Grandall Law Firm (Shanghai) Legal Opinion
To: Shanghai Liangxin Electrical Co., Ltd.
Pursuant to 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 the "Rules for Shareholders' Meetings of Listed Companies" (hereinafter referred to as the "Shareholders' Meeting Rules") issued by the China Securities Regulatory Commission, Grandall Law Firm (Shanghai) was appointed by the Board of Directors of Shanghai Liangxin Electrical Co., Ltd. (hereinafter referred to as the "Company") to attend and witness the Company's 2025 Annual Shareholders' Meeting held on May 7, 2026. Based on relevant laws, regulations, and normative documents, as well as the Articles of Association of Shanghai Liangxin Electrical Co., Ltd. (hereinafter referred to as the "Articles of Association"), we have reviewed the convening and holding procedures, attendee qualifications, voting procedures, and voting results of this shareholders' meeting and hereby issue our legal opinion as follows:
I. Convening and Holding Procedures of the Shareholders' Meeting
The Company's Board of Directors issued the meeting notice for the 2025 Annual Shareholders' Meeting on April 11, 2026, on the website of the Shenzhen Stock Exchange and designated information disclosure media. Upon verification, the notice specified the time, method, agenda, and on-site meeting location of the meeting, as well as the stock registration date for shareholders entitled to attend, registration methods for attendees, contact phone numbers, contact persons, and online voting procedures.
The on-site meeting was convened at 14:00 on May 7, 2026, with the time, location, and other matters consistent with the disclosed meeting notice.
The online voting period for this shareholders' meeting through the Shenzhen Stock Exchange trading system was from May 7, 2025, 9:15-9:25, 9:30-11:30, and 13:00-15:00. The voting period through the Shenzhen Stock Exchange internet voting system was from 9:15 AM to 3:00 PM on May 7, 2026.
In our opinion, the Company published the meeting notice twenty days prior to the convening of the shareholders' meeting. The actual time, method, and agenda of the meeting are consistent with the time, method, and agenda announced in the shareholders' meeting notice, and can be submitted for deliberation at this shareholders' meeting. The convening and holding procedures of this shareholders' meeting comply with the provisions of the "Company Law," "Shareholders' Meeting Rules," and other relevant laws, regulations, and normative legal documents, as well as the "Articles of Association."
II. Legality and Validity of Attendee Qualifications and Convener Qualifications
- Attending Shareholders and Authorized Representatives
This shareholders' meeting adopted a combination of on-site and online voting methods. After verification by our firm's lawyers, 457 shareholders and their authorized representatives attended the meeting, representing 315,233,617 shares, or 28.69% of the Company's total share capital (Note: As of now, due to the Company's cumulative repurchase of some public shares, the total share capital at the stock registration date has been reduced by the repurchased shares. The total share capital with voting rights issued by the Company is 1,098,802,720 shares, and so on).
Among them: (1) Attendance of Small and Medium Shareholders and Their Authorized Representatives: 450 small and medium shareholders and their authorized representatives participated in the voting, representing 37,719,708 shares, or 3.43% of the Company's total share capital. (2) On-site Meeting Attendance: 12 shareholders and their authorized representatives attended the on-site voting, representing 277,591,615 voting shares, or 25.26% of the Company's total share capital. (3) Online Voting: 445 shareholders voted online, representing 37,642,002 voting shares, or 3.43% of the Company's total share capital.
- Other Attendees
Upon verification, in addition to the aforementioned shareholders and their authorized representatives, the attendees also included some directors, the Company Secretary, and the witnessing lawyers. All these individuals possessed the legal qualifications to attend this shareholders' meeting.