Legal Opinion
Guangdong Xinda Law Firm's Legal Opinion on the Repurchase and Cancellation of Part of Restricted Stocks under Shenzhen Guanghetong Wireless Co., Ltd.'s 2023 Incentive Plan
Legal Opinion No. Xinda Li Zi (2026) No. 18
To: Shenzhen Guanghetong Wireless Co., Ltd.
According to the legal advisory agreement signed between Shenzhen Guanghetong Wireless Co., Ltd. (hereinafter referred to as "the Company") and Guangdong Xinda Law Firm (hereinafter referred to as "Xinda"), Xinda has been entrusted by the Company to act as legal advisor for the 2023 Restricted Stock Incentive Plan (hereinafter referred to as "the 2023 Incentive Plan"). Based on the relevant provisions of 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 Management Measures for Equity Incentives of Listed Companies issued by the China Securities Regulatory Commission (hereinafter referred to as "the Management Measures"), the Articles of Association of Shenzhen Guanghetong Wireless Co., Ltd. (hereinafter referred to as "the Articles of Association"), and the draft of the Company's 2023 Restricted Stock Incentive Plan (hereinafter referred to as "the Draft 2023 Incentive Plan"), Xinda issues this legal opinion regarding the repurchase and cancellation of part of the restricted stocks involved in the 2023 Incentive Plan (hereinafter referred to as "this Repurchase and Cancellation").
Xinda's lawyers declare the following regarding this legal opinion:
- Xinda's lawyers express legal opinions based on facts that have occurred or existed prior to the date of this legal opinion and the provisions of current laws, regulations, and normative documents within China; Xinda's lawyers do not express legal opinions on legal issues in any countries or regions outside of China.
- Xinda and its lawyers have strictly fulfilled their statutory duties in accordance with the Securities Law, the Measures for the Management of Securities Legal Services by Law Firms, and the Practice Rules for Securities Legal Services by Law Firms, and have conducted thorough verification to ensure that the facts recognized in this legal opinion are true, accurate, and complete, and that the conclusions drawn are legal and accurate, without any false records, misleading statements, or significant omissions, and bear corresponding legal responsibilities.
- Xinda has received the following assurances from the Company: that it has provided all factual materials deemed necessary by Xinda's lawyers for issuing this legal opinion, and that the written materials and testimonies are true, accurate, and complete; the provided scanned documents or materials are consistent with the originals, and all signatures and seals in the documents or materials are genuine and valid, with no false or seriously misleading statements or significant omissions in the content.
- For facts that are crucial to issuing this legal opinion but cannot be supported by independent evidence, Xinda's lawyers rely on documents or opinions issued by relevant government authorities, the Company, or other relevant institutions.
- Xinda's lawyers only express legal opinions on legal issues related to this incentive plan and do not express opinions on accounting, auditing, or other professional matters. When accounting or auditing content is mentioned in this legal opinion, it is strictly quoted according to reports issued by relevant intermediaries and does not imply any express or implied guarantee of the authenticity and accuracy of these contents by Xinda.
- Xinda agrees to include this legal opinion as one of the necessary documents for this incentive plan and to submit it along with other materials to the relevant regulatory authorities, bearing legal responsibility for this legal opinion.
- This legal opinion is only for the purpose of the Company's incentive plan and shall not be used for any other purposes. Xinda agrees that the Company may quote relevant content of this legal opinion in related documents made for the implementation of this incentive plan, but the Company shall not cause any legal ambiguity or misinterpretation due to such quotations. Xinda has the right to review and confirm the corresponding content of the aforementioned documents again.