英方软件: 江苏益友天元（上海）律师事务所关于上海英方软件股份有限公司2024年年度股东大会法律意见书

Core Viewpoint - The legal opinion letter confirms that the 2024 annual general meeting of Shanghai Yingfang Software Co., Ltd. was convened and conducted in compliance with relevant laws and regulations, ensuring the legitimacy of the meeting and its outcomes [2][14]. Group 1: Meeting Procedures - The annual general meeting was held on May 16, 2025, at 2:30 PM in Shanghai, utilizing both on-site and online voting methods [4]. - The meeting's notice included details about the time, location, voting procedures, and agenda items, ensuring transparency and adherence to regulations [4][14]. - The meeting was convened following a resolution from the company's fourth board meeting, meeting the legal requirements for such gatherings [7][14]. Group 2: Attendance and Qualifications - A total of 5 shareholders attended the meeting in person, representing 36,302,424 shares, which is 43.4760% of the total share capital [5][7]. - The qualifications of the attendees were verified against the shareholder register, confirming their legitimacy to participate in the meeting [7][14]. - The convenor of the meeting was deemed to have the appropriate qualifications as per the company's articles of association and relevant laws [7][14]. Group 3: Voting and Results - Voting was conducted through a named voting method, with representatives from shareholders and the legal counsel overseeing the counting process [8][14]. - The results of the voting were announced immediately after the conclusion of both on-site and online voting, confirming the approval of all proposed resolutions [8][12]. - Specific resolutions, such as the revised related party transaction decision-making system and fundraising management system, received significant support from minority investors, with 87.5126% and 75.7954% approval rates respectively [12][14].