265537
Email (e-mail): [email protected].
Website: www.shujin.com cn.
Guangdong Xinda law firm
About Shenzhen S.C New Energy Technology Corporation(300724)
Of the 2021 annual general meeting
Legal opinion
Xinda Huizi (2022) No. 127 to: Shenzhen S.C New Energy Technology Corporation(300724) (hereinafter referred to as "your company" or "the company")
Guangdong Xinda law firm (hereinafter referred to as "Xinda") is entrusted by your company to appoint Xinda lawyers to attend the 2021 annual general meeting of shareholders of the company (hereinafter referred to as "the general meeting of shareholders"), witness the legitimacy of the general meeting of shareholders, and issue the legal opinion of Guangdong Xinda law firm on Shenzhen S.C New Energy Technology Corporation(300724) 2021 annual general meeting of shareholders (hereinafter referred to as "the legal opinion").
In accordance with 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 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 Shenzhen S.C New Energy Technology Corporation(300724) articles of Association (hereinafter referred to as the "articles of association"), Express legal opinions on the convening of the general meeting of shareholders of your company, the convening procedures, the qualifications of the participants and conveners, the voting procedures and voting results.
The securities legal business practice rules of the certified public accountants' Office (for Trial Implementation) and other provisions, as well as the facts that have occurred or exist before the date of issuance of this legal opinion, have strictly performed their statutory duties, followed the principles of diligence and good faith, and conducted sufficient verification and verification to ensure that the facts identified in this legal opinion are true, accurate and complete, and the concluding opinions issued are legal and accurate, without false records Misleading statements or major omissions, and bear corresponding legal liabilities.
This legal opinion is only for the purpose of legality of relevant matters of the company's shareholders' meeting, and shall not be used for any other purpose. Xinda lawyer agrees to announce this legal opinion together with the resolution of the company's shareholders' meeting.
Cinda issued legal opinions on the relevant matters of the general meeting of shareholders in accordance with the business standards recognized by the lawyer industry, ethics and the spirit of diligence as follows: I. convening and convening procedures of the general meeting of shareholders (I) convening of the general meeting of shareholders
1. According to the resolution of the 10th meeting of the 4th board of directors of the company, it is decided to hold the 2021 annual general meeting of shareholders on May 18, 2022.
On April 27, 2022, the board of directors of the company held a meeting on http://www.cn.info.com.cn And other information disclosure media designated by the CSRC announced the notice of Shenzhen S.C New Energy Technology Corporation(300724) on convening the 2021 annual general meeting of shareholders. (II) convening of this general meeting of shareholders
The general meeting of shareholders is held by combining on-site voting and online voting. The details are as follows: 1 The on-site meeting of the general meeting of shareholders was held at 14:30 on Wednesday, May 18, 2022 in the conference room of the company, No. 62, Jinniu East Road, Zhukeng community, Longtian street, Pingshan District, Shenzhen, Guangdong Province.
2. The shareholders' meeting adopts the online voting system of Shenzhen Stock Exchange, and the online voting time is:
(1) The specific time of voting through the trading system voting platform: 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 18, 2022;
(2) The specific time of voting through the Internet voting system: 9:15-15:00 on May 18, 2022. 3. The general meeting of shareholders is presided over by the chairman of the company.
After verification by Xinda lawyer, the convening and convening procedures of this general meeting of shareholders comply with the relevant laws, regulations, normative documents such as the company law, the rules of general meeting of shareholders and the relevant provisions of the articles of association. 2、 Qualifications of persons attending the general meeting of shareholders and conveners (I) persons attending the general meeting of shareholders 1 Personnel attending the general meeting of shareholders
Xinda lawyer checked the register of shareholders on the equity registration date of the shareholders' meeting, the documents proving the legal representative of the legal person shareholders attending the shareholders' meeting on site or online, the personal identity documents of the legal representative, the power of attorney, and the personal identity certificates of the natural person shareholders attending the shareholders' meeting, A total of 17 shareholders and agents entrusted by shareholders who attended the shareholders' meeting on site or online held 120014926 shares of the company, accounting for 344596% of the total shares of the company.
Due to the needs of covid-19 epidemic prevention and control, the directors, supervisors, senior managers and Xinda lawyers of the company attended or attended the shareholders' meeting on-site or online.
Xinda lawyer believes that the qualification of the personnel attending the shareholders' meeting meets the relevant provisions of the company law, the rules of the shareholders' meeting and other laws, regulations, normative documents and the articles of association. 2. People participating in online voting
According to the data provided by Shenzhen Securities Information Co., Ltd., a total of 70 shareholders voted effectively through online voting within the effective time, holding 35764251 shares of the company, accounting for 102689% of the total shares of the company.
The identity of the above shareholders who vote through online voting has been certified by the trading system and Internet voting system of Shenzhen Stock Exchange. (II) convener of the general meeting of shareholders
The convener of this shareholders' meeting is the board of directors of the company, and the qualification of the convener meets the relevant provisions of the company law, the rules of shareholders' meeting and other laws, regulations, normative documents and the articles of association. 3、 Voting procedures and results of this general meeting of shareholders (I) voting procedures of this general meeting of shareholders
1. The deliberation and voting matters of this shareholders' meeting are the proposals listed in the company's announced meeting notice, and the shareholders attending this shareholders' meeting did not put forward new proposals.
2. This general meeting of shareholders adopts a combination of on-site voting and online voting.
At the on-site meeting of the general meeting of shareholders, the proposals listed in the meeting notice were voted by open ballot, the votes were counted and monitored by the representatives of shareholders, supervisors and Xinda lawyers, and the voting results were announced on the spot; Shareholders participating in online voting exercised their voting rights through the trading system of Shenzhen Stock Exchange or the Internet voting system within the specified online voting time. After the online voting, Shenzhen Securities Information Co., Ltd. provided the company with the statistical results of online voting at the general meeting of shareholders. The company consolidated and counted the voting results of on-site voting and online voting. (II) voting results of the general meeting of shareholders
According to the on-site and online voting results of the company's merger statistics, the following proposals were considered and adopted at the shareholders' meeting: 1 Work report of the board of directors in 2021
Voting results: 155775277 shares were approved, accounting for 999975% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting. 2. Work report of the board of supervisors in 2021
Voting results: 155775277 shares were approved, accounting for 999975% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting. 3. Full text and summary of 2021 Annual Report
Voting results: 155775277 shares were approved, accounting for 999975% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting. 4. Profit distribution plan for 2021
Voting results: 155777977 shares were approved, accounting for 999992% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares attending the meeting.
Among them, the voting results of small and medium-sized investors are:
44973790 shares were approved, accounting for 999973% of the total voting shares held by small and medium-sized investors attending the meeting; Against 1200 shares, accounting for 0.0027% of the total voting shares held by small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares held by small and medium-sized investors attending the meeting. 5. Financial statement report of 2021
Voting results: 155775277 shares were approved, accounting for 999975% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting. 6. Proposal on the remuneration of non independent directors of the company
Voting results: 36436390 shares were approved, accounting for 999953% of the total number of valid voting shares attending the meeting; 1700 opposition shares, accounting for 0.0047% of the total number of valid voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares attending the meeting.
Affiliated shareholders Yu Zhong, Zuo Guojun, Liang Meizhen, Jiang Zeyu, Jiang Wantong, Pingtan Hengxing Weiye investment partnership (limited partnership), Xiamen Hongxing Yuanye investment partnership (limited partnership), Pingtan Dingye Weiye investment partnership (limited partnership), Zhuhai Hengqin Fuhai Yintao No. 3 equity investment fund partnership (limited partnership) avoided voting.
Among them, the voting results of small and medium-sized investors are:
36436390 shares were approved, accounting for 999953% of the total voting shares held by small and medium-sized investors attending the meeting; Against 1700 shares, accounting for 0.0047% of the total voting shares held by small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for 0% of the total voting shares held by small and medium-sized investors attending the meeting. 7. Proposal on the remuneration of independent directors of the company
Voting results: 155777477 shares were approved, accounting for 999989% of the total number of valid voting shares attending the meeting; 1700 opposition shares, accounting for 0.0011% of the total number of valid voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares attending the meeting. 8. Proposal on remuneration of supervisors of the company
Voting results: 155777477 shares were approved, accounting for 999989% of the total number of valid voting shares attending the meeting; 1700 opposition shares, accounting for 0.0011% of the total number of valid voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares attending the meeting. 9. Special report on the deposit and use of raised funds in 2021
Voting results: 155775277 shares were approved, accounting for 999975% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting.
Among them, the voting results of small and medium-sized investors are:
44971090 shares were approved, accounting for 999913% of the total voting shares held by small and medium-sized investors attending the meeting; Against 1200 shares, accounting for 0.0027% of the total voting shares held by small and medium-sized investors attending the meeting; 2700 shares were abstained, accounting for 0.0060% of the total voting shares held by small and medium-sized investors attending the meeting. 10. Proposal on reappointment of the company's audit institution in 2022
Voting results: 155764777 shares were approved, accounting for 999908% of the total number of valid voting shares attending the meeting; 11700 opposition shares, accounting for 0.0075% of the total number of valid voting shares attending the meeting; 2700 shares were abstained, accounting for 0.0017% of the total number of valid voting shares attending the meeting.
The voting results of small and medium-sized investors are:
44960590 shares were approved, accounting for 999680% of the total voting shares held by small and medium-sized investors attending the meeting; Against 11700 shares, accounting for 0.0260% of the total voting shares held by small and medium-sized investors attending the meeting; 2700 shares were abstained, accounting for 0.0060% of the total voting shares held by small and medium-sized investors attending the meeting. 11. Proposal on terminating some investment projects with raised funds and permanently replenishing the remaining raised funds with working capital
Voting results: 155777977 shares were approved, accounting for 999992% of the total number of valid voting shares attending the meeting; 1200 opposition shares, accounting for 0.0008% of the total number of valid voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the total number of valid voting shares attending the meeting.
Among them, the voting results of small and medium-sized investors are:
44973790 shares were approved, accounting for 999973% of the total voting shares held by small and medium-sized investors attending the meeting; Against 1200 shares, accounting for 0.0027% of the total voting shares held by small and medium-sized investors attending the meeting; Abstain from 0 shares, accounting for the total voting shares held by small and medium-sized investors attending the meeting
