北京盈科（厦门）律师事务所 关于 三达膜环境技术股份有限公司 2025 年第三次临时股东大会的 法律意见书 www.yingkelawyer.com 福建省厦门市思明区鹭江道 2 号厦门第一广场 25 楼（361001） 电话：0592-2936688 传真：0592-2525625 北京盈科（厦门）律师事务所 关于三达膜环境技术股份有限公司 2025 年第三次临时股东大会的 法律意见书 致：三达膜环境技术股份有限公司 北京盈科（厦门）律师事务所（以下简称"本所"）接受三达膜环境技术股份有 限公司（以下简称"公司"）的委托，依据《中华人民共和国公司法》（以下简称"《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》"）等法律、法规和其他规范性文件以 及《三达膜环境技术股份有限公司章程》（以下简称"《公司章程》"）的有关规 定，指派律师出席了公司的2025年第三次临时股东大会（以下简称"本次股东大会"）， 并就本次股东大会相关事项出具本法律意见书。 为出具本法律意见书，本所律师审查了公司本次股东大会的有关文件和材料。 本所及本所律师假定公司所提 ...

Group 1 - China Mobile's controlling shareholder, China Mobile Group, plans to transfer 41.98 million shares (0.19% of total shares) to China National Petroleum Corporation [1] - Strong瑞 Technology intends to invest 70 million yuan to acquire 35% equity in aluminum cooling technology company, which supplies components for NVIDIA AI servers [2] - Pingtan Development's stock price has increased over 100% in the last eight trading days, indicating significant abnormal trading behavior [3] Group 2 - Hezhong China warns of irrational speculation risk as its stock price has surged 61.23% over five consecutive trading days, significantly deviating from its fundamentals [4] - TCL Technology's participation in the restructuring plan of Suning Group has not been approved by creditors, leading to uncertainties in the restructuring process [5] - Huitian New Materials has signed a strategic cooperation agreement with Taiblue New Energy to collaborate in solid-state batteries and key materials [6] Group 3 - Han Jian He Shan has signed a procurement contract worth 207 million yuan with China Nuclear Industry Huaxing Construction, accounting for 26.29% of its audited revenue for 2024 [7] - Actual controller of Baihehua, Chen Lirong, mistakenly reduced his holdings by 160,000 shares but has since repurchased the same amount [8][9] - Yaxing Chemical is planning to acquire control of Tianyi Chemical through a combination of share issuance and cash payment, leading to a stock suspension [10] Group 4 - Shenghui Integration's shareholder, Suzhou Shengzhan, has terminated its plan to reduce holdings of up to 620,000 shares, having already reduced 565,500 shares [11] - North Bay Port reported a 22.73% year-on-year increase in cargo throughput in October [12] - Jiangling Motors experienced an 8.06% year-on-year increase in automobile sales in October [12]

Group 1 - The company, Sand Membrane Environmental Technology Co., Ltd., announced that its CFO, Ms. Tang Jiajing, holds approximately 540,000 shares, accounting for 0.1612% of the total share capital [1] - Ms. Tang plans to reduce her holdings by up to approximately 130,000 shares within three months after the announcement of the reduction plan, starting 15 trading days from the announcement date [1] - The reduction price will be determined based on the market price at the time of the sale, and any changes in the company's total share capital due to stock splits or new issuances will adjust the number of shares to be reduced accordingly [1]

高级管理人员减持计划的主要内容 因自身资金需求，公司财务总监唐佳菁女士拟自本减持股份计划公告披露之 日起 15 个交易日后的 3 个月内通过集中竞价方式进行减持其持有的公司股份， 不超过 133,762 股。上述股份减持价格按减持实施时的市场价格确定。在减持计 划实施期间，公司若发生送股、资本公积金转增股本、增发新股或配股等变动事 项，减持股份数量将根据公司届时最新的总股本数量及减持计划比例进行相应调 整。 | 股东名称 | 唐佳菁 | | | | --- | --- | --- | --- | | | 控股股东、实控人及一致行动人 | □是 | √否 | | 股东身份 | 直接持股 5%以上股东 | □是 | √否 | | | 董事、监事和高级管理人员 | √是 | □否 | 一、减持主体的基本情况 证券代码：688101 证券简称：三达膜 公告编号：2025-055 三达膜环境技术股份有限公司 关于高级管理人员集中竞价减持股份计划公告 本公司董事会、全体董事及相关股东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、准确性和完整性依法承担法律 责任。 重要内容提示： 高级管理 ...

