Legal Opinion from Grandway Law Offices on HIGOLD Group Co., Ltd.'s Application for Issuing Convertible Bonds to Unspecified Objects
1. Approval and Authorization of This Issuance
After verification, the lawyers believe that the 2025 shareholders' meeting of the issuer was conducted in accordance with legal procedures and the provisions of the Articles of Association. The resolution passed by the shareholders at the meeting regarding this issuance is legal and valid. The issuance plan complies with the relevant laws, administrative regulations, rules, and normative documents. The authorization granted by the 2025 shareholders' meeting to the board of directors and its authorized personnel to handle the specific matters related to the issuance of convertible bonds to unspecified objects is legal and valid. The issuance still requires approval from the Shenzhen Stock Exchange and registration consent from the China Securities Regulatory Commission.
2. Subject Qualification of the Issuer
After verification, the lawyers believe that the issuer is a joint-stock company legally established and listed on the Shenzhen Stock Exchange. According to relevant laws, regulations, rules, and normative documents, as well as the Articles of Association, the issuer is legally and effectively existing and does not have circumstances that would require its termination, thus qualifying for this issuance.