北京市中伦（深圳）律师事务所 关于广东道氏技术股份有限公司 2025 年第三次临时股东大会的 法律意见书 北京市中伦（深圳）律师事务所 关于广东道氏技术股份有限公司 2025 年第三次临时股东大会的 法律意见书 致：广东道氏技术股份有限公司 二〇二五年九月 | 四、结论意见 4 | | --- | 根据《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》以及中国证券监督管理委员会（以下简称"中国证监会"）发布 的《上市公司股东会规则》的规定，北京市中伦（深圳）律师事务所（以下简称 "本所"）接受广东道氏技术股份有限公司（以下简称"公司"）的委托，指派 本所律师列席公司 2025 年第三次临时股东大会（以下简称"本次股东大会"）， 本所指派的律师通过现场和实时视频方式对本次股东大会的相关事项进行见证 并出具本法律意见书。 为出具本法律意见书，本所律师审查了公司提供的包括但不限于如下相关文 件： 1. 公司现行有效的公司章程； 2. 公司于 2025 年 8 月 19 日刊登于巨潮资讯网（www.cninfo.com.cn）的第 六届董事会 2025 年第 12 次会议决议； 3. 公司 ...

Group 1 - Shengtun Mining plans to repurchase shares worth between 500 million and 600 million yuan, with a maximum repurchase price of 11.82 yuan per share, aimed at employee stock ownership plans or equity incentives [1] - Kangnbei received a drug registration certificate for Linggui Shugan Granules, which is derived from traditional Chinese medicine and is used for treating phlegm and dampness due to Yang deficiency [2] - Zhangjiang Hi-Tech intends to publicly transfer 100% equity and related debts of Shanghai Jixin Rui Construction Technology Co., Ltd. with a total price not less than 151 million yuan [3] Group 2 - Shankai Intelligent won a bid for a metering device procurement project worth 13.318 million yuan from Hohhot Water Supply Company [4] - Hason Co. plans to jointly establish a supply chain company with a registered capital of 10 million yuan, in which Hason will hold a 10% stake [5] - Pudong Construction's subsidiaries won multiple major projects with a total amount of 1.271 billion yuan [6] Group 3 - Jinling Pharmaceutical received approval for the Phase III clinical trial of Olaratogrel tablets, which are used for treating moderate to severe pain associated with endometriosis [8] - Menohua's subsidiary obtained a drug registration certificate for Mosapride Citrate Tablets, aimed at improving gastrointestinal symptoms [10] - Shapuaisi's major shareholder plans to reduce holdings by up to 2% of the company's shares due to personal financial needs [11] Group 4 - Changyuan Power reported an August electricity generation of 3.771 billion kWh, a year-on-year decrease of 6.03% [15][16] - Xibu Livestock's August fresh milk production increased by 4.8% month-on-month but decreased by 7.27% year-on-year [19] - Yong'an Pharmaceutical's actual controller and chairman had their detention lifted, allowing them to resume normal duties [20] Group 5 - Jinkai Intelligent's director resigned due to work adjustments [22] - Xinhua Medical received a Class II medical device registration for an endoscope cleaning workstation [23] - Haishi Science and Technology's innovative drug HSK47388 received approval for a new indication clinical trial [25] Group 6 - Baotai Co. plans to participate in a land use rights auction in Baoji City with a starting price of 57.34 million yuan [26] - Minfeng Special Paper received a government subsidy totaling 11.2 million yuan [27] - Jiuchang Bio obtained a medical device registration for a heparin-binding protein assay kit [29] Group 7 - Jingao Technology plans to repurchase shares worth between 200 million and 400 million yuan, with a maximum price of 17.36 yuan per share [31] - Youxunda won a bid for a metering equipment project from China Southern Power Grid worth approximately 161 million yuan [32] - Qianli Technology reported an August vehicle sales increase of 168.55% year-on-year [32] Group 8 - Guangzhou Port expects an August container throughput increase of 1.2% year-on-year [32] - Kexing Pharmaceutical's GB08 injection completed the first subject enrollment for Phase II clinical trials [33] - Wu Ming Pharmaceutical plans to transfer 98.9% of its subsidiary's shares to a newly established wholly-owned subsidiary [34] Group 9 - Shanghai Electric's acquisition of K-Electric Limited shares has not yet completed the transfer [35] - Fulai New Materials plans to raise no more than 710 million yuan through a private placement [36] - Huaren Health's drug registration application for a new type of potassium ion competitive acid blocker has been accepted [37]

Group 1 - As of September 3, the graphite electrode concept increased by 0.02%, ranking 6th among concept sectors, with 7 stocks rising, including Ningxin New Materials, Dow Technology, and Zhongke Electric, which rose by 10.79%, 9.74%, and 6.21% respectively [1] - The leading stocks in the graphite electrode sector by net inflow of main funds include Zhongke Electric with a net inflow of 218 million yuan, followed by Dow Technology, Suotong Development, and Putailai with net inflows of 179 million yuan, 53 million yuan, and 16 million yuan respectively [2][3] - The main fund inflow ratios for Huajin Co., Zhongke Electric, and Suotong Development were 9.19%, 7.63%, and 6.26% respectively, indicating strong interest in these stocks [3] Group 2 - The stocks with the largest declines in the graphite electrode sector include Better Ray, Longjiang Transportation, and Baotailong, which fell by 3.83%, 3.39%, and 2.46% respectively [1] - The overall market performance for the graphite electrode concept shows a mixed trend, with some stocks experiencing significant gains while others faced notable losses [2][4]

Market Overview - The Shanghai Composite Index closed at 3814.20 points, below the five-day moving average, with a decline of 1.14% [1] - The total trading volume of A-shares reached 1,878.28 billion yuan [1] Stocks Performance - A total of 139 A-shares broke through the five-day moving average today [1] - Stocks with significant deviation rates include: - Hailianxun (300277) with a deviation rate of 14.15%, closing up 20.03% [1] - Shoukai Co. (600376) with a deviation rate of 7.01%, closing up 9.85% [1] - Zhongchen Technology (603275) with a deviation rate of 6.97%, closing up 9.99% [1] - Other notable stocks with smaller deviation rates include: - Yunda Co. (300409) with a deviation rate of 6.32%, closing up 10.92% [1] - Hanzhong Precision (002158) with a deviation rate of 6.30%, closing up 10.00% [1] Detailed Stock Data - The following table summarizes the performance of selected stocks that broke through the five-day moving average: | Stock Code | Stock Name | Daily Change (%) | Turnover Rate (%) | Five-Day MA (yuan) | Latest Price (yuan) | Deviation Rate (%) | | --- | --- | --- | --- | --- | --- | --- | | 300277 | Hailianxun | 20.03 | 24.96 | 13.54 | 15.46 | 14.15 | | 600376 | Shoukai Co. | 9.85 | 6.33 | 2.71 | 2.90 | 7.01 | | 603275 | Zhongchen Technology | 9.99 | 10.43 | 50.42 | 53.94 | 6.97 | | 002067 | Jingxing Paper | 10.00 | 15.98 | 4.34 | 4.62 | 6.55 | | 300409 | Yunda Co. | 10.92 | 20.47 | 22.07 | 23.47 | 6.32 | | 002158 | Hanzhong Precision | 10.00 | 3.58 | 25.04 | 26.62 | 6.30 | | 688108 | Sainuo Medical | 9.10 | 11.70 | 33.29 | 35.13 | 5.54 | | 603283 | Saiteng Co. | 7.32 | 9.18 | 41.65 | 43.85 | 5.27 | | 300655 | Jingrui Materials | 7.83 | 14.56 | 12.30 | 12.94 | 5.24 | | 300905 | Baolidai | 9.29 | 12.54 | 32.92 | 34.57 | 5.02 | | 603992 | Songlin Technology | 6.80 | 1.51 | 29.63 | 31.10 | 4.98 | | 688717 | Ailuo Energy | 9.04 | 5.60 | 68.52 | 71.80 | 4.78 | | 002549 | Kaimeteqi | 8.68 | 17.83 | 16.53 | 17.28 | 4.52 | | 603367 | Chenxin Pharmaceutical | 10.02 | 5.75 | 25.75 | 26.90 | 4.45 | | 301491 | Hansang Technology | 6.43 | 26.20 | 66.30 | 69.07 | 4.18 | | 300303 | Jufei Optoelectronics | 5.04 | 10.31 | 6.84 | 7.08 | 3.48 | | 601869 | Changfei Optical Fiber | 10.00 | 5.24 | 88.00 | 91.06 | 3.47 | | 600699 | Junsheng Electric | 4.33 | 6.13 | 21.26 | 21.95 | 3.26 | | 002531 | Tienswind Energy | 5.37 | 2.16 | 6.86 | 7.07 | 3.03 | | 301182 | Kaiwang Technology | 6.37 | 9.05 | 38.56 | 39.73 | 3.02 [2]

