Grandall Law Firm (Beijing)
Legal Opinion on the 2026 Restricted Stock Incentive Plan (Draft) of Sunntech Technology Co., Ltd.
Grandall Beijing Securities [2026] No. 0425
To: Sunntech Technology Co., Ltd.
Grandall Law Firm (Beijing) is qualified to practice in the People's Republic of China (hereinafter referred to as "China") and is authorized to engage in business related to Chinese law. We have been engaged by Sunntech Technology as special legal counsel for the company's incentive plan. In accordance with the Company Law, the Securities Law, the Administrative Measures, the Regulatory Guidelines No. 1, and other relevant laws, regulations, and normative documents, and following recognized professional standards, ethical norms, and a spirit of diligence, we have verified the facts related to this incentive plan and hereby issue this legal opinion.
Part I: Matters to be Declared by the Lawyer
-
This firm and the signing lawyers have strictly performed their statutory duties in accordance with the Securities Law, the Administrative Measures for Securities Legal Business by Law Firms, and the Practice Rules for Securities Legal Business by Law Firms (Trial), as well as facts existing or having occurred prior to the date of this legal opinion. We have followed the principles of diligence, duty, and good faith, conducted sufficient verification, and ensured that the facts identified in this legal opinion are true, accurate, and complete. The conclusions expressed are legal and accurate, contain no false records, misleading statements, or major omissions, and we assume corresponding legal liability.
-
The lawyers of this firm consent to the use of this legal opinion as a necessary legal document for this incentive plan, to be disclosed along with other application materials, and are willing to assume corresponding legal liability.
-
The company has guaranteed to this firm and its lawyers that it has provided all original written materials, copies, or oral testimonies that are true, complete, and effective as required for the issuance of this legal opinion.
Table of Contents
Part I: Matters to be Declared by the Lawyer 5
Part II: Main Text 6
I. Subject Qualification of the Company to Implement this Incentive Plan 6
II. Legality and Compliance of this Incentive Plan 8
III. Statutory Procedures Required for Implementing this Incentive Plan 18
IV. Information Disclosure of this Incentive Plan 20
V. Absence of Financial Assistance Provided by the Company to Incentive Participants 21
VI. Impact of this Incentive Plan on the Company and the Interests of All Shareholders 21
VII. Recusal of Interested Directors in this Incentive Plan 22
VIII. Concluding Opinion 22
Definitions
Unless the context otherwise requires or specifies, the following terms have the following meanings in this legal opinion: