Legal Opinion of Grandall Law Firm (Shanghai) on the 2026 Restricted Stock Incentive Plan of Shouhua Gas Technology (Shanghai) Co., Ltd.
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Address: 25-28/F, Suhe Centre, 99 North Shanxi Road, Jing'an District, Shanghai, China
Tel: (+86)(21) 5234 1668
Fax: (+86)(21) 5234 1670
Website: http://www.grandall.com.cn
Date: July 2026
Table of Contents
Definitions 2
Matters for Attorney Statement 4
Main Text 6
I. Conditions for the Company to Implement this Incentive Plan 6
II. Main Content of this Incentive Plan 7
III. Statutory Procedures to be Performed for Implementing this Incentive Plan 8
IV. Participants of this Incentive Plan 9
V. Information Disclosure Obligations Involved in this Incentive Plan 10
VI. Whether the Company Provides Financial Assistance to Participants 11
VII. Absence of Circumstances Damaging Company and Shareholder Interests or Violating Laws 11
VIII. Recusal of Interested Directors in this Incentive Plan 11
IX. Conclusion 11
Definitions
In this legal opinion, unless the context otherwise requires, the following abbreviations and terms have the following meanings:
| Term | Definition |
|---|---|
| Company | Shouhua Gas Technology (Shanghai) Co., Ltd. |
| This Incentive Plan | Shouhua Gas Technology (Shanghai) Co., Ltd. 2026 Restricted Stock Incentive Plan |
| Incentive Plan (Draft) | Shouhua Gas Technology (Shanghai) Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft) |
| Restricted Stock | A-share common stock of the Company obtained and registered by eligible participants in batches after meeting the corresponding vesting conditions |
| Participants | Directors, senior management, and business/technical backbone or key/core employees of the Company (including subsidiaries) who are granted restricted stock under this plan |
| Company Law | Company Law of the People's Republic of China |
| Securities Law | Securities Law of the People's Republic of China |
| Administrative Measures | Administrative Measures on Share Incentives of Listed Companies |
| Listing Rules | Rules Governing the Listing of Stocks on the ChiNext Market of the Shenzhen Stock Exchange |
| Regulatory Guidelines | Guidelines for Self-Regulation of Listed Companies on the ChiNext Market of the Shenzhen Stock Exchange No. 1 - Business Handling |
| Articles of Association | Articles of Association of Shouhua Gas Technology (Shanghai) Co., Ltd. |
| CSRC | China Securities Regulatory Commission |
| SZSE | Shenzhen Stock Exchange |
| This Firm | Grandall Law Firm (Shanghai) |
| Yuan | Renminbi Yuan |
To: Shouhua Gas Technology (Shanghai) Co., Ltd.
Grandall Law Firm (Shanghai) has been engaged by Shouhua Gas Technology (Shanghai) Co., Ltd. to serve as the special legal counsel for its 2026 Restricted Stock Incentive Plan. This firm issues this legal opinion in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures on Share Incentives of Listed Companies, the Rules Governing the Listing of Stocks on the ChiNext Market of the Shenzhen Stock Exchange, the Guidelines for Self-Regulation of Listed Companies on the ChiNext Market of the Shenzhen Stock Exchange No. 1 - Business Handling, and other relevant laws, regulations, administrative rules, and normative documents, following recognized professional standards, ethical norms, and the spirit of diligence.
Matters for Attorney Statement
This firm issues this legal opinion based on facts that have occurred or existed prior to the date of issuance and in accordance with current laws, regulations, and relevant provisions of the CSRC, and declares the following:
(I) This firm issues this legal opinion based on the provisions of the Company Law, Securities Law, Administrative Measures, Listing Rules, Regulatory Guidelines, and other relevant laws, regulations, and normative documents, as well as facts that have occurred or existed prior to the date of issuance.