Guangdong Huashang law firm on Jinlongyu Group Co.Ltd(002882)
Of the 2021 annual general meeting
Legal opinion
Address: 21-25 / F, Hong Kong China Travel Service building, 4011 Shennan Avenue, Futian District, Shenzhen
Tel: 86-7558302555 Fax: 86-7558302558
website: http://www.huashang.cn. Postal Code: 518000
Guangdong Huashang law firm
About Jinlongyu Group Co.Ltd(002882)
Of the 2021 annual general meeting
Legal opinion
To: Jinlongyu Group Co.Ltd(002882)
Guangdong Huashang law firm (hereinafter referred to as “the firm”) accepts the entrustment of Jinlongyu Group Co.Ltd(002882) (hereinafter referred to as ” Jinlongyu Group Co.Ltd(002882) ” or “the company”) to appoint lawyer Wu Yongfu and lawyer Huang Huanyu to attend the annual general meeting of shareholders in Jinlongyu Group Co.Ltd(002882) 2021 (hereinafter referred to as “the annual general meeting of shareholders”) and issue this legal opinion.
This legal opinion is issued 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 (hereinafter referred to as the “Securities Law”), the Jinlongyu Group Co.Ltd(002882) articles of Association (hereinafter referred to as the “articles of association”) and other relevant laws, regulations and normative documents.
In order to issue this legal opinion, our lawyers reviewed the relevant documents and materials of Jinlongyu Group Co.Ltd(002882) this shareholders’ meeting. The lawyer of this firm has obtained the following guarantee from the company, that is, it has provided the materials that the lawyer of this firm believes are necessary for issuing this legal opinion, the original materials, copies, copies and other materials and oral testimony provided meet the requirements of authenticity, accuracy and completeness, and the relevant copies, copies and other materials are consistent with the original materials.
In this legal opinion, our lawyers only express their opinions on whether the convening and convening procedures, the qualifications of the participants, the qualifications of the convener, the voting procedures and the voting results of this general meeting of shareholders comply with the provisions of the company law and other laws, regulations, normative documents, the articles of Association and the rules of procedure of the general meeting of shareholders, Do not express opinions on the contents of the proposals considered at the meeting and the authenticity and accuracy of the facts or data expressed in these proposals.
This legal opinion is only for the purpose of the legality of Jinlongyu Group Co.Ltd(002882) this general meeting of shareholders and shall not be used for any other purpose.
In accordance with the requirements of the law and in accordance with the recognized business standards, ethics and the spirit of diligence, our lawyers have verified and verified the relevant documents and facts provided by the company, and now issue the following legal opinions:
1、 On the convening and convening procedures of this annual general meeting of shareholders
(I) on April 25, 2022, Jinlongyu Group Co.Ltd(002882) held the ninth meeting of the third board of directors and the ninth meeting of the third board of supervisors, which proposed to convene the 2021 annual general meeting of shareholders of the company.
(II) on April 27, 2022, Jinlongyu Group Co.Ltd(002882) on cninfo website (www.cn. Info. Com. CN.) Published the announcement of the resolution of the ninth meeting of the third board of directors and the announcement of the company on convening the 2021 annual general meeting of shareholders. The above notice specifies the time and place of the annual general meeting of shareholders, and explains that shareholders have the right to attend the general meeting of shareholders in person or by proxy and exercise their voting rights, as well as the equity registration date of shareholders entitled to attend the meeting, the registration method of shareholders attending the meeting, the contact address and contact person of the company, etc. At the same time, the notice listed the deliberation matters of the annual general meeting of shareholders, and fully disclosed the contents of relevant proposals. (IV) Jinlongyu Group Co.Ltd(002882) the annual general meeting of shareholders was held in the conference room on the 7th floor of the company (conference room on the 7th floor of Jinlongyu Group Co.Ltd(002882) Industrial Park office building, No. 288 Jihua Road, Shangshui path, Buji, Longgang District, Shenzhen) on May 18, 2022. The on-site meeting was held at 14:00 on May 18, 2022; The 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 time of voting through the Internet voting system of Shenzhen stock exchange is 9:15-15:00 on May 18, 2022.
Upon inspection, the board of directors of the company has convened this annual general meeting of shareholders in accordance with the company law and other relevant laws, regulations and normative documents as well as the relevant provisions of the articles of association, and has fully disclosed the contents of the proposals deliberated at this annual general meeting of shareholders, Jinlongyu Group Co.Ltd(002882) this annual general meeting of shareholders is presided over by Mr. Zheng Yonghan, chairman of the company, and the time of holding The place and contents of the meeting are consistent with those specified in the meeting notice.
In conclusion, our lawyers believe that Jinlongyu Group Co.Ltd(002882) the convening and convening procedures of this annual general meeting of shareholders and the qualification of the convener comply with the provisions of the current effective laws, regulations, normative documents and the articles of association.
2、 Qualification of the staff of this annual general meeting of shareholders
(I) the convener of this annual general meeting of shareholders is the board of directors.
(II) according to the signatures, power of attorney and online voting data of shareholders and shareholders’ agents attending the annual general meeting, 17 shareholders and authorized agents (on-site and online) participated in the voting of the meeting, representing 338064800 shares, accounting for 78.093% of the total voting shares of the company.
Among them, there are 7 shareholders and shareholders’ agents attending the meeting, representing 337674600 shares, accounting for 780029% of the total voting shares of the company; 10 shareholders attended the meeting through online voting, representing 390200 shares, accounting for 0.0901% of the total voting shares of the company.
2. Attendance of minority shareholders:
A total of 12 minority shareholders attended the meeting, representing 391700 shares, accounting for 0.0905% of the total voting shares of the company.
Among them, there are 2 minority shareholders and shareholder agents attending the meeting, representing 1500 shares, accounting for 0.0003% of the total voting shares of the company; 10 minority shareholders attended the meeting through online voting, representing 390200 shares, accounting for 0.0901% of the total voting shares of the company.
Note: any difference between the above proportion data and the total is caused by rounding.
(III) also present at the meeting were directors, supervisors, Secretary of the board of directors and other senior managers of the company, and lawyers of the firm, Wu Yongfu and Huang Huanyu.
In conclusion, our lawyers believe that the qualifications of the convener of the general meeting of shareholders and the personnel attending the general meeting of shareholders comply with the provisions of the company law, the securities law and the articles of association, and are legal and effective.
3、 Voting matters and procedures of this annual general meeting of shareholders
(I) the annual general meeting of shareholders voted item by item on the proposals listed in the announced meeting notice by means of on-site voting and online voting.
The representatives elected at the meeting carried out vote counting and vote monitoring.
(II) deliberation proposal of this annual general meeting of shareholders
1. Work report of the board of directors in Jinlongyu Group Co.Ltd(002882) 2021
Total voting results: 338063600 shares were approved, accounting for 999996% of the voting shares attending the meeting; 1200 opposition shares, accounting for 0.0004% of the voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 390500 shares were agreed, accounting for 996936% of the voting shares of small and medium-sized shareholders attending the meeting; 1200 opposed shares, accounting for 0.3064% of the voting shares of minority shareholders attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares of minority shareholders attending the meeting.
2. Work report of the board of supervisors in Jinlongyu Group Co.Ltd(002882) 2021
Total voting results: 338063600 shares were approved, accounting for 999996% of the voting shares attending the meeting; 1200 opposition shares, accounting for 0.0004% of the voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 390500 shares were agreed, accounting for 996936% of the voting shares of small and medium-sized shareholders attending the meeting; Against 1200 shares, accounting for 0.3064% of the voting shares of minority shareholders attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares of minority shareholders attending the meeting.
3. Financial report and final account report of Jinlongyu Group Co.Ltd(002882) 2021
Total voting results: 338057600 shares were approved, accounting for 999979% of the voting shares attending the meeting; 7200 opposed shares, accounting for 0.0021% of the voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 384500 shares were agreed, accounting for 981619% of the voting shares of small and medium-sized shareholders attending the meeting; 7200 opposed shares, accounting for 1.8381% of the voting shares of minority shareholders attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares of minority shareholders attending the meeting.
4. Annual report of Jinlongyu Group Co.Ltd(002882) 2021 and its summary
Total voting results: 338063600 shares were approved, accounting for 999996% of the voting shares attending the meeting; 1200 opposition shares, accounting for 0.0004% of the voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 390500 shares were agreed, accounting for 996936% of the voting shares of small and medium-sized shareholders attending the meeting; Against 1200 shares, accounting for 0.3064% of the voting shares of minority shareholders attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares of minority shareholders attending the meeting.
5. Proposal on profit distribution in Jinlongyu Group Co.Ltd(002882) 2021
Total voting results: 338063600 shares were approved, accounting for 999996% of the voting shares attending the meeting; 1200 opposition shares, accounting for 0.0004% of the voting shares attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 390500 shares were agreed, accounting for 996936% of the voting shares of small and medium-sized shareholders attending the meeting; 1200 opposed shares, accounting for 0.3064% of the voting shares of minority shareholders attending the meeting; Abstain from 0 shares, accounting for 0% of the voting shares of minority shareholders attending the meeting.
6. Proposal on applying for comprehensive credit line from banking institutions
Total voting results: 338048700 shares were approved, accounting for 999952% of the voting shares attending the meeting; 1200 opposition shares, accounting for 0.0004% of the voting shares attending the meeting; 14900 shares abstained, accounting for 0.0044% of the voting shares attending the meeting.
Among them, the voting of small and medium-sized investors: 375600 shares were agreed, accounting for 958897% of the voting shares of small and medium-sized shareholders attending the meeting; 1200 opposed shares, accounting for 0.3064% of the voting shares of minority shareholders attending the meeting; 14900 shares were abstained, accounting for 3.8039% of the voting shares of minority shareholders attending the meeting.
In conclusion, our lawyers believe that the voting procedures of this general meeting of shareholders comply with the relevant provisions of the company law, the securities law and the articles of association, and are legal and effective.
4、 Concluding observations
In conclusion, our lawyers believe that the convening and convening procedures, the qualifications and voting procedures of the convener and participants of the annual general meeting of shareholders of the company comply with the provisions of the company law, the securities law and the articles of association, and the resolutions of the meeting are legal and effective.
(no text below)
(this page is the signature page of legal opinion of Guangdong Huashang law firm on Jinlongyu Group Co.Ltd(002882) 2021 annual general meeting of shareholders)
Guangdong Huashang law firm
person in charge:
Tall tree
Attorney in charge:
Wu Yongfu
Attorney in charge:
Huang Huanyu
specific date
