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Legal Opinion on the Adjustment of Exercise Price for Luxshare-ICT's 2021 Stock Option Incentive Plan

✨ AI Summary

This legal opinion from Han Kun Law Offices addresses the adjustment of the exercise price for Luxshare-ICT's 2021 Stock Option Incentive Plan. The adjustment was made due to a dividend distribution. The adjusted exercise price for the first grant and the reserved grant is now 34.97 RMB per share. The opinion confirms that the adjustment process followed internal procedures and complies with relevant regulations.

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Legal Opinion

To: Luxshare-ICT Co., Ltd.

Han Kun Law Offices (hereinafter referred to as "the Firm") has been appointed by Luxshare-ICT Co., Ltd. (hereinafter referred to as "the Company" or "Luxshare-ICT") as the special legal advisor for the 2021 Stock Option Incentive Plan (hereinafter referred to as "the Incentive Plan"). Based on 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, the "Administrative Measures for Equity Incentives of Listed Companies" issued by the China Securities Regulatory Commission (hereinafter referred to as "CSRC"), and other relevant laws, regulations, rules, and normative documents, as well as the Articles of Association of Luxshare-ICT Co., Ltd. (hereinafter referred to as "Articles of Association"), this legal opinion is hereby issued regarding the adjustment of the exercise price for the Incentive Plan.

The Firm's lawyers hereby declare:

  1. Based on the Company Law, the "Administrative Measures for Securities Legal Business of Law Firms," and the "Practice Rules for Securities Legal Business of Law Firms (Trial)," and the facts that have occurred or existed prior to the issuance date of this legal opinion, the Firm has strictly performed its statutory duties, adhered to the principles of diligence and good faith, conducted verification, and ensured that the facts identified in this legal opinion are true, accurate, and complete. The conclusions expressed are legal and accurate, free from any false statements, misleading representations, or material omissions, and the Firm assumes corresponding legal responsibilities.

  2. To prepare this legal opinion, the Firm has reviewed the documents required by the "Administrative Measures for Securities Legal Business of Law Firms" and the "Practice Rules for Securities Legal Business of Law Firms (Trial)," as well as other documents deemed necessary by the Firm. Concurrently, the Firm has received the following assurances from Luxshare-ICT: Luxshare-ICT has provided the Firm with all original written materials, copies, or oral statements necessary for the issuance of this legal opinion. Signatures or seals on the relevant materials are authentic and valid. Copies or duplicates are consistent with the original materials, and there are no false contents or material omissions.

  3. The Firm only expresses opinions on legal issues related to the adjustment of the exercise price of the Incentive Plan and bases its legal opinions solely on the currently effective laws and regulations of the People's Republic of China. The Firm does not express legal opinions based on any foreign laws. The Firm does not express opinions on the reasonableness of the stock value, performance standards, or other non-legal professional matters related to Luxshare-ICT's Incentive Plan. Where financial data or conclusions are cited in this legal opinion, the Firm has exercised due diligence, but such citations should not be construed as an express or implied guarantee by the Firm of the truthfulness or accuracy of such data or conclusions.

  4. This legal opinion is for the sole use of Luxshare-ICT in implementing the Incentive Plan and may not be used for any other purpose without the Firm's written consent.

  5. The Firm agrees that Luxshare-ICT may use this legal opinion as part of the documentation for the implementation of the Incentive Plan and disclose it along with other documents. The Firm assumes corresponding legal responsibilities for the issuance of this legal opinion and agrees that Luxshare-ICT may quote relevant content from this legal opinion in its relevant documents prepared for the implementation of the Incentive Plan. However, such quotation by Luxshare-ICT shall not cause any ambiguity or misinterpretation of the legal meaning. The Firm reserves the right to review and confirm the corresponding content of the aforementioned relevant documents.

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