Legal opinion of BOC law firm
Beijing Zhongyin law firm
About Shenzhen Infogem Technologies Co.Ltd(300085)
Legal opinion on the 2021 annual general meeting of shareholders
To: Shenzhen Infogem Technologies Co.Ltd(300085)
Entrusted by Shenzhen Infogem Technologies Co.Ltd(300085) (hereinafter referred to as “the company”), Beijing BOC 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”) on matters related to the convening of the company’s 2021 annual general meeting of shareholders (hereinafter referred to as “the general meeting”) This legal opinion is issued in accordance with the relevant provisions of the rules for the general meeting of shareholders of listed companies and the Shenzhen Infogem Technologies Co.Ltd(300085) articles of Association (hereinafter referred to as the “articles of association”). For the purpose of issuing this legal opinion, the firm appointed lawyers to attend the meeting and verified the documents and facts related to the meeting provided by the company in accordance with the relevant provisions and requirements of current laws and regulations. The legal opinions are as follows:
1、 On the convening and convening procedures of this conference
According to the notice of Shenzhen Infogem Technologies Co.Ltd(300085) on convening the 2021 annual general meeting of shareholders published on cninfo.com on April 28, 2022, the board of directors of the company has made a resolution and sent a notice to all shareholders on the time and method of convening the on-site meeting and online voting of the general meeting. According to the notice, the on-site meeting time is from 2:00 p.m. on May 19, 2022, Online voting time: the specific time for online voting through the trading system of Shenzhen stock exchange is 9:15 a.m. to 9:25, 9:30-11:30 and 13:00-15:00 p.m. 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, the time, method and content of the notice of the meeting issued by the company comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and the articles of Association; The actual time, place and content of the meeting are consistent with the time, place and content announced in the meeting notice; The general meeting was presided over by Mr. Chen Xiangjun, chairman of the company, which was in line with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and the articles of association.
2、 On the qualifications of attendees and conveners of the conference
1. A total of 7 shareholders or their agents attended the on-site meeting of the general meeting, and the total number of voting shares held was 370425004 shares, accounting for 524206% of the total number of 706640535 shares of the company.
Legal opinion of BOC law firm
Directors, supervisors, senior executives and lawyers of the company attended the on-site meeting of the general meeting.
After verification, the qualification of shareholders and shareholders’ agents attending the general meeting meets the provisions of relevant laws and the articles of association, and they have the right to review and vote on the proposals of the general meeting.
After verification, the name and number of shareholders attending the meeting are consistent with those recorded in the register of shareholders of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch after the closing of the market on the afternoon of May 13, 2022.
2. According to the statistics and confirmation of Shenzhen Securities Information Co., Ltd., there are 6 shareholders who directly vote through the online voting system during the online voting time, and the total number of voting shares held is 3018948 shares, accounting for 0.4272% of the total number of 706640535 shares of the company.
3. A total of 13 shareholders or shareholders’ proxies attended the shareholders’ meeting and voted through the Internet, representing 373443952 shares, accounting for 528478% of the total 706640535 shares of the company. After verification, our lawyers believe that the qualifications of the attendees and conveners of the general meeting are in line with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and the articles of association, and are legal and effective.
3、 Voting procedures and results of the meeting
According to the notice of the company’s general meeting and other relevant announcement documents, the shareholders of the company can choose on-site or online voting.
The general meeting of the company voted item by item on the matters listed in the announcement by the combination of on-site open voting and online voting. According to the regulations, the scrutineers and tellers elected by the general meeting monitored and counted the on-site voting, and published the voting results in combination with the statistics of online voting.
The following proposals were considered and adopted at the meeting:
1. Work report of the board of directors in 2021;
2. Work report of the board of supervisors in 2021;
3. Financial report of 2021;
4. Annual report 2021 and summary of annual report 2021;
5. Proposal on no profit distribution in 2021;
6. Proposal on applying for comprehensive credit line from the bank;
7. Proposal on the prediction of guarantee amount in 2022
8. Proposal on changing the business scope of the company and amending the articles of Association;
Legal opinion of BOC law firm
9. Proposal on Amending the rules of procedure of the general meeting of shareholders;
10. Proposal on Amending the rules of procedure of the board of directors.
The shareholders and shareholders’ representatives attending the meeting raised no objection to the voting results, and the meeting did not vote on matters not listed in the notice of the meeting.
After verification, our lawyers believe that the voting procedures of this general meeting comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies and the articles of association, and the voting results are legal and valid.
4、 Concluding observations
To sum up, our lawyers believe that the convening and convening procedures, the qualifications of participants, the qualifications of conveners, the voting procedures and voting results of the meeting comply with the relevant provisions of the company law, the rules for the general meeting of shareholders of listed companies and the articles of association, and the resolutions of the meeting are legal and effective.
Legal opinion of BOC law firm
(there is no text on this page, which is the signature page of the legal opinion of Beijing BOC law firm on the convening of the 3 Sinopec Oilfield Equipment Corporation(000852) 021 annual general meeting of shareholders) person in charge:
Yan penghe
Handling lawyer:
Zhang Yan, Zhao Xiong
Beijing Zhongyin law firm, mm / DD / yyyy
