Legal Opinion from Grandall Law Firm (Guangzhou) on Dongguan Yutong Optical Technology Co., Ltd.'s 2025 Private Placement of Shares
Introduction
- Basis for Issuing this Legal Opinion (1) According to the "Contract for Engaging Special Legal Advisors" signed between Dongguan Yutong Optical Technology Co., Ltd. (hereinafter referred to as "the Issuer") and our firm, we have appointed lawyers Zhou Shanshan and Li Shasha (hereinafter referred to as "the Firm's Lawyers") to act as special legal advisors for the Issuer's private placement of shares in 2025 (hereinafter referred to as "this Issuance"), participating in related work and issuing this legal opinion. (2) The Firm's Lawyers have issued this legal opinion based on the "Company Law of the People's Republic of China" (hereinafter referred to as "the Company Law"), "Securities Law of the People's Republic of China" (hereinafter referred to as "the Securities Law"), and other relevant laws, regulations, and the China Securities Regulatory Commission's "Administrative Measures for the Registration of Securities Issuance by Listed Companies" (hereinafter referred to as "the Registration Management Measures"), "Management Measures for Law Firms Engaging in Securities Legal Business," "Practice Rules for Law Firms Engaging in Securities Legal Business (Trial)," and other relevant provisions. (3) The Firm's Lawyers have conducted verification and validation of the documents and facts provided by the Issuer in accordance with the requirements of relevant laws, regulations, and normative documents, and in accordance with the recognized business standards, ethical norms, and diligent spirit of the legal profession. The legal opinions are as follows:
Declaration
- The Firm and the Firm's Lawyers have strictly fulfilled their statutory duties based on the provisions of the "Securities Law," "Management Measures for Law Firms Engaging in Securities Legal Business," and "Practice Rules for Law Firms Engaging in Securities Legal Business (Trial)," and have conducted sufficient verification and validation of the facts that occurred or existed before the date of this legal opinion, ensuring that the facts recognized in this legal opinion are true, accurate, and complete, and that the conclusions drawn are legal and accurate, with no false records, misleading statements, or material omissions, and bear corresponding legal responsibilities.
- The Firm agrees to submit this legal opinion and the "Lawyer's Work Report on Issuing Legal Opinions for Dongguan Yutong Optical Technology Co., Ltd.'s 2025 Private Placement of Shares" (hereinafter referred to as "the Lawyer's Work Report") as necessary legal documents for the Issuer's application for this Issuance, along with other application materials.
- The Firm agrees that the Issuer may self-cite this legal opinion or the contents of the "Lawyer's Work Report" in the application documents for this Issuance, or cite them as required by the Shenzhen Stock Exchange and the China Securities Regulatory Commission, but the Issuer shall not cause legal ambiguity or misinterpretation when citing. The Firm's Lawyers will review and confirm the contents of the Issuer's application documents again.
- The Firm's Lawyers have prepared a "List of Due Diligence Materials," and have received the materials, documents, and explanations regarding relevant issues provided by the Issuer, which constitute the basis for the Firm's issuance of this legal opinion. The Firm's Lawyers have also inquired relevant personnel of the Issuer regarding issues related to this Issuance and conducted necessary discussions, or obtained proof documents issued by relevant departments. In addition, for issues that the Firm's Lawyers consider crucial to this Issuance but lack supporting materials, the Firm's Lawyers have obtained confirmations from the Issuer and relevant personnel regarding the relevant facts and legal issues.
- This legal opinion only expresses legal opinions on the legality of the Issuer's Issuance and related issues, and does not express legal opinions on professional matters such as accounting, auditing, and asset evaluation involved in this Issuance.