Beijing Jindu (Shenzhen) law firm
About Streamax Technology Co.Ltd(002970)
Legal opinion of the 2021 annual general meeting
To: Streamax Technology Co.Ltd(002970)
Beijing Jindu (Shenzhen) law firm (hereinafter referred to as "the firm") accepts the entrustment of Streamax Technology Co.Ltd(002970) (hereinafter referred to as "the company"), in accordance with the securities law of the people's Republic of China (hereinafter referred to as "the securities law") and 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 (revised in 2022) (hereinafter referred to as the rules for the general meeting of shareholders) and other laws, administrative regulations, rules, normative documents and relevant provisions of the articles of association in force in the people's Republic of China (hereinafter referred to as "within China" for the purpose of this legal opinion, excluding the Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan), A lawyer was appointed to attend the 2021 annual general meeting of shareholders (hereinafter referred to as "the general meeting") held by the company on May 19, 2022, and issued this legal opinion on relevant matters of the general meeting of shareholders.
In order to issue this legal opinion, our lawyers have reviewed the following documents provided by the company, including but not limited to:
1. The Streamax Technology Co.Ltd(002970) articles of Association (hereinafter referred to as the articles of association) approved by the second extraordinary general meeting of the company in 2021 on September 14, 2021;
2. The company published on cninfo.com on April 28, 2022 (website: http://www.cn.info.com.cn./ , the same below) and the website of Shenzhen Stock Exchange (website: https://www.szse.cn./inde X / inde X. HTML, the same below), such as the announcement of the resolution of the seventh meeting of the Streamax Technology Co.Ltd(002970) third board of directors, the announcement of the resolution of the seventh meeting of the Streamax Technology Co.Ltd(002970) third board of supervisors, the independent opinions of Streamax Technology Co.Ltd(002970) independent directors on matters related to the seventh meeting of the third board of directors, and the prior approval opinions of Streamax Technology Co.Ltd(002970) independent directors on matters related to the seventh meeting of the third board of directors; 3. The notice of Streamax Technology Co.Ltd(002970) on convening the 2021 annual general meeting of the company (hereinafter referred to as the notice of the general meeting of shareholders) published in Securities Daily, securities times, Shanghai Securities News, China Securities News, cninfo.com and the website of Shenzhen Stock Exchange on April 28, 2022;
4. The register of shareholders on the date of equity registration of the company's general meeting of shareholders;
5. Registration records and voucher materials of shareholders, directors, supervisors and senior managers attending the on-site meeting;
6. Statistical results of online voting of the general meeting of shareholders provided by Shenzhen Securities Information Co., Ltd;
7. The proposal of the general meeting of shareholders of the company and the announcement and other documents related to the contents of relevant proposals;
8. Other parliamentary documentation.
The company has assured the exchange that it has disclosed to the exchange all facts sufficient to affect the issuance of this legal opinion, and provided the original written materials, copies, copies, letters of commitment or certificates required by the exchange for the issuance of this legal opinion, without concealment, false statements and major omissions; If the documents and materials provided by the company to the exchange are true, accurate, complete and effective, and the documents and materials are copies or copies, they shall be consistent and consistent with the original.
In this legal opinion, the exchange only expresses opinions on whether the procedures for convening and convening the general meeting of shareholders, the qualifications of the personnel attending the general meeting of shareholders, the qualifications of the convener and the voting procedures, and the voting results comply with the provisions of relevant laws, administrative regulations, the rules of the general meeting of shareholders and the articles of association, It does not express any opinion on the contents of the proposals considered at this shareholders' meeting and the authenticity and accuracy of the facts or data expressed in such proposals. The exchange only expresses opinions in accordance with the current effective laws and regulations in China, and does not express opinions in accordance with any laws outside China.
In accordance with the relevant provisions of the above laws, administrative regulations, rules and normative documents and the articles of association, as well as the facts that have occurred or exist before the date of issuance of this legal opinion, the exchange has strictly performed its statutory duties, followed the principles of diligence and good faith, fully verified and verified the relevant matters of the company's shareholders' meeting, and ensured that the facts identified in this legal opinion are true, accurate and complete, The concluding opinions issued in this legal opinion are legal and accurate, without false records, misleading statements or major omissions, and shall bear corresponding legal liabilities.
