国浩律师（上海）事务所 法律意见书 本所依据本法律意见书出具日之前已经发生或存在的事实及中国（为出具本 法律意见书之目的，本法律意见书中的"中国"仅指中国大陆地区，不包括香港特 别行政区和澳门特别行政区及台湾地区）现行法律、法规及规范性文件发表法律 意见。 本所同意将本法律意见书作为公司本次会议公告的法定文件，随公司其他公 告一并提交上海证券交易所审查并予公告。 在本法律意见书中，本所律师仅对本次会议的召集和召开程序、出席会议人 员的资格、召集人的资格、会议表决程序及表决结果是否符合《公司法》、 《证券 法》、 简称"《公司法》"）、《中华人民共和国证券法》（以下简称"《证券法》"）、《上 市公司股东会规则》（以下简称"《股东会规则》"）以及《上海电气风电集团股 份有限公司章程》（以下简称"《公司章程》"）的规定出具本法律意见书。 关于上海电气风电集团股份有限公司 股东会 2025 年第一次临时会议的法律意见书 致：上海电气风电集团股份有限公司 国浩律师（上海）事务所 国浩律师（上海）事务所（以下简称"本所"），接受上海电气风电集团股份 有限公司（以下简称"公司"）的委托，指派本所律师出席公司股东会 2025 ...

Core Viewpoint - The report evaluates the financial services provided by Shanghai Electric Group Finance Co., Ltd. to its parent company, Shanghai Electric Group Co., Ltd., and its subsidiaries, highlighting the company's financial health and risk management practices [1][10]. Group 1: Basic Information of Electric Finance - Shanghai Electric Group Finance Co., Ltd. was established in December 1995 and is regulated by the National Financial Supervision Administration [2]. - The registered capital of Electric Finance is RMB 3 billion, with Shanghai Electric Group Co., Ltd. holding a 74.625% stake [2]. - The company offers various financial services, including deposit acceptance, loan processing, and financial consulting [3]. Group 2: Internal Control System - Electric Finance has established a governance structure comprising a shareholder meeting, board of directors, supervisory board, and senior management to ensure clear responsibilities and effective decision-making [4]. - The company has implemented comprehensive internal control measures to mitigate operational risks, including specific management procedures for settlement and fund management [5][6]. Group 3: Financial Performance and Risk Management - As of June 30, 2025, Electric Finance reported total assets of RMB 75.595 billion, total liabilities of RMB 66.786 billion, and net assets of RMB 8.809 billion [8]. - The company achieved a capital adequacy ratio of 17.47%, significantly above the regulatory requirement of 10.5% [8]. - The average deposit balance from the parent company and its subsidiaries in Electric Finance was RMB 2.446 billion, accounting for 74.70% of their total deposits [8]. Group 4: Financial Services Impact - The interest rates for deposits and loans provided by Electric Finance are competitive compared to other financial institutions, positively impacting the parent company's operations [8]. - The company has not encountered any legal or regulatory violations in its business activities, indicating strong compliance with financial regulations [8][10]. Group 5: Ongoing Risk Assessment - The company will conduct semi-annual reviews of Electric Finance's audited financial reports to assess its operational qualifications and risk status [10]. - The report concludes that Electric Finance has effective risk management practices in place, ensuring the safety of financial services provided to the parent company and its subsidiaries [10].

Group 1 - The Guozheng Free Cash Flow Index decreased by 0.74% as of August 26, 2025, with mixed performance among constituent stocks, including a limit-up for Yaxiang Integration and declines for SAIC Motor, Anfu Technology, and Shanghai Electric [3] - The Free Cash Flow ETF (159201) fell by 0.70%, with a latest price of 1.13 yuan, but it has seen a cumulative increase of 4.21% over the past week, ranking first among comparable funds [3] - The Free Cash Flow ETF has experienced significant net inflows, totaling 436 million yuan over the past six days, indicating strong demand [3] Group 2 - As of August 25, the Free Cash Flow ETF's net value increased by 13.57% over the past six months, with a maximum monthly return of 3.62% since inception [4] - The ETF has a management fee of 0.15% and a custody fee of 0.05%, which are the lowest among comparable funds [4] - The Free Cash Flow ETF closely tracks the Guozheng Free Cash Flow Index, which reflects the price changes of listed companies with high and stable free cash flow levels [4] Group 3 - The top ten weighted stocks in the Guozheng Free Cash Flow Index account for 57.66% of the index, including SAIC Motor, China National Offshore Oil, Midea Group, and Gree Electric [4] - The performance of the top ten stocks shows a mix of gains and losses, with SAIC Motor declining by 5.26% and Midea Group increasing by 0.34% [6]

