北京市中伦（广州）律师事务所 关于广东驱动力生物科技集团股份有限公司 2025 年第二次临时股东会的 法律意见书 二〇二五年八月 北京市中伦（广州）律师事务所 关于广东驱动力生物科技集团股份有限公司 2025 年第二次临时股东会的 法律意见书 致：广东驱动力生物科技集团股份有限公司 北京市中伦（广州）律师事务所（以下简称"本所"）接受广东驱动力生物 科技集团股份有限公司（以下简称"公司"）委托，指派孙巧芬律师和曾思律师 （以下简称"本所律师"）对公司 2025 年第二次临时股东会（以下简称"本次股 东会"）的合法性进行见证并出具法律意见。 一、本次股东会的召集程序 本所及本所律师依据《中华人民共和国证券法》（以下简称"《证券法》"）、 《律师事务所从事证券法律业务管理办法》和《律师事务所证券法律业务执业规 则（试行）》等规定及本法律意见书出具日以前已经发生或者存在的事实，严格 履行了法定职责，遵循了勤勉尽责和诚实信用原则，进行了充分的核查验证，保 证本法律意见所认定的事实真实、准确、完整，所发表的结论性意见合法、准确， 不存在虚假记载、误导性陈述或者重大遗漏，并承担相应法律责任。 本法律意见书根据《中华人民共 ...

Group 1: Financial Performance - The company reported a revenue of 14.827 billion RMB for the six months ending June 30, 2025, with property sales revenue accounting for 8.905 billion RMB, representing 60.1% of total revenue [1] - The total contracted sales amounted to 13.523 billion RMB, with a contracted sales area of 1.109 million square meters during the same period [1] - The company maintained a prudent operational strategy in response to market conditions, focusing on detailed management of existing projects and optimizing development pace [1] Group 2: Market Strategy and Product Development - The company is leveraging new production capabilities to redefine real estate development, emphasizing product quality and customer needs [2] - New projects are being developed with differentiated selling points through unit type iterations, landscape upgrades, and smart community systems [2] - As of June 30, 2025, the company has approximately 13.21 million square meters under construction and completed around 1.5 million square meters during the period [2] Group 3: Commercial Operations - The company's commercial operations remained stable, with a 5% year-on-year increase in foot traffic for managed projects, although total sales saw a slight decline of 1% compared to the previous year [3] - The overall occupancy rate for managed commercial projects approached 90%, while the occupancy rate for office buildings was 70% [3] - The company employed flexible leasing strategies and strengthened tenant relationships to maintain stable occupancy rates [3]

Group 1: Financial Performance - The company reported a revenue of 14.827 billion RMB for the six months ending June 30, 2025, with property sales revenue accounting for 8.905 billion RMB, representing 60.1% of total revenue [1] - The total contracted sales amount reached 13.523 billion RMB, with a contracted sales area of 1.109 million square meters during the same period [1] - The company maintained a prudent operational strategy in response to market downturns, focusing on detailed management of existing projects and optimizing development pace [1] Group 2: Market Strategy and Product Development - The company is leveraging new productive forces in real estate development, emphasizing product quality and customer needs to create competitive offerings [2] - New projects are being developed with iterative unit designs, landscape upgrades, and smart community systems to enhance market appeal [2] - As of June 30, 2025, the company has approximately 13.21 million square meters under construction and completed around 1.5 million square meters during the period [2] Group 3: Commercial Operations - The company's commercial operations remained stable, with a 5% year-on-year increase in foot traffic for managed projects, although total sales saw a slight decline of 1% compared to the previous year [3] - The overall occupancy rate for managed commercial projects approached 90%, while the occupancy rate for office buildings was around 70% [3] - The company employed flexible leasing strategies and strengthened tenant relationships to maintain stable occupancy rates [3]

Core Viewpoint - The Shanghai Composite Index closed at 3800.35 points, above the six-month moving average, with a decline of 1.76% on the day, and the total trading volume of A-shares reached 31,977.88 million yuan [1] Group 1: Market Performance - The A-share market saw 10 stocks break above the six-month moving average today, with notable stocks including Digital People, *ST Baoshi, and Pano Technology, which had divergence rates of 9.85%, 2.43%, and 1.42% respectively [1] - Stocks with smaller divergence rates that just crossed the six-month moving average include ST Nachuan, Spring Airlines, and Zhongbai Group [1] Group 2: Individual Stock Analysis - Digital People (835670) experienced a price increase of 12.84% with a turnover rate of 30.12%, closing at 17.23 yuan, showing a divergence rate of 9.85% from the six-month moving average of 15.69 yuan [1] - *ST Baoshi (000595) rose by 2.33% with a turnover rate of 3.18%, closing at 5.27 yuan, with a divergence rate of 2.43% from its six-month moving average of 5.14 yuan [1] - Pano Technology (831175) increased by 2.45% with a turnover rate of 14.76%, closing at 17.59 yuan, showing a divergence rate of 1.42% from the six-month moving average of 17.34 yuan [1]