The exchange agrees to take this legal opinion as the announcement material of the general meeting of shareholders and submit it to relevant institutions together with other meeting documents for announcement. In addition, without the consent of the exchange, this legal opinion shall not be used for any other purpose for any other person.
In accordance with the requirements of relevant laws and regulations and in accordance with the business standards, ethics and diligence recognized by the lawyer industry, our lawyers attended the shareholders' meeting, verified the relevant facts of the convening and holding of the shareholders' meeting and the documents provided by the company, and now issue the following legal opinions:
1、 Convening and convening procedures of this general meeting of shareholders
(I) convening of the general meeting of shareholders
On April 26, 2022, the seventh meeting of the third board of directors of the company deliberated and approved the proposal on convening the 2021 annual general meeting of shareholders of the company, and decided to convene the 2021 annual general meeting of shareholders on May 19, 2022.
On April 28, 2022, the company published the notice of Streamax Technology Co.Ltd(002970) on convening the company's 2021 annual general meeting in the form of announcement on cninfo.com, the website of Shenzhen Stock Exchange and other information disclosure media designated by the CSRC.
(II) convening of this general meeting of shareholders
1. This general meeting of shareholders is held by combining on-site meeting and online voting.
2. The on-site meeting of the general meeting of shareholders was held at 15:00 p.m. on Thursday, May 19, 2022 in the lecture hall, 16th floor, building B1, Nanshan Zhiyuan, No. 1001 Xueyuan Avenue, Nanshan District, Shenzhen, Guangdong Province. According to paragraph 1 of Article 70 of the articles of association, "the general meeting of shareholders shall be presided over by the chairman. If the chairman is unable or fails to perform his duties, the vice chairman shall perform his duties (if the company has two or more vice chairmen, the vice chairman jointly elected by more than half of the directors shall perform his duties); if the vice chairman is unable or fails to perform his duties, the vice chairman shall be presided over by a director jointly elected by more than half of the directors.
”Zhao Zhijian, chairman of the company, did not attend the meeting due to work arrangement. The on-site meeting was presided over by Wang Xidian, a director jointly elected by more than half of the directors.
3. The specific time of 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 19, 2022; The specific time of voting through the Internet voting system of Shenzhen stock exchange is: any time from 9:15 to 15:00 on May 19, 2022. After verification by the lawyers of the firm, the actual time, place and method of the shareholders' meeting and the proposals deliberated at the meeting are consistent with the time, place and method announced in the notice of shareholders' meeting and the matters submitted to the meeting for deliberation.
The lawyers of the firm believe that the convening and convening of the general meeting of shareholders has fulfilled the legal procedures and complies with the relevant provisions of laws, administrative regulations, rules for general meeting of shareholders and the articles of association.
2、 Qualification of personnel and convener attending the general meeting of shareholders
(I) qualification of personnel attending the general meeting of shareholders
The lawyer of the firm checked the register of shareholders on the equity registration date of the general meeting of shareholders, the meeting attendance book of participants and other relevant materials, and confirmed that there were 7 shareholders attending the general meeting of shareholders of the company, representing 112969500 voting shares, accounting for 652550% of the total voting shares of the company. According to the online voting results of the shareholders' meeting provided by Shenzhen Securities Information Co., Ltd. after the online voting of the shareholders' meeting, there are 5 shareholders participating in the online voting of the shareholders' meeting, representing 4354932 voting shares, accounting for 2.5156% of the total voting shares of the company.
Among them, there are 9 shareholders (hereinafter referred to as small and medium-sized investors) except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company, representing 8854432 voting shares, accounting for 5.1146% of the total voting shares of the company.
To sum up, the total number of shareholders attending the shareholders' meeting is 12, representing 117324432 voting shares, accounting for 677706% of the total voting shares of the company.
In addition to the above personnel attending the shareholders' meeting, the personnel attending the on-site meeting of the shareholders' meeting by on-site or communication also included the company's directors (Zhao Zhijian, chairman and general manager of the company, did not attend the meeting due to work arrangement), supervisors, Secretary of the board of directors and lawyers of the firm. Other senior managers of the company attended the on-site meeting of the shareholders' meeting as nonvoting delegates.
