Xinjiang Tianyang Law Firm
Regarding
Guangzheng Ophthalmic Hospital Group Co., Ltd.
2026 Restricted Stock Incentive Plan (Draft)
Legal Opinion
Tianyang Zheng Fa Zi [2026] No. 01
To: Guangzheng Ophthalmic Hospital Group Co., Ltd.
Xinjiang Tianyang Law Firm (hereinafter referred to as "this Firm") was engaged by Guangzheng Ophthalmic Hospital Group Co., Ltd. (hereinafter referred to as "Guangzheng Ophthalmic" or the "Company") to serve as the special legal counsel for the 2026 Restricted Stock Incentive Plan (hereinafter referred to as the "Incentive Plan") proposed by the Company. This legal opinion is issued in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures on Equity Incentives of Listed Companies, the Guidelines No. 1 of the Shenzhen Stock Exchange for Self-Regulation of Listed Companies—Business Handling, and other relevant laws, administrative regulations, departmental rules, and the Articles of Association of Guangzheng Ophthalmic Hospital Group Co., Ltd. and the 2026 Restricted Stock Incentive Plan (Draft) of Guangzheng Ophthalmic Hospital Group Co., Ltd.
Section 1 Lawyer's Statement
This Firm makes the following statements regarding the issuance of this legal opinion:
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This Firm and its handling lawyers have strictly performed their statutory duties and followed the principles of diligence and good faith in accordance with the Company Law, the Securities Law, the Administrative Measures for Law Firms Engaging in Securities Legal Business, and the Practice Rules for Law Firms Engaging in Securities Legal Business (Trial). We have conducted sufficient verification to ensure that the facts recognized in this legal opinion are true, accurate, and complete, and that the conclusions reached are legal and accurate, without false records, misleading statements, or major omissions, and we assume corresponding legal responsibilities.
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This Firm's lawyers have reviewed and judged all documents and facts related to the issuance of this legal opinion and have expressed relevant legal opinions based on our understanding of current Chinese laws, regulations, and normative documents. For facts that are crucial to the issuance of this legal opinion but cannot be supported by independent evidence, this Firm relies on the supporting documents issued by relevant government departments, the Company, or other relevant units.
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This Firm's lawyers have strictly performed their statutory duties, followed the principles of diligence and good faith, and conducted sufficient verification of the Company's implementation of this Incentive Plan, as well as the legality, compliance, authenticity, and effectiveness of the Incentive Plan.
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During the investigation for the issuance of this legal opinion, the Company declared to this Firm that it has provided all documents, materials, or oral statements and explanations that this Firm deems necessary for the issuance of this legal opinion, which are true, accurate, complete, and effective, without any concealment, false records, misleading statements, or major omissions.
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In this legal opinion, this Firm only expresses legal opinions on issues related to the Incentive Plan. This Firm does not express opinions on the reasonableness of the underlying stock value, assessment standards, or other non-legal professional matters such as accounting and finance.
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This Firm's lawyers agree that the Company may cite the content of this legal opinion in relevant documents prepared for the implementation of the Incentive Plan, provided that such citation does not lead to legal ambiguity or misinterpretation.
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This legal opinion is intended solely for the Company's use in implementing the Incentive Plan and shall not be used for any other purpose without the permission of this Firm.
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This Firm agrees to submit this legal opinion as a necessary legal document for the implementation of the Incentive Plan to the Shenzhen Stock Exchange for public disclosure and assumes legal responsibility for this legal opinion in accordance with the law.