Legal Opinion
This legal opinion is for the sole purpose of assessing the legality of matters related to the Company's current shareholder meeting and shall not be used for any other purpose.
The firm's lawyers have reviewed the authenticity and legality of the Company's current meeting in accordance with the requirements of the "Rules for Shareholder Meetings of Listed Companies" and have issued this legal opinion. This legal opinion contains no false statements, misleading representations, or material omissions.
In accordance with the generally accepted professional standards, ethical norms, and spirit of diligence and responsibility in the legal profession, the firm's lawyers have verified and validated the relevant documents and facts provided by the Company, and hereby issue the following legal opinion:
I. Convening Procedures for the Shareholder Meeting
Upon verification, the Company's current shareholder meeting was convened by the Fourth Board of Directors, with the following details: (I) On March 24, 2026, the Fourth Board of Directors held its Thirteenth Meeting and deliberated and approved the "Proposal on Convening the 2025 Annual General Meeting of the Company." (II) According to the resolution of the Thirteenth Meeting of the Fourth Board of Directors, on March 25, 2026, the Company published the "Notice of the 2025 Annual General Meeting of Guangzhou Ruoyuchen Technology Co., Ltd." in the official disclosure media designated by the China Securities Regulatory Commission. Accordingly, the Company's board of directors notified shareholders through public announcement more than twenty days prior to the meeting. The content of the meeting notice complies with the relevant provisions of the Company Law, the Rules for Shareholder Meetings of Listed Companies, and other laws, regulations, normative documents, and the Articles of Association of the Company.
Based on the above, the firm's lawyers are of the opinion that the convening procedures for the current shareholder meeting comply with the relevant provisions of the Company Law, the Rules for Shareholder Meetings of Listed Companies, and other laws, regulations, normative documents, and the Articles of Association of the Company.
II. Holding Procedures for the Shareholder Meeting
(I) According to the signature sheet and identification documents of shareholders attending the on-site meeting, a total of 7 shareholders and their authorized representatives attended the on-site meeting of the Company's current shareholder meeting. The relevant powers of attorney were kept at the Company's domicile prior to the convening of this shareholder meeting. As witnessed by the firm's lawyers, the powers of attorney and other relevant documents provided by the shareholders meet the formal requirements, and the powers of attorney are valid. (II) The shareholders and their authorized representatives attending the on-site meeting have signed the signature sheet prepared by the Company. Upon verification by the firm's lawyers, the shareholders attending the on-site meeting are all shareholders registered on the equity registration date. (III) The on-site meeting of the current shareholder meeting was held as scheduled at 14:30 on April 14, 2026, in the conference room on the 39th floor of Huanju Building, No. 8 Dingxin Road, Haizhu District, Guangzhou City, Guangdong Province. Due to work reasons, Mr. Wang Yu, Chairman of the Company, was unable to preside over the meeting on-site. Ms. Wang YuHui, a director, was elected by more than half of the directors to preside over this meeting. The proposals and materials for the current shareholder meeting have been submitted to the shareholders and their authorized representatives attending the meeting. (IV) The online voting period for the current shareholder meeting was April 14, 2026. Specifically, the trading system of the Shenzhen Stock Exchange was used for online voting during the trading hours of April 14, 2026, namely 9:15-9:25, 9:30-11:30, and 13:00-15:00. The Shenzhen Stock Exchange's internet voting system was used for online voting at any time between 9:15 and 15:00 on April 14, 2026. (V) According to data provided by Shenzhen Securities Information Co., Ltd., a total of 297 shareholders voted directly through the online voting system during the effective period of online voting.