The qualifications of the above-mentioned shareholders participating in the online voting of the general meeting of shareholders are verified by the institutions provided by the online voting system. We are unable to verify the qualifications of such shareholders. On the premise that the qualifications of such shareholders participating in the online voting of the general meeting of shareholders are in line with laws, regulations, normative documents and the articles of association, our lawyers believe that the qualifications of the personnel attending the general meeting of shareholders are in line with laws, administrative regulations Provisions of the articles of association and the rules of the company.
(II) convener qualification
The convener of this shareholders' meeting is the board of directors of the company, and the qualification of the convener meets the provisions of relevant laws, administrative regulations, rules for shareholders' meeting and the articles of association.
3、 Voting procedures and results of this general meeting of shareholders
(I) voting procedures of the general meeting of shareholders
1. The content of the proposal considered at this shareholders' meeting is consistent with the notice of shareholders' meeting, and there is no situation of modifying the original proposal or adding new proposals.
2. This general meeting of shareholders adopts a combination of on-site voting and online voting. Witnessed by our lawyers, the on-site meeting of the general meeting voted on the proposals listed in the meeting notice by open ballot. The votes of the on-site meeting were counted and monitored jointly by the representatives of shareholders, supervisors and lawyers of the firm.
3. Shareholders participating in online voting exercise their voting rights through the trading system of Shenzhen Stock Exchange or the Internet voting system of Shenzhen Stock Exchange within the specified online voting time. After the online voting, Shenzhen Stock Exchange
4. The chairman of the meeting announced the voting of the proposal in combination with the statistical results of on-site meeting voting and online voting, and announced the adoption of the proposal according to the voting results.
(II) voting results of the general meeting of shareholders
Witnessed by our lawyers, the following proposals were deliberated and adopted at the general meeting of shareholders in accordance with laws, administrative regulations, rules of the general meeting of shareholders and the articles of association:
1. The voting results of the proposal on the 2021 annual report and its summary are as follows:
117323832 shares were approved, accounting for 999995% of the total voting shares of shareholders and shareholders' proxy representatives attending the meeting; 600 dissenting shares, accounting for 0.0005% of the total voting shares of shareholders attending the meeting and shareholders' proxy representatives; Abstain from 0 shares, accounting for 0.0000% of the total voting shares of shareholders and proxy representatives attending the meeting.
2. The voting results of the proposal on the work report of the board of directors in 2021 are as follows:
117323832 shares were approved, accounting for 999995% of the total voting shares of shareholders and shareholders' proxy representatives attending the meeting; 600 dissenting shares, accounting for 0.0005% of the total voting shares of shareholders attending the meeting and shareholders' proxy representatives; Abstain from 0 shares, accounting for 0.0000% of the total voting shares of shareholders and proxy representatives attending the meeting.
3. The voting results of the proposal on the work report of the board of supervisors in 2021 are as follows:
117323832 shares were approved, accounting for 999995% of the total voting shares of shareholders and shareholders' proxy representatives attending the meeting; 600 dissenting shares, accounting for 0.0005% of the total voting shares of shareholders attending the meeting and shareholders' proxy representatives; Abstain from 0 shares, accounting for 0.0000% of the total voting shares of shareholders and proxy representatives attending the meeting.
4. The voting results of the proposal on the financial statement report of 2021 are as follows:
117323832 shares were approved, accounting for 999995% of the total voting shares of shareholders and shareholders' proxy representatives attending the meeting; 600 dissenting shares, accounting for 0.0005% of the total voting shares of shareholders attending the meeting and shareholders' proxy representatives; Abstain from 0 shares, accounting for 0.0000% of the total voting shares of shareholders and proxy representatives attending the meeting.
5. The voting results of the proposal on the company's profit distribution plan for 2021 are as follows:
117323832 shares were approved, accounting for 999995% of the total voting shares of shareholders and shareholders' proxy representatives attending the meeting; 600 dissenting shares, accounting for 0.0005% of the total voting shares of shareholders attending the meeting and shareholders' proxy representatives; Abstain from 0 shares, accounting for 0.0000% of the total voting shares of shareholders and proxy representatives attending the meeting.
Among them, the voting situation of small and medium-sized investors is: 8853832 shares are agreed, accounting for 999932% of the total voting shares of small and medium-sized investors and their agent representatives attending the meeting; 600 opposed shares, accounting for 0.0068% of the total voting shares of small and medium-sized investors and agent representatives of small and medium-sized investors attending the meeting; Abstained 0 shares, accounting for the proportion of small and medium-sized investors attending the meeting
