Beijing Qizhi (Jinan) Law Firm
Legal Opinion
Regarding the Legal Opinion on Shandong Xintong Electronics Co., Ltd.'s 2026 Restricted Stock Incentive Plan Grant
To: Shandong Xintong Electronics Co., Ltd.
This firm has been retained by Xintong Electronics as a special legal advisor for the 2026 Restricted Stock Incentive Plan. We provide legal services regarding matters related to Xintong Electronics' incentive plan. In accordance with the "Company Law," "Securities Law," "Management Measures," "Self-Regulatory Guidance No. 1," and other relevant laws, regulations, rules, and normative documents, and adhering to the generally accepted business standards, ethical norms, and diligence of the legal profession, we issue this legal opinion.
Section 1 Lawyer's Declarations
I. To prepare this legal opinion, our firm and the handling lawyers have reviewed the "Incentive Plan (Draft)," "Performance Management Measures" proposed by Xintong Electronics, relevant board meeting documents, documents from the Remuneration and Performance Committee, and other relevant documents and materials concerning the grant of the incentive plan. We have also verified and confirmed the relevant facts and legal matters by consulting public government information and Xintong Electronics' announcements, and have conducted necessary inquiries with relevant personnel, including senior management of the company.
II. Xintong Electronics has guaranteed that all information, documents, or materials provided to our firm and the handling lawyers in relation to this legal opinion, as well as all statements and explanations made, are true, accurate, complete, and valid. All facts and documents that could influence this legal opinion have been disclosed to our firm without any concealment, falsification, or material omission. Signatures and seals on all documents are authentic, and where documents are copies or duplicates, they are consistent with the originals.
For facts crucial to this legal opinion that cannot be independently substantiated, our firm and the handling lawyers rely on certification documents issued by relevant government departments, the company, or other relevant entities.
III. Our firm and the handling lawyers base our legal opinion on facts that have occurred or existed prior to the issuance date of this legal opinion and on the provisions of current Chinese laws, regulations, rules, and normative documents.
IV. This legal opinion only expresses opinions on legal matters related to the grant of the incentive plan and does not express opinions on accounting, auditing, or other professional matters. Any reference in this legal opinion to statements, data, or content from accounting reports, audit reports, or other professional reports does not constitute any express or implied guarantee by our firm and the handling lawyers regarding the truthfulness, accuracy, or validity of such referenced content.
V. Our firm and the handling lawyers have fulfilled our statutory duties in accordance with the "Securities Law," the "Measures for the Administration of Securities Legal Business of Law Firms," and the "Practice Rules for Securities Legal Business of Law Firms," as well as facts that have occurred or existed prior to the issuance date of this legal opinion. We have adhered to the principles of diligence and good faith, conducted thorough investigations and verifications, and ensured that the facts identified in this legal opinion are true, accurate, and complete. The conclusions expressed are legal and accurate, free from any false statements, misleading representations, or material omissions, and we bear corresponding legal responsibilities.
VI. Our firm and the handling lawyers agree that this legal opinion will be used as a mandatory legal document for the grant of the incentive plan. It will be submitted together with other materials and we are willing to bear the corresponding legal responsibilities.