湖南启元律师事务所 关于赛恩斯环保股份有限公司 2025年第三次临时股东大会的 法律意见书 二〇二五年十月 致：赛恩斯环保股份有限公司 湖南启元律师事务所（以下简称"本所"）接受赛恩斯环保股份有限公司（以 下简称"公司"）的委托，指派本所律师出席了公司 2025 年第三次临时股东大会 （以下简称"本次股东大会"）根据《中华人民共和国公司法》（以下简称"《公 司法》"）《上市公司股东会规则》（以下简称"《股东会规则》"）等中国现行 法律、法规、规章和规范性文件以及《赛恩斯环保股份有限公司章程》（以下简 称"《公司章程》"）的相关规定，就公司本次股东大会的召集、召开程序、出席 会议的人员资格、召集人资格、表决程序及表决结果等事宜出具本法律意见书。 为出具本法律意见书，本所律师出席了本次股东大会，并核查和验证了公司 提供的与本次股东大会有关的文件、资料，同时听取了公司就有关事实的陈述和 说明。 本所出具本法律意见书是基于公司向本所保证；公司已向本所提供了为出具 本法律意见书所必需的资料和信息，一切足以影响本法律意见书的事实和资料均 已向本所披露；公司向本所提供的所有资料和信息均真实、准确、完整，不存在 任何虚假记载 ...

证券代码：688480 证券简称：赛恩斯 公告编号：2025-045 赛恩斯环保股份有限公司 2025年第三次临时股东大会决议公告 本公司董事会及全体董事保证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： 1、公司在任董事7人，出席7人； 本次会议是否有被否决议案：无 一、 会议召开和出席情况 （一） 股东大会召开的时间：2025 年 10 月 16 日 （二） 股东大会召开的地点：湖南省长沙市岳麓区学士街道学士路 388 号公司 会议室 （三） 出席会议的普通股股东、特别表决权股东、恢复表决权的优先股股东及 其持有表决权数量的情况： | 1、出席会议的股东和代理人人数 | 17 | | --- | --- | | 普通股股东人数 | 17 | | 2、出席会议的股东所持有的表决权数量 | 36,147,595 | | 普通股股东所持有表决权数量 | 36,147,595 | | 3、出席会议的股东所持有表决权数量占公司表决权数量的比例（%） | 37.9199 | | 普通股股东所持有表决权数量占公司表决权数量的比例（%） | 37 ...

New Stock Issuance - New stock issuance includes 泰凯英 (code: 920020) at an issuance price of 7.50 and 超颖电子 (code: 732175) at 17.08[1] Equity Market Alerts - 上纬新材 (code: 688585) is undergoing a tender offer from September 29, 2025, to October 28, 2025[1] - 科思科技 (code: 688788) and 博瑞医药 (code: 688166) have recent announcements dated September 26, 2025, and October 10, 2025, respectively[1] - 南新制药 (code: 688189) reported severe abnormal fluctuations on October 10, 2025[1] Trading Alerts - A total of 50 stocks have trading alerts with the latest announcements on October 15, 2025, including 国光连锁 (code: 605188) and 中持股份 (code: 603903)[1] - The lowest trading alert price recorded is 1,116 for 赛恩斯 (code: 688480)[1]

Core Viewpoint - The stock of Sains Environmental Co., Ltd. experienced an abnormal trading fluctuation, with a cumulative closing price increase of 30% over three consecutive trading days from October 10 to October 14, 2025 [2][3]. Group 1: Stock Trading Abnormality - The stock price deviation reached a cumulative increase of 30% over three trading days, qualifying as an abnormal trading situation according to Shanghai Stock Exchange regulations [2][3]. - The company conducted a self-examination and inquired the actual controller, confirming that there are no undisclosed significant matters related to the company as of October 14, 2025 [2][4]. Group 2: Company Operations - The company's daily operations are reported to be normal, with no significant changes in production or market conditions [4]. - There have been no major adjustments in the market environment or industry policies affecting the company [4]. Group 3: Major Matters - The company confirmed that the controlling shareholder and actual controller do not have any undisclosed significant matters, including mergers, debt restructuring, or asset injections [5]. - No recent media reports or market rumors have been identified that could significantly impact the company's stock price [6]. Group 4: Stock Trading Behavior - During the period of abnormal stock fluctuation, there were no transactions involving the company's stock by directors, supervisors, senior management, or the actual controller [7]. - The company has not violated fair information disclosure regulations [7]. Group 5: Board Statement - The board of directors confirmed that there are no undisclosed matters that should be reported according to the relevant regulations of the Shanghai Stock Exchange [8][9].

Core Viewpoint - The company announced that its stock price experienced an abnormal fluctuation, with a cumulative increase of 30% over three consecutive trading days, prompting an inquiry into potential undisclosed significant matters [1] Group 1 - The stock price abnormal fluctuation occurred on October 10, 13, and 14, 2025 [1] - The company conducted a self-examination and communicated with its actual controller, confirming no undisclosed significant matters exist as of October 14, 2025 [1] - The company's production and operations are currently normal, with no significant changes reported [1]

证券代码：688480 证券简称：赛恩斯 公告编号：2025-043 赛恩斯环保股份有限公司 关于公司股票交易异常波动的公告 本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、准确性和完整性依法承担法律责任。 赛恩斯环保股份有限公司（以下简称"公司"）股票连续 3 个交易日内 （2025 年 10 月 10 日、2025 年 10 月 13 日、2025 年 10 月 14 日）收盘价格涨 幅偏离值累计达到 30%，根据《上海证券交易所交易规则》《上海证券交易所 科创板股票异常交易实时监控细则》的有关规定，属于股票交易异常波动情形。 经公司自查，并发函问询实际控制人，截至 2025 年 10 月 14 日，公司及 实际控制人不存在关于公司应披露而未披露的重大事项。公司目前生产经营正 常，生产经营未发生重大变化。 经自查，公司不存在其他应披露而未披露的重大事项。公司特别提醒广 大投资者，注意投资风险、理性决策、审慎投资。 一、股票交易异常波动的情况介绍 公司股票连续3个交易日内（2025年10月10日、2025年10月13日、2025年10 月14日）收盘价格 ...

Group 1 - The stock of Sains (688480) closed at 57.05 yuan on October 13, with a significant increase of 19.85%, a turnover rate of 9.27%, and a trading range of 26.37%, resulting in a total transaction amount of 320 million yuan [1] - The stock was listed on the daily trading list due to its closing price increase of 15% or more [1] - The top five trading departments accounted for a total transaction amount of 228 million yuan, with a net sell of 24.61 million yuan [1] Group 2 - The main funds for Sains experienced a net outflow of 4.83 million yuan on the same day [2] - The largest buying department was China Galaxy Securities Co., Ltd. Jiangsu Branch, with a purchase amount of 35.81 million yuan [2] - The selling department included an institutional special seat that sold 47.89 million yuan, contributing to the overall net selling [2]

Core Points - The Sci-Tech Innovation Board (STAR Market) index rose by 1.40%, closing at 1473.02 points, with a total trading volume of 5.39 billion shares and a turnover of 272.67 billion yuan [1] - Among the tradable stocks on the STAR Market, 289 stocks closed higher, with 13 stocks rising over 10%, including Luvi Optoelectronics and Huahong Semiconductor, which hit the daily limit [1] - The turnover rate for STAR Market stocks showed that 3 stocks had a turnover rate exceeding 20%, while 15 stocks had a turnover rate between 10% and 20% [1] Trading Performance - The highest turnover rate was for Canxin Semiconductor, which closed up 19.80% with a turnover rate of 25.89% and a transaction amount of 2.447 billion yuan [1] - Other notable stocks with high turnover rates included Pioneer Jinke and Qilin Xinan, with turnover rates of 22.09% and 20.50% respectively [3] - Among stocks with a turnover rate over 5%, 92 stocks rose today, with Huahong Semiconductor and Luvi Optoelectronics both increasing by 20.00% [1][2] Sector Analysis - The electronics sector had the highest number of stocks with a turnover rate over 5%, totaling 52 stocks, followed by the computer and power equipment sectors with 20 and 15 stocks respectively [2] - In terms of capital flow, 54 stocks with high turnover rates saw net inflows from main funds, with the highest inflows recorded for SMIC, Huahong Semiconductor, and Western Superconducting, amounting to 704 million yuan, 291 million yuan, and 209 million yuan respectively [2] Leverage Fund Movements - A total of 79 stocks with high turnover rates received net purchases from leveraged funds, with significant increases in financing balances for Kingsoft Office, Huahong Semiconductor, and Yandong Micro, which saw increases of 583 million yuan, 557 million yuan, and 476 million yuan respectively [2]

Company Performance - The stock price of Sains has reached a historical high, increasing by 7.00% to 50.93 yuan, with a trading volume of 942,500 shares and a transaction amount of 46.88 million yuan, resulting in a turnover rate of 1.48% [2] - The latest total market capitalization of Sains in A-shares is 4.855 billion yuan, with a circulating market capitalization of 3.252 billion yuan [2] - The company reported a revenue of 423 million yuan for the first half of the year, representing a year-on-year growth of 18.81%, while the net profit was 49.03 million yuan, showing a year-on-year decline of 57.50% [2] Industry Overview - The environmental protection industry, to which Sains belongs, has an overall decline of 0.17%, with 23 stocks rising, including Huicheng Environmental Protection, Guolin Technology, and Zhongzhi Co., with increases of 18.90%, 15.55%, and 9.99% respectively [2] - Conversely, 112 stocks in the industry have seen declines, with Zhonghuan Environmental Protection, Zhongchuang Environmental Protection, and Fujie Environmental Protection experiencing drops of 5.55%, 3.95%, and 3.62% respectively [2] Margin Trading Data - As of October 10, the latest margin trading balance for Sains is 102 million yuan, with a financing balance of 102 million yuan, reflecting a decrease of 1.1013 million yuan over the past 10 days, which is a decline of 1.07% [2]

Core Insights - The company Sains has shown a slight increase in stock price by 0.95% on October 10, with a trading volume of 24.27 million yuan [1] - The financing data indicates a net financing outflow of 0.94 million yuan on the same day, with a total financing and securities balance of 102 million yuan [1][2] - Sains specializes in heavy metal pollution prevention, with its main business revenue sources being operational services, product sales, and comprehensive solutions [1] Financing and Trading Data - On October 10, Sains had a financing buy amount of 5.31 million yuan, while the current financing balance is 102 million yuan, accounting for 3.36% of the circulating market value [1] - The financing balance is above the 90th percentile level over the past year, indicating a high level of financing activity [1] - There were no short selling activities on October 10, with a short selling balance of 0 yuan, also above the 90th percentile level over the past year [1] Financial Performance - As of June 30, Sains had 2,767 shareholders, a decrease of 22.84% from the previous period, while the average circulating shares per person increased by 29.60% [2] - For the first half of 2025, Sains reported a revenue of 423 million yuan, representing a year-on-year growth of 18.81%, but the net profit attributable to shareholders decreased by 57.50% to 49.03 million yuan [2] Dividend Information - Since its A-share listing, Sains has distributed a total of 156 million yuan in dividends [3]