Legal Opinion
Beijing Jincheng Tongda Law Firm (Shenzhen) on the Legal Opinion for the Second Extraordinary General Meeting of Shareholders of Fujian Aidi Er Jewelry Industrial Co., Ltd.
Legal Opinion No. [2023] 1302
To: Fujian Aidi Er Jewelry Industrial Co., Ltd.
Beijing Jincheng Tongda Law Firm (Shenzhen) (hereinafter referred to as "this firm") has been entrusted by Fujian Aidi Er Jewelry Industrial Co., Ltd. (hereinafter referred to as "the Company") and, 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, the Rules for General Meetings of Listed Companies (2022 Revision) (hereinafter referred to as "the General Meeting Rules"), the Code of Corporate Governance for Listed Companies, the Administrative Measures for Law Firms Engaging in Securities Legal Business, the Provisional Rules for Law Firms' Securities Legal Business, and the Self-Regulatory Guidelines No. 1 for Listed Companies on the Shenzhen Stock Exchange (2023 12th Revision), as well as the Articles of Association of Fujian Aidi Er Jewelry Industrial Co., Ltd. (hereinafter referred to as "the Articles of Association") and the Rules of Procedure for Shareholders' Meetings (hereinafter referred to as "the Rules of Procedure"), this firm has appointed its lawyers to witness the relevant matters of the Company's second extraordinary general meeting of shareholders in 2023 (hereinafter referred to as "this meeting") and issue this legal opinion.
To issue this legal opinion, the lawyers of this firm reviewed the necessary documents and materials provided by the Company, including the Articles of Association, the Rules of Procedure, the resolutions made by the Board of Directors for convening this meeting, the notice of this meeting, the shareholder register on the record date, and the attendance registration records and supporting materials of shareholders attending the meeting. The Company has assured this firm that the documents provided and the statements made are true, accurate, complete, and valid, and that all facts and documents that could affect this legal opinion have been disclosed and provided to this firm without concealment, falsehood, or omission. The original documents and their signatures and seals are authentic and valid, and the copies, photocopies, scanned copies, and duplicates are consistent with the originals.
In this legal opinion, the lawyers of this firm express opinions only on the convening and holding procedures of this meeting, the qualifications of attendees, the qualifications of the convener, the voting procedures, and the voting results, in accordance with the provisions of the Company Law, the General Meeting Rules, and other relevant laws, regulations, and normative documents, as well as the Articles of Association. They do not express opinions on the content of the proposals reviewed at this meeting or the authenticity and accuracy of the facts or data expressed in these proposals.
This firm agrees to publish this legal opinion as a statutory document for this meeting. This legal opinion is only for the purpose of witnessing the legality of the relevant matters of this meeting and shall not be used for any other purpose without prior written consent from this firm.
Based on the above, the lawyers of this firm provide the following legal opinions regarding the relevant matters of this meeting in accordance with the requirements of relevant laws and regulations, and in accordance with the recognized business standards, ethical norms, and due diligence spirit of the legal profession: