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Anhui Tianhe Law Firm
Regarding Tianjin Ruixinchang Technology Co., Ltd.
Issuance of Shares and Payment of Cash to Purchase Assets and Raise Supporting Funds and Related Party Transactions
Supplementary Legal Opinion (I)
Address: 35th Floor, Block A, Land Plaza, No. 288 Huaining Road, Shushan District, Hefei City, Anhui Province
Tel: (0551) 62620429 Fax: (0551) 62620450
Table of Contents
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Scheme of this transaction
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Subject qualifications of relevant parties to this transaction
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Approval and authorization of this transaction
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Substantive conditions of this transaction
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Relevant agreements for this transaction
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Target assets of this transaction
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Handling of creditor's rights and debts and employee placement involved in this transaction
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Related party transactions and horizontal competition
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Information disclosure of this transaction
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Qualifications of securities service institutions involved in this transaction
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Situation of relevant personnel buying and selling listed company stocks during the self-inspection period
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Special verification opinions on audit focus points
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Concluding opinions
Tian Lv Yi [2026] No. 01684
To: Tianjin Ruixinchang Technology Co., Ltd.
In accordance with the Company Law, Securities Law, Listing Rules, Administrative Measures for Restructuring, Restructuring Audit Rules, Administrative Measures for Issuance Registration, and other relevant laws, regulations, and normative documents, Anhui Tianhe Law Firm was entrusted by the listed company to appoint lawyers Sun Feng, Yuan Ning, and Zhu Yuwen (hereinafter referred to as "the lawyers") to participate in the relevant work of this transaction as special legal counsel.
The lawyers have issued the Legal Opinion (Tian Lv Yi [2026] No. 01670) regarding this transaction. Based on changes in the transaction during the supplementary verification period and in accordance with the Shenzhen Stock Exchange's "Guidelines for Audit of Issuance and Listing of Stocks No. 7 — Audit Focus Points for Major Asset Restructuring of Listed Companies," this supplementary legal opinion is hereby issued.
This supplementary legal opinion serves as a supplement, amendment, or improvement to the previously issued Legal Opinion. In case of any inconsistency, this supplementary legal opinion shall prevail. Unless otherwise specified, terms and definitions herein have the same meanings as those in the previously issued Legal Opinion.
The lawyers have conducted verification in accordance with professional standards and ethical requirements, and hereby issue the following supplementary legal opinions:
Upon verification, the listed company's 2025 annual general meeting of shareholders has reviewed and approved the "Proposal on the Company's 2025 Annual Profit Distribution Plan," distributing a cash dividend of 0.60 yuan (tax included) for every 10 shares to all shareholders. According to the "Announcement on the Implementation of the 2025 Annual Equity Distribution," as of June 17, 2026, the distribution has been completed. Considering the impact of this equity distribution, the issuance price for the asset purchase was adjusted from 18.08 yuan/share to 18.02 yuan/share. The total number of shares to be issued to 10 counterparties, including Tong Xiaoping and Zhang Yapeng, is 15,102,458 shares. The final issuance quantity is subject to the approval of the Shenzhen Stock Exchange and registration with the China Securities Regulatory Commission.
Based on the materials provided by the relevant parties and the verification by the lawyers, there have been no changes to the relevant parties during the supplementary verification period.
(I) Approvals and authorizations obtained after the issuance of the "Legal Opinion"