Legal Opinion
To: Guodian Investment Green Energy Co., Ltd.
Beijing Zhongzi Law Firm (hereinafter referred to as "this firm") has been entrusted by Guodian Investment Green Energy Co., Ltd. (hereinafter referred to as "Electric Investment Green Energy" or "the Company") to appoint lawyers Peng Yafeng and Liu Xiaohang (hereinafter referred to as "the handling lawyers") as special legal advisors for the first extraordinary shareholders' meeting of Electric Investment Green Energy to be held on February 27, 2026 (hereinafter referred to as "this shareholders' meeting"), to attend the meeting and issue this legal opinion. This legal opinion is issued based on the "Securities Law of the People's Republic of China" (hereinafter referred to as "Securities Law"), "Company Law of the People's Republic of China" (hereinafter referred to as "Company Law"), the "Rules for Shareholders' Meetings of Listed Companies" issued by the China Securities Regulatory Commission (hereinafter referred to as "Shareholders' Meeting Rules"), the "Measures for the Administration of Registration of Securities Issuance by Listed Companies" (hereinafter referred to as "Issuance Registration Measures"), the "Listing Rules of the Shenzhen Stock Exchange" (hereinafter referred to as "Listing Rules"), and other legal, regulatory, and normative documents, as well as the "Articles of Association of Guodian Investment Green Energy Co., Ltd." (hereinafter referred to as "Company Articles"), combined with the "Announcement of the Resolutions of the Seventh Meeting of the Tenth Board of Directors of Guodian Investment Green Energy Co., Ltd." and the "Notice on Convening the First Extraordinary Shareholders' Meeting of 2026" issued by the Company, to express opinions on matters related to the convening and holding procedures of this shareholders' meeting, qualifications of attendees, qualifications of the convener, proposals for the meeting, voting procedures, and voting results.
Section 1: Lawyer's Statement
- This legal opinion only expresses opinions on issues related to this shareholders' meeting prior to the issuance date and does not express opinions on professional matters such as accounting, auditing, and asset evaluation.
- During the preparation of this legal opinion, the handling lawyers have conducted necessary reviews of the documents related to the issuance of this legal opinion in accordance with the requirements of current Chinese laws and regulations.
- Before issuing this legal opinion, the handling lawyers have received the commitment and guarantee from Electric Investment Green Energy that the documents and materials provided to the handling lawyers are complete, true, and valid, with no concealment, falsehood, omissions, or misleading information. If the documents are copies or photocopies, they are guaranteed to be consistent with the originals.
- This legal opinion is only for the purpose of the Company conducting this shareholders' meeting and may not be used for any other purpose without the consent of this firm.