Shanghai jintiancheng (Qingdao) law firm
About Yunding Technology Co.Ltd(000409)
Of the 2021 annual general meeting
Legal opinion
Address: 45 / F, block a, Qingdao center building, No. 8, Hong Kong Middle Road, Shinan District, Qingdao
Tel: (86532) 55769166 Fax: (86532) 55769155 zip code: 266071
Shanghai jintiancheng (Qingdao) law firm
About Yunding Technology Co.Ltd(000409)
Of the 2021 annual general meeting
Legal opinion
To: Yunding Technology Co.Ltd(000409)
Entrusted by Yunding Technology Co.Ltd(000409) (hereinafter referred to as "the company" or " Yunding Technology Co.Ltd(000409) "), Shanghai jintiancheng (Qingdao) law firm (hereinafter referred to as "the firm") has, in accordance with the company law of the people's Republic of China (hereinafter referred to as "the company law"), accepted the entrustment of Yunding Technology Co.Ltd(000409) (hereinafter referred to as "the company law") This legal opinion is issued in accordance with 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 (hereinafter referred to as the "rules for the general meeting of shareholders") and other laws, administrative regulations and normative documents, as well as the relevant provisions of the Yunding Technology Co.Ltd(000409) articles of Association (hereinafter referred to as the "articles of association").
In order to issue this legal opinion, our lawyers have conducted necessary verification and verification on the matters involved in this general meeting of shareholders, reviewed the relevant documents and materials that our lawyers believe must be consulted to issue this legal opinion, and participated in the whole process of this general meeting of shareholders of the company.
In view of this, according to the requirements of the above laws, regulations and normative documents, and in accordance with the recognized business standards, ethics and diligence spirit of the lawyer industry, our lawyers hereby issue the following legal opinions: I. The qualification of the convener and the convening and convening procedures of this general meeting of shareholders
On April 27, 2022, the company held the 24th Meeting of the 10th board of directors, made a resolution to convene the general meeting of shareholders, and issued the notice of Yunding Technology Co.Ltd(000409) on convening the 2021 annual general meeting of shareholders on April 28, 2022. The aforesaid notice of the meeting specified the convener, date and time of the general meeting of shareholders (including on-site meeting time and online voting time), method of holding, equity registration date The basic information of participants, meeting place, etc., as well as the matters to be considered at the meeting, proposal code, on-site meeting registration method, identity authentication and voting procedures of shareholders participating in online voting, contact person and contact information of the meeting shall be announced. The date of publication of the announcement is 20 days from the date of holding the general meeting of shareholders.
The on-site meeting of the general meeting of shareholders is held in accordance with the Yunding Technology Co.Ltd(000409) on convening the annual meeting in 2021
The notice of the shareholders' meeting was held as scheduled at 14:00 on May 18, 2022 in the meeting room on the Yunding Technology Co.Ltd(000409) 18 floor of Jinan High-Tech Development Co.Ltd(600807) Wanda J3 office building, No. 57-1, Gongye South Road, Lixia District, Jinan, Shandong Province; Online voting is conducted through the trading system of Shenzhen Stock Exchange and Internet voting. The time of online voting through the trading system of Shenzhen stock exchange is the trading time on May 18, 2022, i.e. 9:15-9:25, 9:30-11:30 and 13:00-15:00; The specific time of voting through the Internet system of Shenzhen stock exchange is any time from 9:15 to 15:00 on May 18, 2022.
After verification, our lawyers believe that the qualification of the convener of the general meeting of shareholders is legal and effective, and the convening and convening procedures of the general meeting of shareholders comply with the company law, the rules of the general meeting of shareholders and other laws, regulations and other normative documents, as well as the relevant provisions of the articles of association. 2、 Qualification of attendees of the general meeting of shareholders
1. According to the signature, power of attorney, shareholder account card and other materials of the company's shareholders attending the on-site meeting of the general meeting of shareholders, there are 3 shareholders and shareholder agents attending the on-site meeting of the general meeting of shareholders, representing 95419174 shares with voting rights, accounting for 186755% of the total shares of the company. After verification by the lawyers of the firm, the shareholders and their agents attending the on-site meeting of the general meeting of shareholders have legal certificates to attend the meeting, and their qualifications to attend the meeting are legal and valid.
2. According to the data provided by Shenzhen Securities Information Co., Ltd., 25 shareholders participated in the online voting of the general meeting of shareholders, representing 84053659 shares with voting rights, accounting for 164511% of the total shares of the company. The identity of the above shareholders voting through the online voting system has been certified by the trading system of Shenzhen Stock Exchange. Therefore, our lawyers believe that the qualification of shareholders participating in the online voting of this general meeting of shareholders is legal and valid. 3. After verification, other personnel attending the on-site meeting of the general meeting of shareholders are directors, supervisors and other senior managers of the company, who are qualified to attend the general meeting of shareholders. 3、 Proposals considered at the general meeting of shareholders
After the review of the lawyers of the firm, the proposals deliberated at the general meeting of shareholders of the company belong to the scope of authority of the general meeting of shareholders of the company, and are consistent with the deliberation matters listed in the notice of convening the general meeting of shareholders; There was no amendment to the notice of the shareholders' meeting, and there was no new proposal proposed by the shareholders. 4、 Voting procedures and results of this general meeting of shareholders
According to the agenda and deliberation items of the shareholders' meeting, the shareholders' meeting voted on the deliberation items by combining on-site voting and online voting. After the voting at the general meeting of shareholders, the company consolidated statistics and announced the voting results of on-site voting and online voting on the matters under consideration:
1. The proposal on discussing and deliberating Yunding Technology Co.Ltd(000409) 2021 annual work report of the board of directors was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
2. The proposal on discussing and deliberating Yunding Technology Co.Ltd(000409) 2021 annual work report of the board of supervisors was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
3. Deliberated and adopted the proposal on discussing and deliberating Yunding Technology Co.Ltd(000409) 2021 annual report and its summary
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
4. The proposal on discussion and deliberation of Yunding Technology Co.Ltd(000409) 2021 annual financial report
Voting results: 178384176 shares were approved, accounting for 0 abstention of voting shares held by all shareholders attending the meeting and 0.0000% of voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
5. The proposal on discussing and deliberating the profit distribution plan for Yunding Technology Co.Ltd(000409) 2021 was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
6. The proposal on the renewal of the company's 2022 financial audit institution and internal control audit institution was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
7. The proposal on the company's application for financing from banks and other institutions in 2022 was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
8. The proposal on loans provided by related parties to the company in 2022 was deliberated and adopted
Voting results: 93027625 shares were approved, accounting for 988433% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 1.1567% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
As a related shareholder, Shandong Energy Group Co., Ltd. avoided voting on the deliberation of this proposal. 9. The proposal on discussing and deliberating the remuneration plan of the company's directors in 2022 was deliberated and adopted
Voting results: 178384176 shares were approved, accounting for 993934% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; Abstain from 0 shares, accounting for 0.0000% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors was: 37571678 shares were agreed, accounting for 971840% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; Abstained 0 shares, accounting for 0.0000% of the shares held by minority shareholders attending the meeting.
10. The proposal on discussing and deliberating the remuneration plan of the company's supervisors in 2022 was deliberated and adopted
Voting results: 178347452 shares were approved, accounting for 993730% of the voting shares held by all shareholders attending the meeting; 1088657 opposed shares, accounting for 0.6066% of the voting shares held by all shareholders attending the meeting; 36724 shares were abstained, accounting for 0.0205% of the voting shares held by all shareholders attending the meeting.
Among them, the voting of small and medium-sized investors is: 37534954 shares are agreed, accounting for 970891% of the shares held by small and medium-sized shareholders attending the meeting; 1088657 shares opposed, accounting for 2.8160% of the shares held by minority shareholders attending the meeting; 36724 shares abstained, accounting for
