Tian Yuan Law Firm
Legal Opinion on the 2026 Annual Issuance of A-Shares to Specific Targets by Sharetronic (Xiamen) Co., Ltd.
Jing Tian Gu Zi (2026) No. 160
To: Sharetronic (Xiamen) Co., Ltd.
Pursuant to the "Engagement Agreement" signed between Tian Yuan Law Firm (the "Firm") and Sharetronic (Xiamen) Co., Ltd. (the "Issuer" or the "Company"), the Firm serves as the special PRC legal counsel for the Company's 2026 annual issuance of A-shares to specific targets (the "Issuance") and issues this legal opinion.
The Firm and its handling lawyers have issued this legal opinion 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 Securities Legal Business of Law Firms," the "Practice Rules for Securities Legal Business of Law Firms (Trial)," and other laws, regulations, and relevant provisions of the China Securities Regulatory Commission, based on facts that have occurred or existed prior to the date of this legal opinion, and in accordance with recognized business standards, ethical norms, and the spirit of diligence and responsibility in the legal profession.
Table of Contents
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Definitions
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Statement
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Main Text
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Approval and Authorization of the Issuance
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Subject Qualification of the Issuer for the Issuance
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Substantive Conditions for the Issuance
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Establishment of the Issuer
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Independence of the Issuer
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Major Shareholders and Actual Controllers of the Issuer
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Share Capital and Its Evolution
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Business of the Issuer
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Related Party Transactions and Horizontal Competition
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Major Assets of the Issuer
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Major Creditor's Rights and Debts of the Issuer
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Major Asset Changes and Mergers and Acquisitions of the Issuer
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Formulation and Amendment of the Articles of Association
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Rules of Procedure and Standardized Operation of Shareholders' Meetings, Board of Directors, and Board of Supervisors
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Directors, Supervisors, and Senior Management of the Issuer and Their Changes
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Taxation of the Issuer
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Environmental Protection, Product Quality, and Technical Standards of the Issuer
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Use of Proceeds by the Issuer
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Business Development Goals of the Issuer
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Litigation, Arbitration, or Administrative Penalties
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Conclusion
Definitions
Unless otherwise specified in the context, the following abbreviations used in this legal opinion have the following meanings: