Legal Opinion on the 2018 Annual Shareholders' Meeting of Fujian Zhonghe Co., Ltd.
Beijing Kangda Law Firm (hereinafter referred to as "this firm") has been entrusted by Fujian Zhonghe Co., Ltd. (hereinafter referred to as "the company") to appoint its lawyers to attend the company's 2018 Annual Shareholders' Meeting (hereinafter referred to as "this meeting"). The lawyers of this firm have issued legal opinions regarding the convening and holding procedures of this meeting, the qualifications of the convener and attendees, the voting procedures, and the voting results based on the provisions of the Company Law of the People's Republic of China (hereinafter referred to as "the Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as "the Securities Law"), the Rules for Shareholders' Meetings of Listed Companies (hereinafter referred to as "the Meeting Rules"), the Implementation Rules for Online Voting at Shareholders' Meetings of Listed Companies on the Shenzhen Stock Exchange, and the Articles of Association of Fujian Zhonghe Co., Ltd. (hereinafter referred to as "the Articles of Association").
Regarding this legal opinion, this firm and its lawyers make the following statements:
- In this legal opinion, this firm and its lawyers only verify and witness the convening and holding procedures of this meeting, the qualifications of the convener and attendees, the voting procedures, and the voting results, and do not express opinions on the content of the proposals and the completeness, authenticity, and accuracy of the facts and data involved.
- This firm and its lawyers have strictly fulfilled their statutory duties in accordance with the Securities Law, the Administrative Measures for Law Firms Engaging in Securities Legal Business, and the Practice Rules for Securities Legal Business of Law Firms, and have conducted sufficient verification to ensure that the facts recognized in this legal opinion are true, accurate, and complete, and that the conclusions drawn are legal and accurate, without any false records, misleading statements, or significant omissions, and bear corresponding legal responsibilities.
- The company has assured and committed to this firm and its lawyers that all documents, materials, explanations, and other information related to this meeting (hereinafter collectively referred to as "documents") are true, accurate, and complete, and that relevant copies or reproductions are consistent with the originals, and that there are no false records, misleading statements, or significant omissions in the documents provided.
- This firm and its lawyers agree to announce this legal opinion as a necessary document for the company's meeting, and no one may use it for any other purpose without prior written consent from this firm and its lawyers.
Based on the above, the lawyers of this firm provide the following legal opinions in accordance with the requirements of relevant laws, administrative regulations, departmental rules, and normative documents, and in accordance with the recognized business standards, ethical norms, and diligence principles of the legal profession:
I. Convening and Holding Procedures of This Meeting
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Convening of This Meeting This meeting was approved by a resolution of the seventh meeting of the sixth board of directors of the company. According to the notice on convening the 2018 Annual Shareholders' Meeting published by the company in designated information disclosure media, the board of directors notified all shareholders 20 days prior to the meeting by announcement, disclosing the time, place, attendees, method of convening, and matters for discussion.
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Holding of This Meeting This meeting was held in a combination of an on-site meeting and online voting. The on-site meeting was held at 2:30 PM on June 18, 2019, in the conference room of the Zhonghe Industrial Park, Hushi Town, Xiuyu District, Putian City, Fujian Province, presided over by Zhao Deyong. The online voting period was from June 17 to June 18, 2019, during which the specific time for online voting through the Shenzhen Stock Exchange trading system was from 9:30 AM to 11:30 AM and from 1:00 PM to 3:00 PM on June 18, 2019, and the specific time for online voting through the Shenzhen Stock Exchange internet voting system was from 3:00 PM on June 17 to 3:00 PM on June 18, 2019.