Group 1 - The core point of the news is that Daoshi Technology announced an investment in Qiangnao Technology, acquiring minority shareholder rights through a $30 million investment in Pre-B round preferred shares [1][2] - Following the announcement, Daoshi Technology's stock surged over 15%, with its market capitalization exceeding 18 billion yuan [2] - The investment aims to leverage Qiangnao Technology's expertise in brain-computer interface technology to enhance Daoshi Technology's capabilities in the "AI + new materials" ecosystem and accelerate the application of carbon material products in key components like electronic skin [2][3] Group 2 - Qiangnao Technology, a leading brain-computer interface company, is rumored to be pursuing financing with a valuation exceeding $1.3 billion, and its IPO process is highly anticipated [3] - Daoshi Technology has established a multi-faceted strategy in the "AI + new materials" sector, including a joint venture with Chipenson to create the Guangdong Hexi Atomic Computing Center, which is expected to be completed by the end of the year [3] - Financially, Daoshi Technology reported a revenue of 7.752 billion yuan in 2024, a year-on-year increase of 6.25%, and a net profit of 157 million yuan, marking a return to profitability [3]

Core Viewpoint - Daoshi Technology plans to invest $30 million in Brain Family Inc. as part of its "AI + Materials" strategy, aiming to integrate new material technologies with cutting-edge brain-computer interface applications [1] Group 1: Investment Details - Daoshi Technology's subsidiary, Hong Kong Jiana, will use its own funds to subscribe to preferred shares in Brain Family Inc. during its Pre-B round [1] - The investment agreement has been signed, but completion is subject to approval by Brain Family's board and specific shareholders [1] Group 2: Strategic Intent - The investment aligns with Daoshi Technology's core strategy of combining AI with materials, focusing on applications in humanoid robots and high-end medical devices [1][2] - Daoshi Technology possesses core technology reserves in graphene, carbon nanotubes, and other carbon-based materials, which are ideal for creating electronic skin, flexible sensors, and artificial muscles [2] Group 3: Market Potential and Trends - Brain Family Inc. specializes in non-invasive brain-computer interface technology, which is safer and more cost-effective than invasive methods, making it suitable for consumer and rehabilitation markets [2] - The collaboration is expected to accelerate the development and market expansion of Daoshi Technology's carbon material products in key components for humanoid robots [3] - The brain-computer interface industry is transitioning from a research-driven model to a clinically driven one, with increasing establishment of clinical wards and research platforms [3]

Core Viewpoint - Daos Technology announced a significant investment in Strong Brain Technology through its subsidiary Hong Kong Jiana, aiming to enhance its capabilities in AI and new materials applications [1] Investment Details - Hong Kong Jiana will invest $30 million to acquire preferred shares in Strong Brain Technology, gaining minority shareholder rights [1] - The transaction is subject to approval by Strong Brain Technology's board and specific shareholders [1] Strategic Goals - The investment aims to leverage Strong Brain Technology's expertise in brain-computer interface applications across medical rehabilitation, educational consumption, and human-computer interaction [1] - The company intends to enhance its "AI + new materials" ecosystem and accelerate the application of carbon material products in key components like electronic skin [1]

