Beijing Merits & Tree Law Firm
Legal Opinion on the 2025 Annual General Meeting of Yunnan Lincang Xinyuan Germanium Industry Co., Ltd.
Merits & Tree Beijing (Corp.) [2026] No. 0021
To: Yunnan Lincang Xinyuan Germanium Industry Co., Ltd. (the Company)
Beijing Merits & Tree Law Firm (hereinafter referred to as "the Firm") was entrusted by the Company to appoint lawyers to attend and witness the Company's 2025 Annual General Meeting (hereinafter referred to as "the Meeting").
The Firm's lawyers attended the Meeting to witness it and, in accordance with 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 "Shareholders' Meeting Rules"), the "Administrative Measures for Securities Legal Business of Law Firms" (hereinafter referred to as the "Securities Legal Business Management Measures"), the "Practice Rules for Securities Legal Business of Law Firms (Trial)" (hereinafter referred to as the "Securities Legal Business Practice Rules"), and other relevant laws, administrative regulations, rules, normative documents, and the "Articles of Association of Yunnan Lincang Xinyuan Germanium Industry Co., Ltd." (hereinafter referred to as the "Articles of Association"), hereby issue this Legal Opinion on the matters concerning the convening and holding of the Meeting, the qualifications of the convener, the qualifications of the attendees, the voting procedures and results.
In issuing this Legal Opinion, the Firm's lawyers make the following statements:
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The Firm's lawyers shall only express opinions on the legality of the convening and holding procedures of the Meeting, the qualifications of the convener and the attendees present at the scene, and the legality of the voting procedures and results. They shall not express opinions on the truthfulness, accuracy, and completeness of the content of the proposals and the facts or data stated therein.
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The Firm's lawyers are unable to witness the online voting process. The qualifications of shareholders participating in the online voting and the online voting results are all certified by the Shenzhen Stock Exchange trading system and the internet voting system.
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The Firm's lawyers have conducted necessary investigations and verifications on the relevant matters involved in the Company's Meeting in accordance with the requirements of the "Shareholders' Meeting Rules." The conclusions made are legal and accurate, and there are no false records, misleading statements, or major omissions.
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This Legal Opinion is for the purpose of the Company's Meeting only and shall not be used for any other purpose.
The Firm's lawyers agree to publish this Legal Opinion together with the Company's Meeting resolution.
In accordance with the requirements of the "Company Law," "Securities Law," "Shareholders' Meeting Rules," "Securities Legal Business Management Measures," "Securities Legal Business Practice Rules," and other relevant laws, administrative regulations, rules, normative documents, and in accordance with the generally accepted business standards, ethical norms, and diligent and conscientious spirit of the legal profession, the Firm's lawyers have investigated and verified the relevant documents and matters provided by the Company, and hereby issue the legal opinion as follows: