关于重庆长江造型材料（集团）股份有限公司 2025 年员工持股计划（草案） 之 法律意见书 （2025）泰律意字（长江材料）第 002 号 二〇二五年十月十日 中国 • 重庆市两江新区财富大道 1 号财富金融中心 36、43 层 36、43/F, Fortune Financial Center, No. 1 Fortune Avenue Liangjiang New Area, Chongqing, People's Republic of China 电话| TEL: 86-23-67887666 www.tahota.com 关于重庆长江造型材料（集团）股份有限公司 2025 年员工持股计划（草案）的法律意见书 之 法律意见书 致：重庆长江造型材料（集团）股份有限公司 泰和泰（重庆）律师事务所（以下简称"本所"）作为重庆长江造型材料（集 团）股份有限公司（以下简称"长江材料"或"公司"）2025 年员工持股计划 （以下简称"本次员工持股计划"）之专项法律顾问，就本次员工持股计划相关 事宜，根据中国证券监督管理委员会（以下简称"中国证监会"）颁布的《关于上 市公司实施员工持股计划试点的指导意见》（以下简称 ...

Market Overview - The non-metal materials sector experienced a decline of 1.58% on October 10, with Quartz Co. leading the drop [1] - The Shanghai Composite Index closed at 3897.03, down 0.94%, while the Shenzhen Component Index closed at 13355.42, down 2.7% [1] Stock Performance - Notable gainers in the non-metal materials sector included: - Dongfang Huishang: closed at 12.50, up 2.12% with a trading volume of 105,100 shares [1] - Qilu Huaxin: closed at 8.24, up 1.85% with a trading volume of 22,700 shares [1] - Lianrui New Materials: closed at 63.40, up 1.28% with a trading volume of 66,900 shares [1] - Significant decliners included: - Quartz Co.: closed at 41.00, down 5.36% with a trading volume of 215,700 shares [2] - Power Diamond: closed at 34.92, down 1.74% with a trading volume of 291,400 shares [2] Capital Flow - The non-metal materials sector saw a net outflow of 215 million yuan from institutional investors, while retail investors contributed a net inflow of 133 million yuan [2][3] - The capital flow for key stocks showed: - Lianrui New Materials: net inflow of 1.7753 million yuan from institutional investors [3] - Quartz Co.: net outflow of 13.17 million yuan from institutional investors [3] - Longgao Co.: net outflow of 4.3353 million yuan from institutional investors [3]

Core Insights - The non-metal materials sector experienced a significant increase of 3.15% on October 9, with LiLiang Diamond leading the gains [1] - The Shanghai Composite Index closed at 3933.97, up 1.32%, while the Shenzhen Component Index closed at 13725.56, up 1.47% [1] Sector Performance - LiLiang Diamond (301071) saw a closing price of 35.54, with a remarkable increase of 12.29% and a trading volume of 210,400 shares, resulting in a transaction value of 725 million [1] - Other notable performers included: - Quartz Co. (603688) with a closing price of 43.32, up 7.02%, and a transaction value of 1.358 billion [1] - Ningxin New Materials (920719) closed at 15.75, up 3.35%, with a transaction value of 100 million [1] - Tianma New Materials (920971) closed at 40.13, up 3.24%, with a transaction value of 154 million [1] Capital Flow - The non-metal materials sector saw a net inflow of 55.19 million from institutional investors, while retail investors contributed a net inflow of 45.80 million [2] - Notably, the sector experienced a net outflow of 101 million from speculative funds [2] Individual Stock Capital Flow - LiLiang Diamond had a net inflow of 71.17 million from institutional investors, while it faced a net outflow of 65.17 million from retail investors [3] - Quartz Co. experienced a net inflow of 45.90 million from institutional investors, but a net outflow of 80.30 million from speculative funds [3] - Longgao Co. (605086) had a net outflow of 2.06 million from institutional investors, while retail investors contributed a net inflow of 1.90 million [3]

Market Overview - The non-metal materials sector increased by 0.65% on September 30, with Lianrui New Materials leading the gains [1] - The Shanghai Composite Index closed at 3882.78, up 0.52%, while the Shenzhen Component Index closed at 13526.51, up 0.35% [1] Stock Performance - Lianrui New Materials (688300) closed at 62.10, up 3.48% with a trading volume of 77,900 shares and a turnover of 488 million yuan [1] - Other notable stocks include: - Quartz Co. (603688) at 40.48, up 0.97% with a turnover of 603 million yuan [1] - Bingyang Technology (836675) at 11.06, up 0.91% with a turnover of 14.02 million yuan [1] - Qilu Huaxin (830832) at 8.25, up 0.49% with a turnover of 11.89 million yuan [1] - Longgao Co. (605086) at 25.40, down 1.09% with a turnover of 34.86 million yuan [1] Capital Flow - The non-metal materials sector experienced a net outflow of 34.15 million yuan from institutional investors and 30.56 million yuan from retail investors, while individual investors saw a net inflow of 64.71 million yuan [2] - Detailed capital flow for selected stocks shows: - Lianrui New Materials had a net outflow of 7.45 million yuan from institutional investors [3] - Longgao Co. saw a net outflow of 1.56 million yuan from institutional investors [3] - The overall trend indicates a mixed sentiment among different investor categories [2][3]

