Beijing Deheng Law Firm
About Beijing Yupont Electric Power Technology Co.Ltd(688597)
Of the first extraordinary general meeting of shareholders in 2022
Legal opinion
12 / F, block B, Fukai building, Financial Street Holdings Co.Ltd(000402) 19, Xicheng District, Beijing
Tel: 010-52682888 Fax: 010-52682999 zip code: 100033
Beijing Deheng Law Firm
About Beijing Yupont Electric Power Technology Co.Ltd(688597)
Of the first extraordinary general meeting of shareholders in 2022
Legal opinion
Deheng 01g20210376-02 to: Beijing Yupont Electric Power Technology Co.Ltd(688597)
Entrusted by Beijing Yupont Electric Power Technology Co.Ltd(688597) (hereinafter referred to as "the company" and " Beijing Yupont Electric Power Technology Co.Ltd(688597) "), Beijing Deheng Law Firm (hereinafter referred to as "the firm") appointed lawyer fan Chaoxia and lawyer Zheng Yunfei (hereinafter referred to as "the firm's undertaking lawyer") to attend the first extraordinary general meeting of the company in 2022 (hereinafter referred to as "the general meeting of shareholders"), And witness the legitimacy of this shareholders' meeting and issue legal opinions.
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 rules for the general meeting of shareholders of listed companies (hereinafter referred to as the "rules for the general meeting of shareholders") and other relevant laws, regulations and normative documents, as well as the Beijing Yupont Electric Power Technology Co.Ltd(688597) articles of Association (hereinafter referred to as the "articles of association"). In accordance with the provisions of the securities law, the measures for the administration of securities legal business by law firms and the rules for the practice of securities legal business by law firms, and the facts that have occurred or exist before the date of issuance of this legal opinion, the firm and its undertaking lawyers have strictly performed their legal duties, followed the principles of diligence and good faith, and conducted full verification and verification, Ensure that the facts identified in this legal opinion are true, accurate and complete, that the concluding opinions issued are legal and accurate, and that there are no false records, misleading statements or major omissions, and bear corresponding legal liabilities.
In order to issue this legal opinion, the lawyer in charge of the office reviewed the relevant documents and materials of the company's general meeting of shareholders. The undertaking lawyer of the firm has obtained the following guarantee from the company, that is, it has provided the materials that the undertaking lawyer of the firm considers 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, the lawyer in charge of the firm only expresses 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 the general meeting of shareholders comply with the provisions of the company law, the rules of the general meeting of shareholders and other laws, regulations, normative documents and the articles of association, We will not comment 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 used for the purpose of legality of relevant matters of the company's general meeting of shareholders, and shall not be used for any other purpose.
According to the requirements of the law and in accordance with the recognized business standards, ethics and the spirit of diligence, the undertaking lawyer of the firm has verified and verified the relevant documents and facts provided by the company, and now issues the following legal opinions:
1、 Convening procedures of the general meeting of shareholders
The company held the fourth meeting of the third board of directors on December 28, 2021, and deliberated and adopted the proposal on convening the first extraordinary general meeting of shareholders in 2022. On December 29, 2021, the board of directors of the company published Beijing Yupont Electric Power Technology Co.Ltd(688597) notice on convening the first extraordinary general meeting of shareholders in 2022 (hereinafter referred to as the "Notice of the meeting") on the website of Shanghai Stock Exchange, which discussed the basic information of the meeting, matters to be considered at the meeting, matters needing attention to voting at the general meeting of shareholders, participants at the meeting, meeting registration methods Other matters were announced and notified.
Upon inspection, the convening procedure of this general meeting of shareholders complies with the relevant provisions of the company law, the rules of general meeting of shareholders and the articles of association.
2、 Convening of this general meeting of shareholders
The general meeting of shareholders adopts the combination of on-site voting and online voting.
The on-site meeting was held at 14:30 p.m. on January 18, 2022. The meeting was held in the conference room on the 10th floor of China Bluestar building, No. 19 North Third Ring East Road, Chaoyang District, Beijing. Mr. Zhou Deqin, chairman of the company, presided over the meeting. The lawyer in charge of the office has checked and verified the relevant documents.
The online voting system of the general meeting of shareholders is the online voting system of the general meeting of shareholders of Shanghai Stock Exchange. The voting time through the voting platform of the trading system is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on January 18, 2022; The voting time through the Internet voting platform is 9:15-15:00 on January 18, 2022. It is verified that the convening procedures of the general meeting of shareholders comply with the relevant provisions of the company law, the rules of the general meeting of shareholders and the articles of association.
3、 Qualification of personnel attending the general meeting of shareholders and convener of the meeting
(I) convener of the general meeting of shareholders
It is verified that the convener of this shareholders' meeting is the board of directors of the company and has the legal qualification to convene this shareholders' meeting.
(II) shareholders attending the meeting and their proxies
The total number of voting shareholders and agents attending the general meeting of shareholders is 5, with 14472633 representative shares, accounting for 8.2010% of the total share capital of the company.
According to the statistical results of the on-site meeting, there were 4 shareholders and agents with voting rights attending the on-site meeting, representing 3758347 shares, accounting for 2.1297% of the total share capital of the company.
According to the list of shareholders and the supporting materials of shareholders and shareholders' agents provided by the company, the subject qualification of shareholders and shareholders' agents attending the on-site meeting of the general meeting of shareholders is legal and valid.
According to the online voting results of the general meeting provided by Shanghai Securities Information Co., Ltd., the number of voting shareholders and agents of social public shares participating in the online voting is 1, with 10714286 representative shares, accounting for 6.0713% of the total share capital of the company. According to the rules of the general meeting of shareholders, shareholders who participate in the general meeting of shareholders through online voting are deemed to have attended the general meeting.
(III) other attendees
According to the inspection, other attendees, including some directors, supervisors, senior managers of the company and the lawyers of the exchange, are legally qualified to attend the general meeting of shareholders.
4、 Voting procedures and results of this general meeting of shareholders
There was no new proposal proposed by shareholders at the shareholders' meeting. The on-site meeting of the shareholders' meeting voted on the proposals listed in the meeting notice one by one by means of on-site voting.
The shareholders' meeting was supervised and counted by two elected shareholders' representatives, one supervisor and the lawyer in charge of the office, and the on-site voting results were announced on the spot. The shareholders and shareholders' agents attending the shareholders' meeting did not raise any objection to the on-site voting results. After the online voting of the general meeting of shareholders, Shanghai Securities Information Co., Ltd. provided the company with the statistical results of online voting. The company consolidated and counted the voting results of on-site voting and online voting.
According to the voting results, all three proposals listed in the notice of meeting were considered and passed at the shareholders' meeting. All three proposals were considered and passed by special resolution at the shareholders' meeting. The related shareholders involved have avoided voting, and the votes of the three proposals were counted separately for small and medium-sized investors.
It is verified that the voting procedures, identity of scrutineers and tellers and voting results of the general meeting of shareholders are in line with the relevant provisions of the company law, the rules of the general meeting of shareholders and the articles of association.
5、 Concluding observations
In conclusion, the lawyer in charge of the firm believes that the convening and convening procedures of the general meeting of shareholders comply with the relevant provisions of the company law, the rules of the general meeting of shareholders and the articles of Association; The qualifications of the convener of the general meeting of shareholders, the shareholders and their agents attending the general meeting of shareholders, and other personnel attending the meeting are legal and valid; The voting procedures and results of this general meeting of shareholders are legal and valid.
This legal opinion is only for the purpose of witnessing this shareholders' meeting of the company. The undertaking lawyer of the firm agrees to take this legal opinion as a necessary announcement document of the company's general meeting of shareholders and announce it together with other documents.
This legal opinion is made in duplicate and takes effect after being sealed by the office and signed by the undertaking lawyer.
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