Core Points - The first Africa Water Investment Summit was held in Cape Town, South Africa, aiming to promote investment in water resources and sanitation facilities across Africa [1][2] - The summit showcased 80 key water investment projects from 38 countries and emphasized the need for increased investment and improved governance in the water sector [2][4] - The African Water Investment Program aims to mobilize $30 billion by 2030 for cross-border water resource management and improving access to clean drinking water and sanitation [2][7] Investment Initiatives - The African Water Investment Program has raised approximately $7.5 billion since its inception, benefiting 2.5 million people through various water supply and sanitation projects in countries like Zambia, Tanzania, and Zimbabwe [2][4] - Zambia's Water Investment Plan aims to raise about $5.7 billion by 2030 to support urban and rural water supply and irrigation infrastructure [3] - Namibia is aligning its national development plans with the African Water Investment Program to address challenges like extreme drought [3] Challenges and Needs - Over 300 million Africans lack access to clean drinking water, and over 700 million lack adequate sanitation facilities, with significant economic losses due to water-related issues [4][7] - Africa requires an additional $30 billion annually to meet sustainable development goals in water management, highlighting a significant funding gap [7] Role of Chinese Enterprises - Chinese companies are actively participating in Africa's water governance, implementing projects that improve water supply and sanitation [8][9] - Projects like the Lesotho Highlands Water Project and the Senegal rural well-drilling initiative are examples of Chinese investment addressing water scarcity in the region [8][9] - These initiatives not only provide clean water but also contribute to local economies by creating jobs and enhancing infrastructure [9]

Core Points - The first Africa Water Investment Summit was held in Cape Town, South Africa, aiming to promote investment in water resources and sanitation facilities across Africa [1] - The summit gathered around 2,000 representatives from various governments, international organizations, and the private sector to discuss investment projects and financing methods [1][2] - South African President Ramaphosa emphasized the importance of water accessibility and called for collaboration to transform water resources into drivers of economic transformation and innovation [1][2] Investment Plans - The summit committed to expanding investment scale, improving governance, and enhancing accountability in the water sector [2] - A global water investment outlook committee was announced to upgrade the Africa Water Investment Program into a global platform, aiming to coordinate fragmented water investments [2] - The Africa Water Investment Program aims to mobilize $30 billion by 2030 for cross-border water resource management and improving access to clean drinking water and sanitation [2] National Initiatives - African Union member states are integrating the Africa Water Investment Program's indicators into national policies and investment frameworks [3] - Zambia launched its "Zambia Water Investment Program" in 2022, targeting $5.7 billion in funding by 2030 for urban and rural water supply and irrigation projects [3] Water Governance Challenges - Over 300 million Africans lack access to clean drinking water, and over 700 million lack adequate sanitation facilities [4] - Sub-Saharan Africa loses 5% of its GDP annually due to water scarcity, pollution, and poor sanitation [4] - South Africa's National Water Resource Strategy emphasizes sustainable water management and equitable distribution in response to climate change [4] Funding Gaps - Africa invests between $10 billion to $19 billion annually in water governance, but an additional $30 billion is needed each year to meet sustainable development goals [5] - The Africa Water Investment Program calls for reforms in water governance systems and mobilization of domestic and global financing to fill the funding gap [5] Role of Chinese Enterprises - Chinese companies are actively participating in Africa's water governance, implementing various projects to improve water access [6] - Notable projects include the Lesotho Highlands Water Project and rural well-drilling initiatives in Senegal, which significantly enhance water supply for local populations [6][7] - The collaboration between China and Africa in water governance is seen as having vast potential to address water scarcity and improve public health [7]

Market Overview - The animal health sector experienced a slight decline of 0.03% on August 26, with Shenlian Biological leading the drop [1] - The Shanghai Composite Index closed at 3868.38, down 0.39%, while the Shenzhen Component Index closed at 12473.17, up 0.26% [1] Stock Performance - Key stocks in the animal health sector showed varied performance: - KQ Bio (688526) rose by 6.80% to close at 19.33, with a trading volume of 167,100 shares and a turnover of 327 million yuan [1] - Huisheng Biological (300871) increased by 1.48% to 24.00, with a trading volume of 160,900 shares and a turnover of 387 million yuan [1] - Shenlian Biological (688098) fell by 8.41% to 13.28, with a trading volume of 313,100 shares and a turnover of 433 million yuan [2] Capital Flow - The animal health sector saw a net outflow of 68.22 million yuan from institutional investors, while retail investors had a net inflow of 76.14 million yuan [2][3] - Notable capital flows for specific stocks include: - Huisheng Biological had a net outflow of 56.08 million yuan from institutional investors [3] - Zhongmu Co. (600195) experienced a net inflow of 3.88 million yuan from institutional investors [3] - KQ Bio had a net outflow of 20.91 million yuan from institutional investors [3]

