Legal Opinion of JunHe Law Firm Regarding the Listing of Convertible Bonds Issued by Zhonglun New Materials Co., Ltd. to Unspecified Targets on the Shenzhen Stock Exchange
To: Zhonglun New Materials Co., Ltd.
JunHe Law Firm (hereinafter referred to as "the Firm") has been retained by Zhonglun New Materials Co., Ltd. (hereinafter referred to as "Zhonglun New Materials," "the Issuer," or "the Company") as its special legal counsel. The Firm hereby issues this "Legal Opinion of JunHe Law Firm Regarding the Listing of Convertible Bonds Issued by Zhonglun New Materials Co., Ltd. to Unspecified Targets on the Shenzhen Stock Exchange" (hereinafter referred to as "this Legal Opinion") concerning the Issuer's application for the listing of its convertible corporate bonds to unspecified targets (hereinafter referred to as "the Offering") on the Shenzhen Stock Exchange (hereinafter referred to as "SZSE").
This Legal Opinion is prepared in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as "Securities Law"), the "Administrative Measures for the Registration of Securities Issuances by Listed Companies" (hereinafter referred to as "Administrative Measures"), the "Administrative Measures for Securities Legal Business of Law Firms" (hereinafter referred to as "Law Firm Securities Legal Business Measures"), the "Practice Rules for Securities Legal Business of Law Firms (Trial)" (hereinafter referred to as "Law Firm Securities Legal Practice Rules"), and other relevant laws, administrative regulations, rules, and normative documents, as well as the relevant regulations of the China Securities Regulatory Commission (hereinafter referred to as "CSRC") and the SZSE. In accordance with the generally accepted professional standards, ethical norms, and the principle of diligent and conscientious performance by Chinese lawyers, for the purpose of the Issuer's Offering and listing, the Firm and its lawyers issued the "Work Report of JunHe Law Firm Regarding the Offering of Convertible Corporate Bonds by Zhonglun New Materials Co., Ltd. to Unspecified Targets" and the "Legal Opinion of JunHe Law Firm Regarding the Offering of Convertible Corporate Bonds by Zhonglun New Materials Co., Ltd. to Unspecified Targets" on October 27, 2025. Subsequently, the Firm issued the "Supplementary Legal Opinion (I) of JunHe Law Firm Regarding the Offering of Convertible Corporate Bonds by Zhonglun New Materials Co., Ltd. to Unspecified Targets" on December 2, 2025, and the "Supplementary Legal Opinion (II) of JunHe Law Firm Regarding the Offering of Convertible Corporate Bonds by Zhonglun New Materials Co., Ltd. to Unspecified Targets" on May 27, 2026 (collectively referred to as the "Previously Issued Legal Documents"). Unless otherwise stated in this Legal Opinion, the terms, definitions, and abbreviations used in this Legal Opinion have the same meaning or reference as those in the Previously Issued Legal Documents. The premises, assumptions, and statements made by the Firm's lawyers in the Previously Issued Legal Documents also apply to this Legal Opinion.
For the purpose of issuing this Legal Opinion, the Firm's lawyers, in accordance with the requirements of laws, regulations, and normative documents and at the request of the Issuer, have investigated the eligibility and conditions of the Issuer for the Offering and listing. The Firm has reviewed documents that its lawyers deem necessary for issuing this Legal Opinion, including but not limited to records, materials, and proofs related to approvals and authorizations, eligibility, and substantive conditions, as well as relevant laws, regulations, and normative documents. The Firm has also inquired with relevant personnel of the Issuer and conducted necessary discussions, investigated and confirmed relevant facts, and made judgments based on the Firm's understanding of the facts and interpretation of the law as of the date of issuance of this Legal Opinion, concerning facts that occurred and existed prior to the issuance of this Legal Opinion.