Special Due Diligence Opinion
To: Guangzhou Ruili KeMi Automotive Electronics Co., Ltd.
Allbright Law Offices (hereinafter referred to as "the Firm") has been retained by Guangzhou Ruili KeMi Automotive Electronics Co., Ltd. (hereinafter referred to as "Ruili KeMi" or "the Listed Company" or "the Company") as its special legal counsel for the issuance of shares to purchase assets and related party transactions (hereinafter referred to as "this Transaction" or "this Restructuring").
This Special Due Diligence Opinion is issued in accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Administrative Measures for Major Asset Restructuring of Listed Companies," "Supervisory Rules Application Guidelines - Listed Companies No. 1," and other relevant laws, regulations, and regulations of the China Securities Regulatory Commission (hereinafter referred to as "CSRC").
In order to issue this Special Due Diligence Opinion, the Firm's lawyers make the following statements:
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The Firm's legal opinions are based on facts that have occurred or existed prior to the issuance date of this Special Due Diligence Opinion and on current Chinese laws, regulations, and relevant CSRC regulations. These opinions are based on the Firm's lawyers' understanding of the relevant facts and legal interpretations.
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The Firm and its handling lawyers have, in accordance with the "Securities Law of the People's Republic of China," "Administrative Measures for Law Firms Engaging in Securities Legal Business," "Practice Rules for Law Firms Engaging in Securities Legal Business (Trial)," and other regulations, as well as facts that have occurred or existed prior to the issuance date of this Special Due Diligence Opinion, strictly performed their statutory duties, adhered to the principles of diligence and good faith, conducted thorough investigations and verifications, and ensured that the facts determined in this Special Due Diligence Opinion are true, accurate, and complete. The conclusions expressed are legal and accurate, and do not contain any false records, misleading statements, or significant omissions, and the Firm assumes corresponding legal responsibilities.