Core Viewpoint - The company SanDa Membrane announced a share reduction plan by its CFO, which is driven by personal financial needs [1] Group 1 - The CFO, Ms. Tang Jiajing, plans to reduce her holdings by up to 133,762 shares, which represents no more than 0.0403% of the company's total shares [1] - The share reduction will take place through centralized bidding within three months after the announcement, starting from 15 trading days post-announcement [1] - The price for the share reduction will be determined based on the market price at the time of the reduction [1] Group 2 - If there are any changes in the company's share structure, such as stock splits, capital increases, or new share issuances during the reduction period, the number of shares to be reduced will be adjusted accordingly based on the latest total share capital [1]

Core Viewpoint - San Da Membrane (688101.SH) announced that due to its own funding needs, the company's financial director, Ms. Tang Jiajing, plans to reduce her shareholding through centralized bidding, not exceeding 133,800 shares within three months after the announcement of this reduction plan [1] Group 1 - The reduction plan will commence 15 trading days after the announcement [1] - The maximum number of shares to be reduced is 133,800 [1]

Core Viewpoint - The company, SanDa Membrane (688101), announced that its CFO, Tang Jiajing, plans to reduce her shareholding by selling up to 133,800 shares through centralized bidding due to personal financial needs [1] Group 1 - The CFO holds a 0.1612% stake in the company [1] - The planned share reduction is a response to personal financial requirements [1]

Core Viewpoint - SanDa Membrane (688101.SH) announced a share reduction plan by its CFO, Tang Jiajing, due to the company's financial needs, intending to reduce up to 133,800 shares within three months after the announcement [1] Group 1 - The CFO plans to execute the share reduction through centralized bidding [1] - The reduction will take place starting 15 trading days after the announcement [1] - The maximum number of shares to be reduced is 133,800 [1]

Core Viewpoint - The company, SanDa Membrane, announced that its Chief Financial Officer, Ms. Tang Jiajing, plans to reduce her shareholding due to personal financial needs, which may impact investor sentiment [1] Summary by Relevant Sections Shareholding Reduction - Ms. Tang Jiajing intends to reduce her holdings by no more than 133,762 shares, which represents approximately 0.0403% of the company's total share capital [1] - The reduction will occur through centralized bidding over a period from November 25, 2025, to February 24, 2026 [1] Source of Shares - The shares to be reduced were acquired prior to the company's initial public offering (IPO) [1] Pricing and Market Impact - The selling price will be determined based on market conditions at the time of the sale [1] - The company asserts that this reduction will not significantly affect its governance structure or ongoing operations [1]

Core Viewpoint - The company, San Da Membrane Environmental Technology Co., Ltd., is currently involved in a significant lawsuit, with a final judgment requiring the company to pay approximately RMB 49.19 million, which will impact its current profits [2][7]. Group 1: Lawsuit Background - The lawsuit originated from a contract dispute initiated by Xi'an Blue Sky Technology New Materials Co., Ltd., which demanded RMB 58.61 million from the company [3]. - The company filed a counterclaim against Blue Sky Technology for breach of contract, which was accepted by the court [3]. - The case progressed through various stages, including evidence exchange and court hearings, leading to a final judgment [4][5]. Group 2: Judgment Details - The second-instance judgment confirmed that the company must pay RMB 47.37 million to Blue Sky Technology within ten days of the judgment's effectiveness [5][6]. - Additionally, the company is required to pay overdue payment penalties based on various principal amounts, calculated at a daily rate of 0.03% from specified dates [6]. - The total litigation costs for the second-instance case amounted to RMB 986,301.14, with the company bearing the majority of the costs [7]. Group 3: Impact on the Company - The final judgment is effective immediately upon delivery and will have a direct negative impact on the company's current profits [2][7]. - The company is committed to timely information disclosure regarding the progress and execution of this lawsuit [2][7].