Group 1 - Shanghai Electric launched its first self-developed humanoid robot "Suyuan," which stands 167 cm tall, weighs 50 kg, has 38 degrees of freedom in joints, and can walk at a speed of 5 km/h, capable of precise box handling. The four highlights include self-developed core technology, high human-like design, full-body intelligent control, and high computing power. Currently, over 30 scenarios are open for "Suyuan" training, including material sorting and assembly [1][3] - NVIDIA announced a significant update regarding its robotics technology, teasing a new "brain" technology set to be revealed on August 25, 2025. The announcement was accompanied by a video showcasing a humanoid robot reading a card signed by CEO Jensen Huang. NVIDIA has been deepening its robotics technology focus, with predictions that humanoid robots will become as ubiquitous as cars, representing a major growth market for the company [4][7] - XuanChuang Robotics completed a Pre-A round financing of several million yuan, with funding aimed at research and market expansion. Founded in December 2022, the company specializes in special embodied intelligent robots, covering various industrial scenarios. The company has seen a doubling of performance and is already profitable, attracting investor interest in its technology and market potential [8][10] Group 2 - Anhui Medical University First Affiliated Hospital successfully completed its fourth 5G remote robotic surgery, with the procedure conducted over 160 km away. This advancement relies on "5G + dedicated fiber," providing clear visuals with near-zero latency. The hospital plans to expand this technology to more regions, breaking down geographical barriers in medical resources [11][13] - In Shenzhen's Bantian Street, two robots named "Chengcheng" and "Guanguan" have been deployed for flexible guidance of street vendors. These robots effectively communicate with vendors, helping to alleviate tensions and successfully encourage compliance. This initiative is part of a broader exploration of using intelligent robots for urban management, enhancing local governance through technology [14][16]

Market Performance - The other power equipment sector increased by 3.32% on August 25, with Tonghe Technology leading the gains [1] - The Shanghai Composite Index closed at 3883.56, up 1.51%, while the Shenzhen Component Index closed at 12441.07, up 2.26% [1] Top Gainers - Tonghe Technology (300491) closed at 29.41, up 14.39% with a trading volume of 361,500 shares and a transaction value of 1.023 billion [1] - Youyou Green Energy (301590) closed at 187.85, up 12.02% with a trading volume of 25,900 shares and a transaction value of 475 million [1] - Maigemit (002851) closed at 75.21, up 9.08% with a trading volume of 558,700 shares and a transaction value of 4.079 billion [1] Other Notable Performers - Shanghai Electric (601727) closed at 9.23, up 6.83% with a trading volume of 7.7265 million shares and a transaction value of 6.922 billion [1] - Zhongheng Electric (002364) closed at 23.45, up 5.11% with a trading volume of 741,700 shares and a transaction value of 1.733 billion [1] Market Capital Flow - The other power equipment sector saw a net inflow of 452 million from main funds, while retail funds experienced a net outflow of 41.91 million [2] - The main funds' net inflow and retail funds' net outflow indicate a mixed sentiment among investors [2] Individual Stock Fund Flow - Shanghai Electric (601727) had a main fund net inflow of 402 million, but retail funds saw a net outflow of 25.1 million [3] - Maigemit (002851) experienced a main fund net inflow of 83.34 million, while retail funds had a net outflow of 1.07 billion [3] - Tonghe Technology (300491) had a main fund net inflow of 56 million, with retail funds seeing a net inflow of 10.29 million [3]

