Grandall Law Firm (Shanghai) Grandall Law Firm (Shanghai) Grandall Law Firm (Shanghai) China Shanghai Jing'an District Shanxi North Road No. 99 Suhe Bay Center MT25-28th Floor, 200085 25-28/F, Suhe Centre, 99 North Shanxi Road, Jing'an District, Shanghai, China, 200085 Tel/TEL: (8621) 5234-1668 Fax/FAX: (8621) 5234-1670
Legal Opinion
To: Suzhou Su Dawei Ge Technology Group Co., Ltd.
Grandall Law Firm (Shanghai) (hereinafter referred to as "the Firm") has been entrusted by Suzhou Su Dawei Ge Technology Group Co., Ltd. (hereinafter referred to as "the Company") to appoint lawyers from the Firm to attend the Company's 2025 Annual General Meeting (hereinafter referred to as "the Meeting"). The Firm's lawyers, in accordance with the "Securities Law of the People's Republic of China" (hereinafter referred to as "the Securities Law"), the "Company Law of the People's Republic of China" (hereinafter referred to as "the Company Law"), the "Rules for Shareholders' Meetings of Listed Companies" (hereinafter referred to as "the Rules for Shareholders' Meetings"), and other laws, regulations, departmental rules, and normative documents, as well as the "Articles of Association of Suzhou Su Dawei Ge Technology Group Co., Ltd." (hereinafter referred to as "the Articles of Association"), hereby issue this legal opinion on the legality of the convocation and holding procedures, the qualifications of attendees, the qualifications of the convener, and the voting procedures and results of the Meeting.
In issuing this legal opinion, the Firm's lawyers make the following statements:
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The Firm and the handling lawyers have, in accordance with the "Securities Law," the "Administrative Measures for Securities Legal Business of Law Firms," and the "Practice Rules for Securities Legal Business of Law Firms (Trial)," and based on facts that have occurred or existed prior to the issuance of this legal opinion, strictly performed their statutory duties, adhered to the principles of diligence, conscientiousness, and good faith, conducted thorough investigations and verifications, and ensured that the facts identified in this legal opinion are true, accurate, and complete, and that the conclusions expressed are legal and accurate, free from any false statements, misleading omissions, or material omissions, and bear corresponding legal responsibilities.
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The Firm's lawyers have, in accordance with the requirements of the "Rules for Shareholders' Meetings," conducted necessary investigations and verifications of the matters related to the Meeting. The Firm's lawyers will only express opinions on the legality of the convocation and holding procedures, the qualifications of the convener and attendees at the on-site meeting, and the voting procedures and results of the Meeting. They will not express opinions on the content of the proposals reviewed at the Meeting or the truthfulness, accuracy, and completeness of the facts or data stated in such proposals.
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The Firm's lawyers are unable to witness the online voting process. The qualifications of shareholders participating in the online voting for this Meeting and the results of the online voting are certified by the relevant stock exchange trading system and internet voting system.
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The Firm's lawyers have not authorized any entity or individual to interpret or explain this legal opinion.
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This legal opinion is for the purpose of witnessing the Company's Meeting only and shall not be used for any other purpose. The Firm's lawyers agree to publish this legal opinion together with the resolution of the Company's Meeting.
In accordance with the requirements of relevant laws, regulations, and normative documents, and in accordance with the generally recognized professional standards, ethical norms, and the spirit of diligence and conscientiousness of the legal profession, the Firm's lawyers hereby issue the following legal opinion:
I. Procedures for Convocation and Holding of the Meeting