Hunan Qiyuan Law Firm (hereinafter referred to as "this firm") has been entrusted by Kefu Medical Technology Co., Ltd. (hereinafter referred to as "the company" or "Kefu Medical") to provide legal services as a specially appointed legal advisor for the company's 2024 Restricted Stock Incentive Plan (hereinafter referred to as "the 2024 Incentive Plan"). The lawyers of this firm have conducted verification and validation of the relevant facts concerning the adjustments to the 2024 Incentive Plan (hereinafter referred to as "this adjustment"), the achievement of conditions for the second vesting period of the initial grant (hereinafter referred to as "this vesting"), and the cancellation of certain restricted stocks (hereinafter referred to as "this cancellation") in accordance with 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 Administrative Measures for Equity Incentives of Listed Companies issued by the China Securities Regulatory Commission (hereinafter referred to as "the Management Measures"), the Listing Rules for the Shenzhen Stock Exchange's Growth Enterprise Market (revised in 2025) (hereinafter referred to as "the Listing Rules"), and the company's 2024 Restricted Stock Incentive Plan (Draft) (hereinafter referred to as "the 2024 Incentive Plan (Draft)") and the Implementation Assessment Management Measures for the 2024 Restricted Stock Incentive Plan (hereinafter referred to as "the 2024 Assessment Management Measures"). In order to issue this legal opinion, the lawyers of this firm make the following statements:
- The lawyers of this firm have issued legal opinions based on laws, regulations, local government and departmental rules, normative documents, and relevant provisions of the China Securities Regulatory Commission and the Shenzhen Stock Exchange that have occurred or existed prior to the issuance date of this legal opinion.
- The lawyers of this firm have strictly fulfilled their statutory duties, adhered to the principles of diligence and good faith, and conducted sufficient verification of the company's actions and the legality, compliance, authenticity, and effectiveness of the 2024 Incentive Plan, ensuring that this legal opinion does not contain false records, misleading statements, or significant omissions.
- This firm agrees to include this legal opinion as one of the necessary documents for the company's 2024 Incentive Plan, to be submitted or publicly disclosed along with other application materials, and shall bear corresponding legal responsibilities for the issued legal opinion.
- The lawyers of this firm have issued legal opinions based on the company's assurance that the company and its actual controllers, directors, other senior management personnel, and relevant individuals have provided the original written materials, copies, or oral testimonies deemed necessary for issuing the legal opinion, without concealment, falsehood, or significant omissions, and all signatures and/or seals on the materials are true and valid.
- The lawyers of this firm have fulfilled special attention obligations for legal professional matters and general attention obligations for non-legal professional matters such as accounting, evaluation, and credit rating when issuing legal opinions.
- For facts that are crucial to the issuance of this legal opinion but cannot be supported by independent evidence, the lawyers of this firm have issued opinions based on certificates provided by the company, relevant government departments, and other related institutions, organizations, or individuals. Evidence obtained from independent third-party institutions such as national agencies, organizations with public affairs management functions, accounting firms, asset appraisal agencies, credit rating agencies, and notarization agencies has been directly used as the basis for issuing legal opinions after fulfilling general attention obligations.
- This firm has not authorized any unit or individual to interpret or explain this legal opinion.
- This legal opinion is only for the purpose of the company's adjustment, this vesting, and this cancellation, and may not be used for any other purpose without the written consent of this firm.