Core Viewpoint - The non-metal materials sector experienced a slight increase of 0.21% on September 29, with Ningxin New Materials leading the gains. The Shanghai Composite Index closed at 3862.53, up 0.9%, while the Shenzhen Component Index rose by 2.05% to 13479.43 [1]. Group 1: Stock Performance - Ningxin New Materials (839719) closed at 15.67, with a rise of 4.61% and a trading volume of 57,600 shares, totaling a transaction value of 89.37 million yuan [1]. - Tianma New Materials (838971) saw a closing price of 39.80, up 3.84%, with a trading volume of 53,400 shares and a transaction value of 212 million yuan [1]. - Suotong Development (603612) closed at 26.85, increasing by 3.55% with a trading volume of 274,600 shares, amounting to 732 million yuan [1]. - Longjiang Materials (001296) closed at 23.04, up 1.90%, with a trading volume of 30,700 shares and a transaction value of 70.04 million yuan [1]. - Dongfang Huayuan (832175) closed at 12.04, increasing by 1.52% with a trading volume of 15,900 shares and a transaction value of 19.05 million yuan [1]. - Lianrui New Materials (688300) closed at 60.01, up 0.47%, with a trading volume of 53,300 shares and a transaction value of 321 million yuan [1]. - Qilu Huaxin (830832) closed at 8.21, with a slight increase of 0.24% and a trading volume of 17,500 shares, totaling 14.23 million yuan [1]. - Kuncai Technology (603826) closed at 18.86, down 0.11%, with a trading volume of 24,700 shares and a transaction value of 46.36 million yuan [1]. - Bingyang Technology (836675) closed at 10.96, decreasing by 0.36% with a trading volume of 9,878 shares and a transaction value of 10.86 million yuan [1]. - Longgao Co., Ltd. (605086) closed at 25.68, down 0.77%, with a trading volume of 16,900 shares and a transaction value of 43.26 million yuan [1]. Group 2: Capital Flow - The non-metal materials sector saw a net outflow of 47.13 million yuan from institutional investors, while retail investors contributed a net inflow of 73.16 million yuan [2]. - The capital flow for individual stocks indicates that Suotong Development had a net inflow of 99.06 million yuan from institutional investors, while retail investors had a net outflow of 58.08 million yuan [3]. - Longgao Co., Ltd. experienced a net outflow of 4.57 million yuan from institutional investors, but a net inflow of 2.91 million yuan from retail investors [3]. - Lianrui New Materials faced a significant net outflow of 50.86 million yuan from institutional investors, while retail investors contributed a net inflow of 49.86 million yuan [3]. - Quartz Co. (603688) had a net outflow of 65.36 million yuan from institutional investors, with retail investors showing a net inflow of 55.96 million yuan [3].

Core Points - The non-metal materials sector experienced a decline of 1.8% on September 26, with Ningxin New Materials leading the drop [1] - The Shanghai Composite Index closed at 3828.11, down 0.65%, while the Shenzhen Component Index closed at 13209.0, down 1.76% [1] Stock Performance - Ningxin New Materials (code: 839719) closed at 14.98, down 5.85% with a trading volume of 69,300 shares [2] - Tianma New Materials (code: 838971) closed at 38.33, down 4.22% with a trading volume of 54,100 shares [2] - Quartz Co. (code: 603688) closed at 40.50, down 3.75% with a trading volume of 147,000 shares [2] - Lianrui New Materials (code: 688300) closed at 59.73, down 1.70% with a trading volume of 65,000 shares [2] - Longgao Co. (code: 605086) closed at 25.88, up 0.04% with a trading volume of 30,000 shares [2] Capital Flow - The non-metal materials sector saw a net outflow of 77.14 million yuan from main funds, while retail investors had a net inflow of 82.77 million yuan [2][3] - The main funds showed a net outflow in several stocks, including Lianrui New Materials with a net outflow of 21.85 million yuan and Quartz Co. with a net outflow of 44.29 million yuan [3] - Retail investors contributed positively to stocks like Longgao Co. and Lianrui New Materials, with net inflows of 34.99 million yuan and 19.14 million yuan respectively [3]

Group 1: Financial Performance - The company's revenue from fracturing proppants in the first half of 2025 reached 111.02 million yuan, accounting for 21.65% of total revenue, representing a year-on-year growth of 27.57% [2] - The gross profit margin for fracturing proppants is currently at 21.62% [2] Group 2: Oil and Gas Exploration - The company is actively conducting exploration in its oil and gas blocks according to the established exploration plan, with results to be announced as progress is made [2] - As of June 2025, the company has available funds totaling 288.59 million yuan, ensuring that cash flow will not be affected by the exploration investment plan [3] - The oil and gas exploration will not adversely impact the company's main business, as it has accumulated significant experience and expertise in the fracturing proppants sector [3] Group 3: Market Position and Future Plans - The company has recently secured multiple contracts for its quartz sand proppant products, including contracts with major clients such as PetroChina and Sinopec [2] - The company is monitoring developments in emerging industries such as AI and robotics while continuing to strengthen its core business [3]

Market Overview - On September 25, the non-metal materials sector declined by 0.64%, with Bingyang Technology leading the drop [1] - The Shanghai Composite Index closed at 3853.3, down 0.01%, while the Shenzhen Component Index closed at 13445.9, up 0.67% [1] Stock Performance - Notable stock performances in the non-metal materials sector included: - Longgao Co., Ltd. (605086) closed at 25.87, up 1.05% with a trading volume of 23,300 shares and a turnover of 60.07 million yuan [1] - Suotong Development (603612) remained unchanged at 26.17 with a trading volume of 154,200 shares and a turnover of 404 million yuan [1] - Bingyang Technology (836675) closed at 10.92, down 4.29% with a trading volume of 22,000 shares and a turnover of 24.47 million yuan [2] Capital Flow - The non-metal materials sector experienced a net outflow of 105 million yuan from institutional investors, while retail investors saw a net inflow of 38.22 million yuan [2] - The capital flow for individual stocks showed: - Longgao Co., Ltd. had a net outflow of 220,300 yuan from institutional investors [3] - Strength Diamond (301071) faced a net outflow of 30.22 million yuan from institutional investors [3] - Suotong Development had a net inflow of 10.50 million yuan from retail investors [3]

Core Insights - The non-metal materials sector experienced a significant increase of 3.04% on September 24, with leading stock "Liangliang Diamond" rising by 7.46% [1] - The Shanghai Composite Index closed at 3853.64, up 0.83%, while the Shenzhen Component Index closed at 13356.14, up 1.8% [1] Stock Performance - "Liangliang Diamond" (301071) closed at 33.44 with a rise of 7.46%, trading volume of 145,300 shares and a transaction value of 480 million [1] - "Quartz Co." (603688) closed at 42.59, up 6.32%, with a trading volume of 365,000 shares and a transaction value of 1.512 billion [1] - "Lianrui New Materials" (688300) closed at 61.05, increasing by 4.27%, with a trading volume of 101,600 shares and a transaction value of 610 million [1] - Other notable stocks include "Ningxin New Materials" (839719) up 3.74% and "Dongfang Huayuan" (832175) up 2.83% [1] Capital Flow - The non-metal materials sector saw a net inflow of 265 million from institutional investors, while retail investors experienced a net outflow of 124 million [2] - The main stocks with significant capital flow include "Quartz Co." with a net inflow of 173 million from institutional investors and a net outflow of 97 million from retail investors [3] - "Lianrui New Materials" had a net inflow of 79.88 million from institutional investors, with retail investors also showing a net outflow [3]

Group 1 - The company held its fifth board meeting on September 23, 2025, with all seven directors present, including independent director Fan Jinhui attending via communication [2][4] - The board approved the draft of the 2025 Employee Stock Ownership Plan (ESOP) to enhance corporate governance and motivate management and key personnel [2][6] - The board's decision on the ESOP requires further approval from the shareholders' meeting [5][10] Group 2 - The board also approved the management measures for the 2025 Employee Stock Ownership Plan to ensure its smooth implementation [6][9] - This management plan has also been submitted for shareholder approval [10] Group 3 - The board proposed to authorize itself to handle various matters related to the 2025 Employee Stock Ownership Plan, including drafting and modifying the plan, establishing it, and managing its implementation [11][12] - The proposal for authorization also requires shareholder approval [14] Group 4 - The board resolved to convene the first temporary shareholders' meeting of 2025 on October 16, 2025, with both on-site and online voting options available [15][21] - The meeting will allow all registered shareholders as of October 10, 2025, to participate [26][30]