Legal Opinion
Legal Opinion from Beijing Kangda Law Firm on Pro Pharmaceutical Co., Ltd.'s 2026 Stock Option Incentive Plan (Draft)
Kangda Law Opinion [2026] No. 0078
March 2026
Legal Opinion
To: Pro Pharmaceutical Co., Ltd.
Beijing Kangda Law Firm (hereinafter referred to as "this firm") is entrusted by Pro Pharmaceutical Co., Ltd. (hereinafter referred to as "Pro Pharmaceutical" or "the Company") to act as the special legal advisor for the Company’s 2026 Stock Option Incentive Plan (hereinafter referred to as "this Incentive Plan"). This opinion is issued in accordance with the provisions of 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 Administrative Measures for Equity Incentives of Listed Companies (hereinafter referred to as "the Administrative Measures"), and the Self-Regulatory Guidelines for Listed Companies on the Shenzhen Stock Exchange No. 1 - Business Handling (hereinafter referred to as "Self-Regulatory Guidelines No. 1"), as well as other relevant national laws, regulations, and normative documents.
To issue this legal opinion, this firm declares as follows:
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The lawyers of this firm rely solely on facts that have occurred or existed prior to the issuance date of this legal opinion and the provisions of the Company Law, Securities Law, Administrative Measures, and other current laws, regulations, and normative documents to express legal opinions. For facts that are crucial to this legal opinion but cannot be supported by independent evidence, this firm relies on the statements and guarantees made by Pro Pharmaceutical and other relevant parties.
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This legal opinion is limited to the matters related to this Incentive Plan and shall not be used for other purposes. The lawyers of this firm agree to allow this legal opinion to be used as a necessary legal document for Pro Pharmaceutical to implement this Incentive Plan, and to be submitted along with other materials, and shall bear legal responsibility for the opinions issued by this firm. The lawyers of this firm agree that the Company may partially or wholly quote the contents of this legal opinion, but the Company shall not cause legal ambiguity or misinterpretation due to such quotations.
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To issue this legal opinion, the lawyers of this firm have reviewed and copied the documents and materials necessary for issuing this legal opinion. Pro Pharmaceutical has guaranteed to this firm that all statements, documents, materials, and information provided to this firm are true, complete, accurate, and free from false components, significant omissions, or misleading statements, and that the copies or reproductions of relevant documents and materials are consistent with the originals.
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The lawyers of this firm have strictly fulfilled their statutory duties, adhered to the principles of diligence and good faith, and conducted sufficient verification of the legality, compliance, and authenticity of Pro Pharmaceutical's implementation of this equity incentive plan, and based on this, have issued legal opinions. There are no false records, misleading statements, or significant omissions in this legal opinion.
Based on the above, after reviewing and verifying the relevant documents and materials, and in accordance with the recognized business standards, ethical norms, and diligence spirit of the legal profession, the lawyers of this firm issue the following legal opinions: