Qiyuan Law Firm
Regarding Tuowei Information System Co., Ltd.'s 2022 Stock Option and Restricted Share Incentive Plan: Legal Opinion on the Cancellation of Stock Options and Repurchase and Cancellation of Restricted Shares
To: Tuowei Information System Co., Ltd.
Qiyuan Law Firm (hereinafter referred to as "the Firm") has been entrusted by Tuowei Information System Co., Ltd. (hereinafter referred to as "the Company" or "Tuowei Information") to act as its special legal counsel to provide legal services for the Company's 2022 Stock Option and Restricted Share Incentive Plan project (hereinafter referred to as "the Incentive Plan" or "the Plan").
The Firm's lawyers, in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as "Securities Law"), the "Administrative Measures for Equity Incentives of Listed Companies" (2025 Revision) issued by the China Securities Regulatory Commission (hereinafter referred to as "CSRC") (hereinafter referred to as "Administrative Measures"), the "Shenzhen Stock Exchange Stock Listing Rules" (2025 Revision) issued by the Shenzhen Stock Exchange (hereinafter referred to as "SZSE"), the "Articles of Association of Tuowei Information System Co., Ltd." (hereinafter referred to as "Articles of Association"), and the "2022 Stock Option and Restricted Share Incentive Plan (Draft Amendment)" (hereinafter referred to as "Incentive Plan") and other relevant regulations, and in accordance with the generally recognized business standards, ethical norms, and diligence of the legal profession, have investigated and verified the facts related to the cancellation of some stock options and the repurchase and cancellation of some restricted shares under the Company's Incentive Plan (hereinafter referred to as "this Cancellation and Repurchase and Cancellation") and hereby issue this Legal Opinion.