Hunan Qiyuan Law Firm Supplementary Legal Opinion (II) Regarding Hunan Shengjing Shanhe Biotechnology Co., Ltd.'s Initial Public Offering and Listing
To: Hunan Shengjing Shanhe Biotechnology Co., Ltd.
Hunan Qiyuan Law Firm (hereinafter referred to as "this firm") has been entrusted by Hunan Shengjing Shanhe Biotechnology Co., Ltd. (hereinafter referred to as "the issuer" or "the company" or "Shengjing Shanhe") to act as its legal counsel for the initial public offering and listing of its shares (hereinafter referred to as "this issuance"). This firm has conducted a legal review and verification of the relevant matters concerning this issuance.
This firm has issued the "Legal Opinion on the Initial Public Offering and Listing of Hunan Shengjing Shanhe Biotechnology Co., Ltd." (hereinafter referred to as "the Legal Opinion") and the "Lawyer's Work Report on the Initial Public Offering and Listing of Hunan Shengjing Shanhe Biotechnology Co., Ltd." (hereinafter referred to as "the Lawyer's Work Report") 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"), and other relevant laws, regulations, and the Administrative Measures for the Initial Public Offering and Listing promulgated by the China Securities Regulatory Commission (hereinafter referred to as "CSRC").
In response to the requirements of CSRC's Administrative License Project Review Feedback Notice No. 100643, this firm has verified the relevant matters of the issuer's issuance and has issued the "Supplementary Legal Opinion (I)" (hereinafter referred to as "Supplementary Legal Opinion (I)").
This firm now issues the "Supplementary Legal Opinion (II)" based on the latest accounting information from the issuer's financial reports for the last three years and the first half of 2010, as audited by Zhongshun International Accounting Firm (hereinafter referred to as "Zhongshun International"), and the changes in the issuer's production and operational activities from the date of issuance of the Legal Opinion and the Lawyer's Work Report to the date of issuance of this Supplementary Legal Opinion (II).
For the contents of the Legal Opinion, the Lawyer's Work Report, and Supplementary Legal Opinion (I) that have not changed, this firm will not repeat the disclosures in this Supplementary Legal Opinion (II). This firm expresses legal opinions based on facts that have occurred or existed prior to the issuance date of Supplementary Legal Opinion (II) and in accordance with current laws, regulations, and relevant provisions of the CSRC.
This firm has issued Supplementary Legal Opinion (II) based on the issuer's assurance that it has provided this firm with the necessary, authentic original written materials, copies, or oral testimonies for the issuance of legal opinions. This firm has strictly fulfilled its statutory responsibilities, adhered to the principles of diligence and good faith, and conducted thorough verification of the issuer's actions and the legality, compliance, authenticity, and effectiveness of this application, ensuring that Supplementary Legal Opinion (II) does not contain false records, misleading statements, or significant omissions.
Supplementary Legal Opinion (II) is intended solely for the issuer's use for this issuance and shall not be used for any other purpose. Supplementary Legal Opinion (II) is a supplementary document to the Legal Opinion and Supplementary Legal Opinion (I) and should be used together with them. In case of any inconsistencies between the Legal Opinion, Supplementary Legal Opinion (I), and Supplementary Legal Opinion (II), Supplementary Legal Opinion (II) shall prevail.
This firm agrees to have Supplementary Legal Opinion (II) submitted as a necessary statutory document for the issuer's issuance, along with other application materials, and shall bear corresponding legal responsibilities for the issued supplementary legal opinion.