Jiangsu Century Partners Law Firm
Legal Opinion
To: Yinbang Metal Composite Materials Co., Ltd.
Jiangsu Century Partners Law Firm (hereinafter referred to as "the Firm") has been engaged by Yinbang Metal Composite Materials Co., Ltd. (hereinafter referred to as "Yinbang Shares" or "the Company") to serve as the special legal counsel for the implementation of the Company's 2026 Restricted Stock Incentive Plan. The Firm, in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as "Company Law"), the "Securities Law of the People's Republic of China," the "Administrative Measures for Equity Incentives of Listed Companies" (hereinafter referred to as "Administrative Measures"), and other relevant laws, regulations, and normative documents, as well as the "Articles of Association of Yinbang Metal Composite Materials Co., Ltd." (hereinafter referred to as "Articles of Association") and the "2026 Restricted Stock Incentive Plan (Draft) of Yinbang Metal Composite Materials Co., Ltd." (hereinafter referred to as "Incentive Plan (Draft)"), and in accordance with the generally accepted business standards, ethical norms, and diligence of the legal profession, hereby issues this Legal Opinion on matters related to the Company's 2026 Restricted Stock Incentive Plan (Draft).
Part One: Introduction
I. Law Firm's Statement
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The Firm's lawyers undertake to provide legal opinions based on facts that have occurred or existed prior to the issuance date of this Legal Opinion and in accordance with the current laws and regulations of the People's Republic of China and the relevant regulations of the China Securities Regulatory Commission and other relevant authorities and departments.
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The Firm has strictly performed its statutory duties, adhered to the principles of diligence and good faith, and has verified the facts and legality and compliance of this incentive plan. This Legal Opinion contains no false records, misleading statements, or significant omissions.
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The Firm agrees that this Legal Opinion will be used as a necessary legal document for the Company to implement this incentive plan and will bear corresponding legal responsibility for its issuance. This Legal Opinion is for the Company's use solely for the purpose of this incentive plan and may not be used for any other purpose without the Firm's consent.
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The Firm has obtained assurances from the Company that the Company has provided the Firm with all necessary original written materials, copies, and oral statements required for the issuance of this Legal Opinion; that the copies provided by the Company are consistent with the original materials; and that the documents and materials provided are complete, true, and valid, without any concealment, falsification, or significant omissions. For facts that are crucial to this Legal Opinion and cannot be independently verified by evidence, the Firm relies on certification documents issued by relevant government departments, the Company, or other relevant entities to issue this Legal Opinion.
II. Meaning of Abbreviations in This Legal Opinion
In this Legal Opinion, unless otherwise indicated by the context, the following terms and abbreviations have the following meanings: