About Xiamen Intretech Inc(002925)
Of the first extraordinary general meeting of shareholders in 2022
Legal opinion
Fujian Zhili law firm
Address: 25 / F, tower a, Zhongshan building, 152 Hudong Road, Fuzhou, China Postal Code: 350003
Tel: (0591) 8806558 Fax: (0591) 8806808 website: http://www.zenithlawyer.com.
About Xiamen Intretech Inc(002925)
Legal opinion of the first general meeting of shareholders in 2022
Mlfz [2022] No. 15 to: Xiamen Intretech Inc(002925)
Fujian Zhili law firm (hereinafter referred to as “the firm”) has accepted the entrustment of Xiamen Intretech Inc(002925) (hereinafter referred to as “the company”) to appoint lawyers Wei frightenhong and Chen Mi to attend the first extraordinary general meeting of shareholders of the company in 2022 (hereinafter referred to as “the general meeting”), 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), the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen Stock Exchange (hereinafter referred to as the detailed rules for the implementation of online voting) and other relevant laws and regulations Issue legal opinions in accordance with the provisions of normative documents and the Xiamen Intretech Inc(002925) articles of Association (hereinafter referred to as the articles of association). For this legal opinion, we hereby make the following statement:
1. 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 (for Trial Implementation), as well as the facts that have occurred or exist before the date of issuance of this legal opinion, the firm and its handling lawyers have strictly performed their statutory duties and followed the principles of diligence and good faith, It has conducted sufficient verification and verification to 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 shall bear corresponding legal liabilities.
2. The company shall be responsible for the authenticity, completeness and effectiveness of the meeting materials and other relevant materials (including but not limited to the resolutions and announcements of the 16th meeting of the Fourth Board of directors, the register of shareholders on the equity registration date of the meeting and the articles of association, etc.) provided to the lawyers of the firm.
3. The authenticity and validity of the identity card, power of attorney, business license, securities account card and other materials presented to the company by the shareholders (or shareholders’ agents) attending the on-site meeting shall be borne by the shareholders (or shareholders’ agents) themselves, The lawyer of the firm is responsible for checking whether the name (or name) of the shareholders and their shareholding amount are consistent with the name (or name) of the shareholders registered in the register of shareholders and their shareholding amount.
4. The operation of shareholders (or shareholders’ agents) participating in online voting through the trading system and Internet voting system of Shenzhen Stock Exchange shall be regarded as shareholders’ own behavior, and shareholders shall bear all legal consequences. The qualification of shareholders who vote through the trading system and Internet voting system of Shenzhen Stock Exchange shall be verified by the online voting system provider Shenzhen Securities Information Co., Ltd.
5. In accordance with the requirements of the rules of the general meeting of shareholders of listed companies, our lawyers only express legal opinions on the convening and convening procedures of the general meeting, the qualifications of the convener and attendees of the general meeting, the voting procedures and voting results of the general meeting, and do not give any legal opinions on the authenticity, accuracy and accuracy of the contents of the proposals reviewed at the general meeting and the facts or data involved Comment on legitimacy.
6. Our lawyers agree that the board of directors of the company will announce this legal opinion together with the resolution of the general meeting. Based on the above statement, in accordance with the requirements of Article 5 of the rules for the general meeting of shareholders of listed companies and in accordance with the business standards, ethics and diligence recognized by the lawyer industry, our lawyers now issue the following legal opinions:
1、 Convening and convening procedures of this conference
The 16th meeting of the 4th board of directors of the company made a resolution on convening this general meeting on December 30, 2021. The board of directors of the company published the notice on convening the first extraordinary general meeting in 2022 on the securities times, China Securities Journal, Shenzhen Stock Exchange website and cninfo website on January 4, 2022. On January 14, 2022, the board of directors of the company published the suggestive announcement on convening the first extraordinary general meeting of shareholders in 2022 on the above newspapers and websites respectively.
The conference was conducted by a combination of on-site meeting and online voting. The on-site meeting of the conference was held in Conference Room 806, building 3, Chuang Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) Park, No. 100, Dongfu West Road, Haicang District, Xiamen on the afternoon of January 20, 2022. Mr. Lin Songhua, chairman of the board, presided over the meeting. The specific time for shareholders of the company to vote online through the trading system of Shenzhen stock exchange is 9:15 to 9:25, 9:30 to 11:30 and 13:00 to 15:00 on January 20, 2022; The specific time for shareholders of the company to vote online through the Internet voting system of Shenzhen stock exchange is any time from 9:15 on January 20, 2022 to 15:00 on January 20, 2022.
Our lawyers believe that the convening and convening procedures of this general meeting comply with the provisions of the company law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting and the articles of association.
2、 Qualifications of conveners and attendees of the conference
(I) this meeting is convened by the board of directors of the company. Our lawyers believe that the qualification of the convener of this meeting is legal and valid.
(II) qualification of personnel attending the conference
1. A total of 14 shareholders (or shareholder agents, the same below) attended the on-site meeting and online voting, representing 507765385 shares, accounting for 64.9072% of the total shares (782294783 shares) of the company. Among them: (1) 10 shareholders attended the on-site meeting, with 504119436 representative shares, accounting for 64.4411% of the total shares of the company; (2) According to the statistical results of online voting provided by Shenzhen Securities Information Co., Ltd. to the company after the online voting of the general meeting, there are 4 shareholders participating in online voting, representing 3645949 shares, accounting for 0.4661% of the total shares of the company. The identity of the above shareholders who vote through the online voting system shall be verified by the online voting system provider Shenzhen Securities Information Co., Ltd.
2. Some directors, all supervisors and some senior managers of the company attended the meeting.
Our lawyers believe that the qualifications of the above-mentioned personnel attending the conference are legal and valid.
3、 Voting procedures and results of the meeting
The following proposals were voted and adopted at the meeting by a combination of on-site open voting and online voting:
The proposal on carrying out forward foreign exchange settlement and sales business was deliberated and adopted. The voting result is: 507765385 shares are approved, accounting for 100.0000% of the total voting shares held by shareholders attending the general meeting; 0 dissenting shares, accounting for 0.0000% of the total voting shares held by shareholders attending the general meeting; Abstained 0 shares, accounting for 0.0000% of the total voting shares held by shareholders attending the meeting.
According to the company law, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting and the articles of association, the voting procedures and voting results of this general meeting are legal and valid.
4、 Concluding observations
In conclusion, our lawyers believe that the convening and convening procedures of this general meeting comply with the provisions of the company law of the people’s Republic of China, the rules for the general meeting of shareholders of listed companies, the detailed rules for the implementation of online voting at the general meeting of shareholders of listed companies of Shenzhen stock exchange and the Xiamen Intretech Inc(002925) articles of association. The convener and attendees of this general meeting are legally qualified, The voting procedures and results of this meeting are legal and valid.
This legal opinion is made in three originals and several copies, which have the same legal effect.
I hereby write to you!
(there is no text on this page, which is the signature page of the legal opinion of Fujian Zhili law firm on the first extraordinary general meeting of shareholders in Xiamen Intretech Inc(002925) 2022)
Handling lawyer of Fujian Zhili law firm:
Wei Hong, Fuzhou, China
Handling lawyer:
Chen mi
Principal of law firm:
Bai Tao
January 21, 2002
