According 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"), the "Administrative Measures for the Registration of Securities Issuance by Listed Companies" (hereinafter referred to as the "Registration Measures"), the "Shenzhen Stock Exchange GEM Stock Listing Rules," the "Articles of Association of Xinjiang Tianshan Animal Husbandry Bioengineering Co., Ltd." (hereinafter referred to as the "Articles of Association"), and the "Rules of Procedure for the Audit Committee of Xinjiang Tianshan Animal Husbandry Bioengineering Co., Ltd." and other relevant laws, regulations, normative documents, and corporate governance rules, the Audit Committee of Xinjiang Tianshan Animal Husbandry Bioengineering Co., Ltd. (hereinafter referred to as the "Company" or "Tianshan Bioengineering") has fully understood and reviewed the relevant documents for the Company's proposed issuance of shares to specific objects (hereinafter referred to as the "Current Issuance") and hereby issues its written review opinion as follows:
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Based on the relevant laws, regulations, and normative documents such as the "Company Law," "Securities Law," and "Registration Measures," and the relevant provisions of the "Articles of Association," we believe that the Company meets the conditions and requirements for listed companies to issue shares to specific objects as stipulated by current laws, regulations, and normative documents.
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The issuance plan of the Company and the "Prospectus for Xinjiang Tianshan Animal Husbandry Bioengineering Co., Ltd.'s 2026 Issuance of A Shares to Specific Objects" compiled by the Company comply with the relevant provisions of laws and regulations such as the "Company Law," "Securities Law," and "Registration Measures." After comprehensively considering the current development status and trends of the industry, the Company's current situation, and the impact of the Current Issuance on the Company, the plan and prospectus are reasonable, feasible, and do not harm the legitimate rights and interests of the Company and its shareholders, especially small and medium shareholders.
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The "Analysis Report on the Feasibility of Xinjiang Tianshan Animal Husbandry Bioengineering Co., Ltd.'s 2026 Issuance of A Shares to Specific Objects" compiled by the Company complies with the relevant provisions of laws and regulations such as the "Company Law," "Securities Law," and "Registration Measures." It has fully demonstrated the feasibility and necessity of the Current Issuance, and the issuance plan is in line with the Company's actual situation and the interests of the Company and all shareholders.