Legal Opinion
1. Introduction
Guangdong Lianyue Law Firm has been entrusted by Guangxi Yuegui Guangye Holdings Co., Ltd. (hereinafter referred to as "the Issuer" or "the Company") to act as the special legal advisor for the Issuer's issuance of stocks to specific objects in 2025 (hereinafter referred to as "this issuance"). This opinion is based on the "Special Legal Advisory Contract" signed between the Issuer and our firm.
2. Legal Basis
Our firm has issued the "Legal Opinion on Guangxi Yuegui Guangye Holdings Co., Ltd.'s Issuance of A-shares to Specific Objects in 2025" (hereinafter referred to as "the Legal Opinion") and the "Lawyer's Work Report" (hereinafter referred to as "the Lawyer's Work Report") in accordance with the "Securities Law of the People's Republic of China," "Company Law of the People's Republic of China," "Regulations on the Registration Management of Securities Issuance by Listed Companies," "Management Measures for Law Firms Engaging in Securities Legal Business," and other relevant laws and regulations.
3. Supplementary Legal Opinion
In light of the Shenzhen Stock Exchange's inquiry letter dated January 27, 2026, regarding the Issuer's application for the issuance of stocks to specific objects (Inquiry Letter [2026] No. 120008), our firm now provides this supplementary legal opinion addressing the legal issues raised in the inquiry letter. Our firm and the responsible lawyers have strictly fulfilled their statutory duties, adhering to the principles of diligence and good faith, and have conducted thorough verification of the facts related to this issuance.
4. Administrative Penalties
4.1 Administrative Penalties During the Reporting Period
During the reporting period, the Issuer and its subsidiaries faced the following administrative penalties: On November 23, 2022, the Issuer's subsidiary, Yunli Mining, received an "Administrative Penalty Decision" from the Emergency Management Bureau of Yunfu City for failing to report significant safety hazards in a timely manner, resulting in a warning and a fine of RMB 15,000.
4.2 Assessment of Serious Violations
According to the "Production Safety Law of the People's Republic of China," the penalties imposed were not severe and did not constitute significant violations harming investor rights or public interests. The penalties were within the acceptable range and did not meet the criteria for serious violations as defined by relevant regulations.
5. Project Developments
5.1 Wet Phosphoric Acid Project
The wet phosphoric acid project has not progressed since obtaining energy-saving review approval in 2022 due to land acquisition issues. However, the project is expected to commence construction within the validity period of the energy-saving review.
5.2 Quartz Mining Project
The quartz mining project has obtained necessary land use rights and mining licenses, with ongoing efforts to secure additional permits for processing areas.
6. Conclusion
This supplementary legal opinion is an integral part of the Lawyer's Work Report and the Legal Opinion. Unless otherwise specified, the premises, assumptions, and relevant terminology interpretations in the Legal Opinion and the Lawyer's Work Report apply equally to this supplementary legal opinion.
7. Acknowledgment
Our firm acknowledges the authenticity and completeness of the documents provided by the Issuer for this supplementary legal opinion and confirms that all statements made herein are accurate and lawful.
8. Legal Opinion
In recent years, Yunliu Group has vigorously expanded its core business in operating green industrial parks, using the construction and operation of industrial parks as a means to promote its solid advancement towards green transformation and development. The actual controller of Yuegui Co., Ltd. is the Environmental Protection Group, which focuses on the green environmental protection field, concentrating on the green environmental protection industry, and highlighting the development of three major sectors: comprehensive environmental governance and related services, equipment manufacturing, and chemical product production. Among these, the headquarters of the Environmental Protection Group mainly exercises management functions, while its subsidiaries are responsible for the execution and operation of specific businesses, as detailed below: