Shanxi Coking Coal Energy Group Co.Ltd(000983) : legal opinion of 2021 annual shareholders’ meeting Beijing Zhongtian law firm
ZHONGTIAN LAW FIRM
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Beijing Zhongtian law firm
About Shanxi Coking Coal Energy Group Co.Ltd(000983)
2021 annual general meeting
Legal opinion
Zhong Tian Hui Zi [2022] sj-002
To Shanxi Coking Coal Energy Group Co.Ltd(000983) :
Entrusted by Shanxi Coking Coal Energy Group Co.Ltd(000983) (hereinafter referred to as “the company”), Beijing Zhongtian law firm (hereinafter referred to as “the firm”) appoints lawyers to attend the 2021 annual general meeting of shareholders of your company, and 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”) and the requirements of the China Securities Regulatory Commission on the rules for the general meeting of shareholders of listed companies and other laws, regulations and other relevant normative documents, issue this legal opinion on the matters related to the general meeting of shareholders.
Our lawyers only express legal opinions based on the facts that have occurred or exist before the date of issuance of the legal opinion, the current laws, regulations and normative documents in China, and the current Shanxi Coking Coal Energy Group Co.Ltd(000983) articles of Association (hereinafter referred to as the articles of association).
The exchange agrees to announce this legal opinion as the legal document of the general meeting of shareholders, and is willing to bear corresponding legal liabilities.
The general meeting of shareholders is held and voted by a combination of on-site voting and online voting. Due to the epidemic situation, in order to issue this legal opinion, our lawyer participated in the shareholders’ meeting of the company by video, reviewed the documents and materials provided by the company and carried out necessary verification. Therefore, the legal opinion is issued as follows:
1、 Convening and convening procedures of this general meeting of shareholders
Upon the review of the lawyers of the firm, the shareholders’ meeting was convened by the board of directors of the company, and the convening of the shareholders’ meeting of the company was deliberated and adopted at the 12th meeting of the 8th board of directors held on April 27, 2022. The notice was published in China Securities Journal, securities times, Shanghai Securities News, securities daily and cninfo (http: / / www.cn. Info. Com. CN.) on April 29, 2022 Come on.
The on-site meeting of the general meeting of shareholders was held at 10 a.m. on May 20, 2022 in the meeting room for 100 people on the third floor of Shanxi Coking Coal Energy Group Co.Ltd(000983) building as scheduled.
The online voting of this meeting will be conducted through Shenzhen securities trading system and Internet system according to the time of announcement.
The lawyer believes that the convening procedures of the general meeting of shareholders and the articles of association of the company comply with the current laws and regulations.
2、 Qualification of personnel attending the general meeting of shareholders and Convener
The shareholders attending this meeting are the shareholders and authorized representatives of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. after the closing of the stock market on May 16, 2022.
Three shareholders and their authorized representatives attended the on-site meeting, representing 2237395919 shares of the company, accounting for 546165% of the total voting shares of the company.
The number of shareholders participating in this online voting is 152, representing 355995685 shares of the company, accounting for 8.6901% of the voting shares of the company.
The shareholders’ meeting was presided over by Mr. Zhao Jianze, chairman of the company, and the directors, supervisors and some senior managers of the company attended the shareholders’ meeting. Upon examination by our lawyers, the qualification of the personnel attending the meeting and the qualification of the convener are legal and valid.
3、 Voting procedures and results of this general meeting of shareholders
The shareholders’ meeting deliberated on the seven proposals listed in the announcement. Among them, proposal 6 belongs to related party transactions, and the related shareholders who have an interest in the related party transactions have avoided voting on the proposal. The on-site voting was monitored and counted according to the articles of Association; Online voting is conducted through the system of Shenzhen Stock Exchange and the Internet system, and the identity is authenticated by Shenzhen Securities Information Co., Ltd., and the authentication results and voting results are provided to Shanxi Coking Coal Energy Group Co.Ltd(000983) .
Our lawyers believe that the voting procedures and voting methods of this general meeting of shareholders comply with the provisions of laws, regulations, normative documents and the articles of association, and the voting results are legal and effective.
4、 Concluding observations
Based on the above facts, our lawyers believe that the convening, convening, qualification of the personnel attending the meeting, the qualification of the convener and the voting procedures of the meeting comply with the provisions of the company law, the securities law, the rules for the general meeting of shareholders of listed companies and other relevant laws, regulations, normative documents and the articles of association, and the shareholders’ meeting and voting results are legal and valid.
This legal opinion is made in two originals without copies.
(there is no text on this page, which is the signature page of this legal opinion) person in charge of Beijing Zhongtian law firm: Chang Hongliang
Handling lawyer: Chen Aizhen, Wang Banmu
May 20, 2022
