Legal Opinion
Explanation of Terms
Unless otherwise specified, the abbreviations used in this Legal Opinion and their corresponding full terms are as follows:
| Term | Full Term |
|---|---|
| MicroLight Optoelectronics, the Company, the Listed Company | Hangzhou MicroLight Optoelectronics Co., Ltd. |
| The Firm/T&C | Zhejiang T&C Law Firm |
| Equity Incentive Plan, This Plan, This Incentive Plan | Hangzhou MicroLight Optoelectronics Co., Ltd. 2026 Equity Incentive Plan |
| "Equity Incentive Plan (Draft)" | "Hangzhou MicroLight Optoelectronics Co., Ltd. 2026 Equity Incentive Plan (Draft)" |
| This Legal Opinion | "Zhejiang T&C Law Firm's Legal Opinion on Hangzhou MicroLight Optoelectronics Co., Ltd.'s 2026 Equity Incentive Plan (Draft)" |
| Restricted Stock | The Company grants a certain number of company shares to incentive recipients under the conditions and prices stipulated in this Plan. These shares are subject to a lock-up period, and can only be released and circulated after the conditions for release stipulated in this Plan are met. |
| Incentive Recipients | Employees eligible to be granted a certain number of restricted shares according to this Plan. |
| Grant Date | The date on which the Company grants restricted shares to incentive recipients. The grant date must be a trading day. |
| Grant Price | The price per share at which the Company grants restricted shares to incentive recipients. |
| Repurchase and Cancellation | The Company repurchases and cancels restricted shares granted to incentive recipients that have not yet been released from restrictions, according to this Plan. |
| Validity Period | The period from the grant date of restricted shares to the date when all granted restricted shares are fully released from restrictions or repurchased and cancelled. |
| Lock-up Period | The period during which granted restricted shares cannot be transferred, used as collateral, or repaid as debt. |
| Release Period | The period during which restricted shares held by incentive recipients can be released and traded on the market after the conditions for release stipulated in this Plan are met. |
| Release Conditions | The conditions that must be met by incentive recipients for their granted restricted shares to be released from restrictions, according to this Plan. |
| "Performance Management Measures" | "Hangzhou MicroLight Optoelectronics Co., Ltd. 2026 Equity Incentive Plan Performance Management Measures" |
| Remuneration and Nomination Committee | Remuneration and Nomination Committee of the Board of Directors of Hangzhou MicroLight Optoelectronics Co., Ltd. |
| "Company Law" | "Company Law of the People's Republic of China" |
| "Securities Law" | "Securities Law of the People's Republic of China" |
| "Management Measures" | "Management Measures for Equity Incentives of Listed Companies (2025 Revision)" |
| "Listing Rules" | "Shenzhen Stock Exchange Stock Listing Rules (2026 Revision)" |
| Articles of Association | Articles of Association of Hangzhou MicroLight Optoelectronics Co., Ltd. |
| China Securities Regulatory Commission (CSRC) | China Securities Regulatory Commission |
| Stock Exchange | Shenzhen Stock Exchange |
| Securities Registration and Settlement Institution | China Securities Registration and Settlement Corporation Limited Shenzhen Branch |
| Yuan, Ten Thousand Yuan | RMB Yuan, RMB Ten Thousand Yuan |
To: Hangzhou MicroLight Optoelectronics Co., Ltd.
Zhejiang T&C Law Firm has been retained by Hangzhou MicroLight Optoelectronics Co., Ltd. as the special legal advisor for the company's 2026 Restricted Stock Incentive Plan. Regarding the matters involved in the company's implementation of this equity incentive plan, in accordance with the generally accepted professional standards, ethical norms, and diligent and conscientious spirit of the legal profession, we have conducted necessary investigations and verifications of the documents and facts provided by the company and hereby issue this Legal Opinion.