Group 1 - The "Belt and Road" concept stocks increased by 1.13% on August 25, with a net inflow of 184 million yuan from main funds [1] - A total of 96 stocks in this concept rose, while 3 stocks declined [1] - The top net inflow stocks included Baosteel (1.9 billion yuan), Goldwind Technology (421 million yuan), and Shanghai Electric (402 million yuan) [1][1][1] Group 2 - Baosteel's latest price was 2.99 yuan, with a rise of 9.93% and a net inflow of 1.9 billion yuan, accounting for 30.67% of the main fund [1] - Goldwind Technology's latest price was 11.62 yuan, with a rise of 10.04% and a net inflow of 421 million yuan, representing 18.8% of the main fund [1] - Shanghai Electric's latest price was 9.23 yuan, with a rise of 6.83% and a net inflow of 402 million yuan, making up 5.8% of the main fund [1]

Group 1 - Shanghai Electric (601727) closed at 9.23 yuan on August 25, 2025, with an increase of 6.83% and a turnover rate of 6.12% [1] - The trading volume was 7.7265 million hands, with a transaction amount of 6.922 billion yuan [1] - The net inflow of main funds was 402 million yuan, accounting for 5.8% of the transaction amount, with large orders showing a net inflow of 443 million yuan [1] Group 2 - For Q1 2025, Shanghai Electric reported total operating revenue of 22.245 billion yuan, a year-on-year increase of 8.06%, and a net profit attributable to shareholders of 292 million yuan, up 145.69% [1] - The company's non-recurring net profit was 205 million yuan, reflecting a significant year-on-year growth of 271.85% [1] - Financial ratios include a current ratio of 1.069, a quick ratio of 0.858, and a debt-to-asset ratio of 74.01% [1] Group 3 - Shanghai Electric Group Co., Ltd. was established in 2004 and is primarily engaged in the manufacturing of general equipment [2] - The company has made investments in 104 enterprises and participated in 4,493 bidding projects [2] - It holds 159 trademark registrations and 1,710 patent registrations, along with 124 administrative licenses [2]

新华财经上海8月24日电（记者杜康）寻找人形机器人的大规模量化商用场景，是当前行业焦点所在。前不久，拥有深厚"工业基因"的装备制造龙头企业上 海电气推出了其首款自研人形机器人"溯元"。同时，上海电气内部已经首批开放了30余个场景，供人形机器人训练和学习。 记者专访上海电气自动化集团了解到，丰富的智能制造场景，正是上海电气布局人形机器人产业的最大优势所在。上海电气将通过"工具链"研发、原子技能 库的打造，为人形机器人落地工业场景打造更多的共性技术和标准。 行业量产初期，核心关键技术全部自研 目前，"溯元"已成功在箱体搬运场景中得到验证。通过视觉识别算法与多关节精密协同控制，"溯元"能够自主识别、精确定位并可靠搬运不同规格的箱体， 大幅提升了仓储作业的自动化水平与效率。 周军介绍，对于人形机器人场景落地"工具链"的研发，是上海电气的重要目标之一。"我们建设了虚实结合的具身技能训练平台，训练机器人执行多种任 务，并通过数据采集、训练、测试、场景应用验证，为人形机器人产品落地提供支撑。以大规模落地场景为牵引，我们打造了具有行业特色的原子技能库， 原子技能库对内赋能的同时，可以对外开放授权，拓展多元合作生态。" 记者获 ...

- The report does not contain any quantitative models or factors for analysis[3][4][5]

Market Performance - The other power equipment sector increased by 1.27% on August 22, with Tonghe Technology leading the gains [1] - The Shanghai Composite Index closed at 3825.76, up 1.45%, while the Shenzhen Component Index closed at 12166.06, up 2.07% [1] Individual Stock Performance - Tonghe Technology (300491) closed at 25.71, rising by 12.32% with a trading volume of 380,100 shares and a transaction value of 9.45 billion [1] - Other notable performers include: - Oulu Tong (300870) at 268.75, up 6.23%, with a transaction value of 20.94 billion [1] - Kehua Data (002335) at 52.00, up 3.38%, with a transaction value of 22.75 billion [1] - New Power (300593) at 19.84, up 3.23%, with a transaction value of 5.07 billion [1] Capital Flow Analysis - The other power equipment sector saw a net inflow of 233 million from institutional investors, while retail investors contributed a net inflow of 47.09 million [2] - Notable capital flows include: - Oulu Tong (300870) had a net inflow of 237 million from institutional investors but a net outflow of 57.86 million from retail investors [3] - Kehua Data (002335) experienced a net inflow of 137 million from institutional investors and a net outflow of 59.54 million from retail investors [3]