Legal Opinion on the First Extraordinary Shareholders' Meeting of 2026
Beijing Kangda (Xi'an) Law Firm (hereinafter referred to as "this firm") has been entrusted by Shaanxi Natural Gas Co., Ltd. (hereinafter referred to as "the Company") to appoint lawyers Liu Jian and Yang Gaoxiang to attend the Company's first extraordinary shareholders' meeting of 2026 (hereinafter referred to as "this meeting"). They reviewed and witnessed the convening and voting procedures of this meeting and issued this legal opinion.
Part One: Declaration
This firm issues this legal opinion 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"), and the Rules for Shareholders' Meetings of Listed Companies issued by the China Securities Regulatory Commission (hereinafter referred to as "the Shareholders' Meeting Rules"), as well as the Articles of Association of Shaanxi Natural Gas Co., Ltd. (hereinafter referred to as "the Articles of Association"). This opinion is based on facts occurring prior to the date of this legal opinion and the understanding of these facts and relevant laws by this firm.
In this legal opinion, this firm only expresses legal opinions on the convening, holding procedures, qualifications of attendees and conveners, voting procedures, and voting results of this meeting, and does not express opinions on non-legal professional matters such as accounting, auditing, and asset evaluation. The Company assures this firm that the documents and materials provided to this firm (including but not limited to identification documents of relevant personnel, stock account cards, power of attorney, business licenses, etc.), data, statements, and explanations are complete, true, and valid, and that all facts and documents that could affect this legal opinion have been disclosed to this firm without any concealment or omission.
This firm agrees to have this legal opinion announced as a necessary document for the Company's shareholders' meeting. This legal opinion is only for the purpose of this shareholders' meeting, and without this firm's written consent, it shall not be used for any other purpose. Based on the above, the lawyers of this firm have verified and validated the materials and facts related to the issuance of this legal opinion according to recognized business standards, ethical norms, and due diligence spirit, and now express this legal opinion.
Part Two: Main Text
- Procedures for Convening and Holding this Shareholders' Meeting (1) Convening of this Shareholders' Meeting This shareholders' meeting was convened by a resolution made at the 26th meeting of the sixth board of directors held on January 28, 2026. The board of directors published a notice regarding the convening of the first extraordinary shareholders' meeting of 2026 (hereinafter referred to as "the Meeting Notice") on January 30, 2026, in the China Securities Journal, Securities Times, Giant Tide Information Network, and the Shenzhen Stock Exchange website. The Meeting Notice specified the time, location, equity registration date, voting method, convener, agenda items, attendees, registration methods for the on-site meeting, and identity verification and voting procedures for shareholders participating in online voting.
After verification, this firm's lawyers believe that the convening procedures of this shareholders' meeting comply with the provisions of laws, regulations, normative documents, and the Articles of Association, and that the convening of this shareholders' meeting is legal and valid.