AllBright Law Offices (Tianjin)
Legal Opinion on the 2026 Restricted Stock Incentive Plan (Draft) of Rendong Holding Group Co., Ltd.
To: Rendong Holding Group Co., Ltd.
AllBright Law Offices (Tianjin) (hereinafter referred to as "this Firm") has been engaged by Rendong Holding Group Co., Ltd. (hereinafter referred to as the "Company" or "Rendong Holding") to serve as the special legal counsel for the Company's proposed 2026 Restricted Stock Incentive Plan (hereinafter referred to as the "Incentive Plan"). This legal opinion is issued in accordance with the Securities Law of the People's Republic of China, the Company Law of the People's Republic of China, the Administrative Measures for Equity Incentives of Listed Companies, and other applicable laws, regulations, normative documents, and the current Articles of Association of Rendong Holding Group Co., Ltd.
In issuing this legal opinion, our lawyers state the following:
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This Firm and its lawyers have strictly performed their statutory duties and adhered to the principles of diligence and good faith in accordance with the Securities Law of the People's Republic of China, the Administrative Measures for Law Firms Engaging in Securities Legal Business, and the Practice Rules for Securities Legal Business of Law Firms (Trial). Based on facts that have occurred or existed prior to the date of this legal opinion, we have conducted sufficient verification to ensure that the facts recognized in this legal opinion are true, accurate, and complete, and that our conclusions are lawful and accurate, free from false records, misleading statements, or major omissions. We accept corresponding legal responsibility.
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To issue this legal opinion, our lawyers have reviewed the originals, copies, or duplicates of documents provided by the Company, listened to statements and explanations from relevant parties, and conducted necessary verification. We have received the following guarantees from the Company: all documents and statements provided to this Firm are complete, true, accurate, and valid; all facts and documents sufficient to affect this legal opinion have been disclosed; all signatures and seals on the provided documents are authentic; and copies or faxes are consistent with the originals, with no false records, misleading statements, or major omissions.
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This legal opinion expresses an opinion only on the legality and compliance of the Incentive Plan and related legal matters. Its issuance does not represent or imply any form of guarantee by this Firm regarding the Incentive Plan. This Firm does not express an opinion on the reasonableness of the underlying stock value, grant price, performance appraisal indicators, or other non-legal professional matters such as accounting, auditing, finance, or capital verification.
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For facts that are crucial to this legal opinion but cannot be supported by independent evidence, our lawyers rely on certificates issued by relevant government departments or other institutions, as well as statements and commitments made by relevant parties involved in the Incentive Plan.
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When citing data or conclusions from audit reports or financial statements, this Firm does not imply any express or implied guarantee regarding the truthfulness or accuracy of such data or conclusions, nor does this Firm possess the legal qualifications to verify or judge such content.
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This Firm consents to the Company using this legal opinion as a mandatory document for the implementation of the Incentive Plan and for public disclosure, and assumes legal responsibility for this opinion in accordance with the law.
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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 our prior written consent.
Based on the above, our lawyers issue this legal opinion in accordance with recognized professional standards, ethical norms, and the spirit of diligence.