Beijing Grandway Law Offices
Legal Opinion on Hengbo Holding Co., Ltd.'s Application for Issuance of Shares to Specific Targets
Grandway Legal Document No. [2026] AN151-5
To: Hengbo Holding Co., Ltd. (Issuer)
Pursuant to the "Lawyer Service Agreement" signed between our firm and the Issuer, our firm has been entrusted by the Issuer to act as the special legal advisor for the Issuer's issuance and hereby issues this legal opinion.
Our lawyers have, in accordance with the "Company Law," "Securities Law," "Administrative Measures for the Registration of Issuance of Securities by Publicly Offered Securities Companies," "Administrative Measures for Lawyers Engaged in Securities Legal Business," "Practice Rules for Lawyers Engaged in Securities Legal Business," and other relevant laws, regulations, rules, normative documents, and the actual situation of the Issuer, and in accordance with the generally accepted business standards, ethical norms, and the spirit of diligence and conscientiousness in the legal profession, issued this legal opinion.
In issuing this legal opinion, our lawyers hereby make the following statements:
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Our lawyers shall only express legal opinions on legal issues related to this issuance, based on facts that have occurred or existed prior to the date of issuance of this legal opinion, and solely in accordance with the currently effective laws, administrative regulations, rules, and normative documents of the People's Republic of China. We shall not express legal opinions based on any laws outside the People's Republic of China. Where it is necessary to cite foreign laws, opinions provided by foreign legal service institutions shall be cited.
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Our lawyers have, in accordance with the "Securities Law," "Administrative Measures for Lawyers Engaged in Securities Legal Business," and "Practice Rules for Lawyers Engaged in Securities Legal Business," and based on facts that have occurred or existed prior to the date of issuance of this legal opinion, strictly performed their statutory duties, adhered to the principles of diligence and good faith, conducted thorough investigations, and ensured that the facts determined in the legal opinion are true, accurate, and complete, and that the conclusions expressed are legal and accurate, without any false records, misleading statements, or significant omissions, and shall bear corresponding legal responsibilities.
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Our lawyers agree to submit this legal opinion as a mandatory legal document for the Issuer's application for this issuance. Our lawyers agree that the Issuer may, in the legal documents prepared by it for the application of this issuance, cite or quote relevant content from this legal opinion and the "Lawyer's Work Report" as required by the review authority, provided that such citation does not cause any ambiguity or misinterpretation of the law.
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The content set forth in this legal opinion represents the conclusion of our lawyers on the legal issues related to the Issuer's issuance. The factual materials, investigation principles, investigation methods, investigation scope, investigation process, investigation results, relevant regulations of the state, and necessary documents and materials related to the content set forth in this legal opinion are detailed in the "Lawyer's Work Report" issued by our lawyers for the Issuer's issuance.
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For facts that are crucial to this legal opinion but cannot be independently substantiated by evidence, our lawyers rely on certificates, testimonies, or documents issued or provided by government departments, judicial organs, the Issuer, or other relevant entities or individuals to issue legal opinions.