Core Viewpoint - Daoshi Technology announced an investment of $30 million in Brain Family Inc. to acquire minority shareholder rights, aiming to enhance its capabilities in the "AI + materials" strategy [1][4]. Group 1: Investment and Strategic Partnership - Daoshi Technology's subsidiary, Hong Kong Jiana, signed a Pre-B round preferred stock subscription agreement with Brain Family Inc. [1] - The investment will be finalized after approval from Brain Family's board and specific shareholders [1]. - The collaboration focuses on leveraging Brain Family's expertise in non-invasive brain-machine interface technology for applications in medical rehabilitation, educational technology, and human-computer interaction [4]. Group 2: Market Potential and Product Development - The global market for single-walled carbon nanotube conductive slurry is projected to grow from approximately 1.6 billion yuan in 2024 to 17.8 billion yuan by 2030 [4]. - Daoshi Technology plans to redirect 300 million yuan of unallocated fundraising to a project aimed at producing 120 tons of single-walled carbon nanotubes annually [4]. Group 3: Financial Performance - In the first half of 2025, Daoshi Technology reported a revenue of 3.65 billion yuan, a decrease of 11.64% year-on-year, while net profit attributable to shareholders increased by 108.16% to 230 million yuan [6][8]. - Research and development expenses saw a significant decline of 41.39% compared to the previous year, primarily due to reduced direct material inputs and personnel costs [8]. Group 4: Technological Advancements - Daoshi Technology has achieved breakthroughs in the mass production of advanced carbon materials, including carbon nanotubes and graphene, which are essential for Brain Family's smart bionic limbs that require high-sensitivity and biocompatible electrode materials [5][9]. - The company is advancing its capabilities in the lithium battery and carbon material supply chains, focusing on integrating research and production platforms for new materials [8].

Core Viewpoint - Daoshi Technology announced an investment in Qiangna Technology through its subsidiary Hong Kong Qiana, aiming to enhance its "AI + new materials" strategy and capitalize on Qiangna's expertise in brain-computer interface technology [1][3][5]. Investment Details - Hong Kong Qiana plans to invest $30 million in Qiangna Technology's Pre-B round of preferred stock, acquiring minority shareholder rights [3]. - Qiangna Technology is valued at over $1.3 billion and is in discussions for potential IPO [3]. Company Background - Qiangna Technology, founded in 2015 by Han Bicheng during his PhD at Harvard, specializes in non-invasive brain-computer interface technology [4]. - The company is recognized as one of the "Six Little Dragons of Hangzhou" and has developed products like intelligent bionic hands and legs [4]. Strategic Intent - Daoshi Technology aims to leverage Qiangna's experience in medical rehabilitation, educational consumption, and human-computer interaction to enhance its "AI + new materials" ecosystem [5]. - The company is focused on integrating AI with materials innovation, having previously established partnerships and investments in the AI sector [5][6]. Ongoing Projects - Daoshi Technology is advancing its second-generation APU product through its subsidiary Chip Pei Sen, with applications in lithium batteries and semiconductors [6]. - The Guangdong Hexi Atomic Computing Center is a key platform for supporting the "AI + materials" strategy, focusing on high-speed computing for material research [6].

Core Insights - The transaction involves Hong Kong Jian Na investing $30 million to subscribe to pre-B round preferred shares of Qiang Nao Technology, acquiring minority shareholder rights [3][4] - Qiang Nao Technology is recognized as one of the "Six Little Dragons of Hangzhou" and specializes in non-invasive brain-computer interface technology, with products like smart bionic hands and legs [3][6] - The company is reportedly negotiating to raise funds at a valuation exceeding $1.3 billion, with potential plans for an initial public offering (IPO) [5] Company Strategy - Dao Shi Technology aims to leverage Qiang Nao Technology's expertise in medical rehabilitation, educational consumption, and human-computer interaction to enhance its "AI + new materials" ecosystem and commercial capabilities [6][7] - The company has been actively investing in the AI sector, establishing partnerships and joint ventures to strengthen its position in the market [8] - Dao Shi Technology is focusing on solid-state battery materials and AI computing as its two core strategic business areas for future growth [10] Development Progress - The Guangdong Hexi Atomic Computing Center is a key support platform for the "AI + materials" strategy, utilizing advanced computing technologies to accelerate material research [8][9] - The center is currently in the process of government approvals and infrastructure development, with plans to be completed by the end of this year [9]