JUNHE 君合律师事务所 16th Floor, Block A, Huanglong Vanke Center, No. 77 Xueyuan Road, Xihu District, Hangzhou Postal Code: 310012 Tel: (86-571) 2689-8188 Fax: (86-571) 2689-8189 junhehz@junhe.com Beijing Junhe (Hangzhou) Law Firm Regarding The Legal Opinion on the Fulfillment of Conditions for the Third Vesting Period of the 2022 Restricted Stock Incentive Plan of Shenzhen Sunwise Intelligent Control Co., Ltd.
To Shenzhen Sunwise Intelligent Control Co., Ltd.: Beijing Junhe (Hangzhou) Law Firm (hereinafter referred to as "the Firm") is a law firm qualified to practice law. The Firm has been retained by Shenzhen Sunwise Intelligent Control Co., Ltd. (hereinafter referred to as "Sunwise" or "the Company") to serve as the special legal counsel for the Company's 2022 Restricted Stock Incentive Plan (hereinafter referred to as "the Plan"). This Legal Opinion is issued regarding the fulfillment of the conditions for the third vesting period of the Plan (hereinafter referred to as "this Vesting").
This Legal Opinion is issued 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" (hereinafter referred to as "Incentive Measures"), the "Administrative Measures for Law Firms Practicing Securities Law Business," and the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guidelines No. 1 - Business Handling," and other relevant laws, regulations, normative documents, and the "Articles of Association" of Shenzhen Sunwise Intelligent Control Co., Ltd. (hereinafter referred to as "Articles of Association").
To issue this Legal Opinion, the Firm's lawyers have reviewed the relevant documents and their copies provided by the Company and rely on the following representations made by the Company to the Firm's lawyers: The Company has provided all necessary, true, and complete original written materials, duplicate materials, or oral statements required for the issuance of this Legal Opinion, and these documents contain no omissions or concealments; all documents provided and facts stated are true, accurate, and complete; the signatures and seals on the documents provided by the Company are authentic; and the duplicate materials or copies provided are fully consistent with the originals.
The Firm's lawyers will only express opinions on legal issues related to this Vesting and will base their opinions on facts that have occurred or existed prior to the issuance date of this Legal Opinion, as well as current Chinese laws, regulations, and normative documents. The Firm's lawyers will not express opinions on accounting, financial, or other non-legal professional matters related to this Vesting.
When citing financial data or conclusions in this Legal Opinion, the Firm's lawyers have exercised necessary due diligence; however, such citations should not be construed as an express or implied guarantee by the Firm's lawyers regarding the truthfulness and accuracy of such data or conclusions. For facts related to the issuance of this Legal Opinion that cannot be independently substantiated, the Firm's lawyers will rely on relevant government departments, the Company, or other entities with certifying capacity to form their legal opinions.
This Legal Opinion is for the Company's use in this Vesting only and shall not be used for any other purpose. The Firm agrees that this Legal Opinion may be used as part of the Company's documentation for this Vesting, submitted together with other materials, or publicly disclosed, and the Firm shall bear corresponding legal responsibilities according to law.