Group 1 - The current bull market is characterized as a "confidence bull" driven by significant policy easing, abundant liquidity, and a new wave of technological revolution, marking it as a once-in-a-decade opportunity [4][8][13] - Since September 2024, the bull market has seen substantial gains, with the Shanghai Composite Index rising 45% from its low of 2690, and the ChiNext Index increasing by 79%, indicating a strong market recovery [5][7] - The market capitalization has surged from 70 trillion to 100 trillion, creating a wealth effect of 30 trillion, which is significant for the overall economy [7][8] Group 2 - Three main drivers of the current bull market include continuous policy easing, a new technological revolution, and ample liquidity, which together create a robust "confidence bull" [8][13] - The policy shift since September 2024 has led to a historic turning point, with measures such as interest rate cuts, relaxed housing market restrictions, and significant infrastructure investments boosting market sentiment [8][11] - The technological revolution, particularly in sectors like artificial intelligence and semiconductors, is expected to lead the market, reflecting a shift towards new economic drivers [11][14] Group 3 - The bull market is expected to fulfill three historical missions: supporting the development of new productive forces, aiding in major power competition, and repairing household balance sheets [13][15] - The capital market's prosperity is crucial for financing new economy sectors, which are often unable to secure funding through traditional banking systems due to their high-tech and asset-light nature [15][18] - The recovery of household balance sheets is vital, as the stock market's growth can offset the wealth loss from the real estate market, potentially leading to increased consumer spending [15][18] Group 4 - The outlook for the bull market includes the potential for a prolonged "slow bull" phase, which would significantly benefit hard technology development and economic recovery [17][19] - Continuous macroeconomic policy easing is essential for sustaining the bull market, with expectations for further interest rate cuts and fiscal stimulus to support demand [17][19] - The unique characteristics of the A-share market, dominated by retail investors, necessitate careful regulation of leverage to ensure healthy market development [18][19]

Market Trends - The online sales proportion of small home appliances in China increased from 68% in 2020 to 79% in 2024, while offline retail sales of kitchen appliances are expected to decline by 9.1% year-on-year in 2024[2] - The small home appliance market in China is projected to reach a scale of 539.2 billion yuan by 2027[20] - In the first five months of 2025, the sales revenue of small home appliances reached 61.5 billion yuan, with a growth rate of 16.1%[24] Policy Impact - The "old for new" policy in the appliance sector has expanded to include 12 categories, stimulating market recovery and showing significant consumer potential[24] - In 2025, the total sales of the home appliance market reached 402.2 billion yuan, reflecting a year-on-year growth of 12.7%[24] Stock Performance - The median stock price change for consumer service stocks on the Beijing Stock Exchange was +4.34% from August 18 to August 22, 2025, with 95% of companies experiencing an increase[42] - The total market capitalization of consumer service companies rose from 118.94 billion yuan to 126.47 billion yuan during the same period[45] Valuation Metrics - The median price-to-earnings (P/E) ratio for consumer service companies increased from 50.4X to 52.3X[44] - The median P/E ratio for the broader consumer sector rose by 10.32% to 79.7X[51]

Core Insights - The 2025 China Housing Rental Development Forum highlighted the significant impact of the Housing Rental Regulations on the industry, providing strong policy momentum for compliance and high-quality development [1][7] - Experts emphasized the milestone significance of the regulations in clarifying the status of rental enterprises, expanding housing supply paths, and promoting service standardization [1][2] Group 1: Opportunities and Market Changes - The introduction of the regulations presents three key opportunities for the industry: clarifying the independent identity of rental enterprises, broadening housing supply paths, and driving service upgrades [2] - The market is experiencing three notable changes: a diverse tenant demographic, a predominance of decentralized housing facing quality issues, and a shift in landlords' rental motivations towards professional management [2] Group 2: Strategic Positioning and Business Model - The "Big Rental Era" is characterized by marketization, specialization, and diversification, with Beike Huiju proposing four value propositions to align with policy directions and market demands [2][3] - Beike Huiju's rental strategy integrates into a broader framework, leveraging a 20-year network and data infrastructure to meet the housing needs of a diverse population [3][4] Group 3: Service Innovation and Operational Efficiency - The "Beike Peace of Mind Rental" model focuses on service quality rather than traditional profit margins, offering transparent management and comprehensive tenant services [5][6] - This model enhances operational efficiency through a digital management system and collaboration with ecosystem partners, aiming to optimize the rental experience for both landlords and tenants [6][7] Group 4: Regulatory Alignment and Industry Transformation - The regulations establish a legal foundation for the rental industry, clarifying the operational norms and development direction for rental enterprises, which aligns with Beike's service-oriented approach [7] - Beike's innovative practices exemplify the industry's shift from compliance to quality service, demonstrating a successful response to regulatory requirements and market needs [7]