Legal Opinion on Yunnan Copper Co., Ltd.'s Share Issuance for Asset Acquisition and Fundraising
To: Yunnan Copper Co., Ltd.
Beijing Zhonglun Law Firm has been entrusted by Yunnan Copper to act as the special legal advisor for the issuance of shares to purchase assets and raise supporting funds related to this transaction. Our lawyers have issued this legal opinion based on the Company Law, Securities Law, and other relevant regulations, as well as the guidelines provided by the China Securities Regulatory Commission.
1. Overview of the Transaction Plan
According to the resolutions from the 38th meeting of the 9th Board of Directors, the 2nd meeting of the 10th Board of Directors, the 5th meeting of the 10th Board of Directors, and related documents, Yunnan Copper plans to acquire 40% of Liangshan Mining held by Yunnan Copper Group through share issuance, while also raising supporting funds from Chalco Group and China Copper. The transaction consists of two parts: the share issuance for asset acquisition and the fundraising, with the success of the fundraising contingent upon the successful implementation of the asset acquisition.