致：北京电子城高科技集团股份有限公司 中国北京市朝阳区建国路 77 号华贸中心 3 号写字楼 34 层 邮政编码 100025 电话：（86-10）5809-1000 传真：（86-10）5809-1100 北京市竞天公诚律师事务所 关于北京电子城高科技集团股份有限公司 2025年第四次临时股东大会的法律意见书 北京市竞天公诚律师事务所（以下简称"本所"）接受北京电子城高科技集 团股份有限公司（以下简称"公司"）的委托，指派本所律师列席公司于 2025 年 9 月 16 日 9 点 30 分在公司会议室召开的 2025 年第四次临时股东大会（以下 称"本次股东大会"），并依据《中华人民共和国公司法》《中华人民共和国证 券法》《上市公司股东会规则》等中国法律、法规和相关规范性文件（以下称"中 国法律法规"）及《北京电子城高科技集团股份有限公司章程》（以下称"公司 章程"）的规定，就本次股东大会的召集和召开程序、出席会议人员资格、召集 人资格、会议表决程序和表决结果等事宜（以下称"程序事宜"）出具本法律意 见书。 为出具本法律意见书，本所律师审查了公司提供的有关本次股东大会的文 件，包括但不限于第十二届董事会第四 ...

Core Viewpoint - The stock price of Electronic City has shown significant fluctuations in 2023, with a year-to-date increase of 42.24% but a recent decline over the past 20 days of 10.23% [2] Group 1: Stock Performance - As of September 11, Electronic City shares rose by 2.13% to 6.23 CNY per share, with a trading volume of 1.36 billion CNY and a turnover rate of 1.99%, resulting in a total market capitalization of 6.969 billion CNY [1] - The stock has appeared on the daily trading leaderboard six times this year, with the most recent occurrence on August 26 [2] - The stock has experienced a 37.22% increase over the past 60 days [2] Group 2: Financial Performance - For the first half of 2025, Electronic City reported a revenue of 573 million CNY, representing a year-on-year decrease of 55.67%, and a net profit attributable to shareholders of -150 million CNY, a decline of 209.10% [2] - Cumulative cash dividends since the company's A-share listing amount to 1.618 billion CNY, with 5.928 million CNY distributed over the last three years [3] Group 3: Business Overview - Electronic City, established on December 24, 1986, and listed on May 24, 1993, is primarily engaged in park real estate development and sales, new technology services, advertising media, and product sales [2] - The revenue composition of the company includes 73.23% from new technology services, 23.70% from real estate sales, 3.06% from advertising media, and 0.01% from other sources [2] - The company is classified under the real estate development industry and is associated with concepts such as internet finance, small-cap stocks, data elements, park development, and digital economy [2] Group 4: Shareholder Information - As of August 29, the number of shareholders for Electronic City reached 48,700, an increase of 2.95% from the previous period, with an average of 22,975 circulating shares per shareholder, a decrease of 2.87% [2] - As of June 30, 2025, the Southern CSI Real Estate ETF was the eighth-largest circulating shareholder, holding 8.5531 million shares, an increase of 145,400 shares from the previous period [3]

Core Points - The company announced the completion of the cancellation of 188,667 stock options, confirmed by the Shanghai branch of China Securities Depository and Clearing Corporation [2] - The cancellation of stock options does not affect the company's total share capital [2] - The completion of this stock option cancellation signifies the full implementation of the company's 2019 stock option incentive plan [2]

证券代码：600658 证券简称：电子城 公告编号：临 2025-055 北京电子城高科技集团股份有限公司 关于部分股票期权注销完毕的公告 公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 北京电子城高科技集团股份有限公司（以下简称"公司"）于 2025 年 8 月 28 日召开第十二届董事会第四十八次会议、第十二届监事会 第十九次会议，审议通过了《关于注销公司 2019 年股票期权激励计 划预留授予部分第三个行权期已到期未行权股票期权的议案》，同意 公司对 2019 年股票期权激励计划预留授予部分第三个行权期已到期 未行权的 13 名激励对象所持共计 188,667 份股票期权予以注销。 具体内容详见公司 2025 年 8 月 30 日在《中国证券报》《上海证 券报》《证券时报》《证券日报》及上海证券交易所网站（http： //www.sse.com.cn）披露的《第十二届董事会第四十八次会议决议公 告》（临 2025-049）、《第十二届监事会第十九次会议决议公告》（临 2025-054）、《拟注销部分股票期权的公告》（临 2 ...

Group 1 - The company proposes to continue the appointment of Tianzhi International Accounting Firm as the auditor for the 2025 financial statements and internal control audit, following a satisfactory service period in 2024 [1] - The proposal has been approved by the company's 12th Board of Directors at the 48th meeting and will be submitted for shareholder meeting approval [1] Group 2 - The company plans to abolish the supervisory board and amend its Articles of Association to comply with the latest laws and regulations, allowing the Audit Committee to assume the supervisory functions [2] - This proposal has also been approved by the company's Board of Directors and will be submitted as a special resolution for shareholder meeting approval [2] Group 3 - The company is revising the rules for shareholder meetings and board meetings to align with current legal requirements and improve operational efficiency [4] - Specific amendments include clarifications on the procedures for convening meetings, voting rights, and the roles of independent directors and the Audit Committee [4][5]

2025 年第四次临时股东大会文件 北京电子城高科技集团股份有限公司 2025 年第四次临时股东大会 会议资料 2025 年 9 月 各位股东： 天职国际会计师事务所（特殊普通合伙）（以下简称"天职国际"） 按照中国注册会计师独立审计准则的规定执行了审计工作，在担任北 京电子城高科技集团股份有限公司（以下简称"公司"）2024 年度财 务报表审计机构及 2024 年度内部控制审计机构期间，坚持公允、客 观的态度进行独立审计。公司对天职国际向公司所提供的服务表示满 意。董事会审计委员会提议继续聘任天职国际为公司 2025 年度财务 报表审计及内部控制审计机构。 2025 年度财务报表审计报酬总额为人民币壹佰肆拾伍万元整； 2025 年度内部控制审计报酬总额为人民币叁拾伍万元整。 本议案已经公司第十二届董事会第四十八次会议审议通过，尚需 提交公司股东大会审议。 2025 年第四次临时股东大会文件 议案 1 北京电子城高科技集团股份有限公司 续聘会计师事务所及支付会计师事务所报酬的议案 2025 年第四次临时股东大会文件 议案 2 北京电子城高科技集团股份有限公司 请予以审议。 北京电子城高科技集团股份有限公司 关 ...

Group 1 - The core viewpoint of the news is that Beijing Electronic City High-Tech Group Co., Ltd. has experienced fluctuations in stock price and significant changes in financial performance, indicating potential investment opportunities and risks [1][2]. - As of September 5, the stock price of Electronic City increased by 2.29% to 6.26 CNY per share, with a total market capitalization of 7.002 billion CNY [1]. - The company has seen a year-to-date stock price increase of 42.92%, but a slight decline of 0.79% over the last five trading days [1]. Group 2 - For the first half of 2025, Electronic City reported a revenue of 573 million CNY, a year-on-year decrease of 55.67%, and a net profit attributable to shareholders of -150 million CNY, a decrease of 209.10% [2]. - The company has distributed a total of 1.618 billion CNY in dividends since its A-share listing, with 59.285 million CNY distributed over the last three years [3]. - As of June 30, 2025, the top ten circulating shareholders include the Southern CSI Real Estate ETF, which increased its holdings by 145,400 shares to 8.5531 million shares [3].

Core Viewpoint - The stock price of Electronic City has shown significant volatility, with a year-to-date increase of 42.92% but a recent decline of 5.30% over the last five trading days, indicating potential market fluctuations and investor sentiment changes [2]. Financial Performance - For the first half of 2025, Electronic City reported a revenue of 573 million yuan, representing a year-on-year decrease of 55.67%. The net profit attributable to shareholders was -150 million yuan, a decline of 209.10% compared to the previous year [2]. - Cumulatively, since its A-share listing, Electronic City has distributed a total of 1.618 billion yuan in dividends, with 59.285 million yuan distributed over the last three years [3]. Stock Market Activity - As of September 3, the stock price of Electronic City was 6.26 yuan per share, with a trading volume of 1.52 billion yuan and a turnover rate of 2.22%, leading to a total market capitalization of 7 billion yuan [1]. - The stock has appeared on the "龙虎榜" (a list of stocks with significant trading activity) six times this year, with the most recent appearance on August 26 [2]. Shareholder Information - As of August 29, the number of shareholders for Electronic City was 48,700, an increase of 2.95% from the previous period. The average number of circulating shares per shareholder was 22,975, a decrease of 2.87% [2]. - Among the top ten circulating shareholders, the Southern CSI Real Estate ETF ranked as the eighth largest, holding 8.5531 million shares, an increase of 145,400 shares from the previous period [3]. Business Overview - Electronic City, established on December 24, 1986, and listed on May 24, 1993, is primarily engaged in park real estate development and sales, new technology services, advertising media, and product sales. The revenue composition is 54.59% from real estate sales, 43.40% from new technology services, 1.97% from advertising media, and 0.05% from other sources [2].

Group 1 - The stock price of Beijing Electronic City High-Tech Group Co., Ltd. increased by 5.07% to 6.43 CNY per share, with a trading volume of 223 million CNY and a turnover rate of 3.23%, resulting in a total market capitalization of 7.193 billion CNY [1] - The company's main business segments include real estate development and sales (54.59% of revenue), new technology services (43.40%), advertising media (1.97%), and other services (0.05%) [1] Group 2 - Southern Fund's Southern CSI Real Estate ETF Fund (004642) increased its holdings by 145,400 shares in the second quarter, bringing its total to 8.5531 million shares, which represents 0.76% of the circulating shares [2] - The fund has generated a floating profit of approximately 2.6515 million CNY as of the report date [2] - The fund was established on August 24, 2017, with a current size of 173 million CNY, and has a year-to-date return of 3.1%, ranking 4026 out of 4222 in its category [2]

Core Viewpoint - The company, Beijing Electronic City High-Tech Group Co., Ltd., has made significant decisions regarding its governance structure, including the cancellation of the supervisory board and the revision of its articles of association, which will be submitted for approval at the upcoming shareholder meeting [50][51][52]. Group 1: Company Overview - The company is referred to as Beijing Electronic City High-Tech Group Co., Ltd. with the stock code 600658 [1]. - The company has confirmed that the content of its reports is accurate and complete, with all board members present during the meetings [1][3]. Group 2: Financial Data and Shareholder Information - The company has not proposed any profit distribution or capital increase plans for the reporting period [2]. - The report includes details on the top ten shareholders and the status of any outstanding bonds [2]. Group 3: Important Resolutions - The board approved the 2025 semi-annual report and its summary with unanimous support [3][4]. - The board also approved the special report on the use of raised funds, the cancellation of unexercised stock options from the 2019 stock option incentive plan, and the reappointment of the accounting firm Tianzhi International [5][7][39][47]. - The company plans to hold the fourth extraordinary general meeting of shareholders on September 16, 2025, to discuss these resolutions [16]. Group 4: Governance Changes - The company will no longer have a supervisory board, with its functions being transferred to the audit committee of the board [50][51]. - The articles of association will be revised accordingly to reflect this change [50][53]. Group 5: Stock Option Plan - The company will cancel a total of 188,667 stock options that were not exercised during the third exercise period of the 2019 stock option incentive plan [30][32]. - The cancellation of these stock options is in compliance with the relevant regulations and will not significantly impact the company's financial status or operational results [32][34].