Core Viewpoint - The legal opinion letter confirms the compliance of BeiGene, Ltd.'s 2025 Annual General Meeting (AGM) procedures with relevant Chinese laws and regulations, ensuring the legitimacy of the meeting and its resolutions [5][12][13]. Group 1: Meeting Procedures - The AGM was convened in accordance with the notice published on April 8, 2025, on the Shanghai Stock Exchange and other relevant platforms, meeting the 20-day notice requirement [6][7]. - The meeting utilized a combination of on-site voting, mail voting (for non-A shares), and online voting (for A shares), with the on-site meeting held on May 21, 2025, in the Cayman Islands [6][8]. Group 2: Voting Participation and Qualifications - A total of 271 shareholders participated in the voting, representing 995,428,431 shares, which is approximately 70.94% of the total shares eligible for voting [8][10]. - The qualifications of A-share shareholders were verified through the Shanghai Stock Exchange's voting system, while other shareholders' qualifications were confirmed by respective custodians [10][11]. Group 3: Voting Procedures and Results - The AGM addressed 12 ordinary resolutions, including the re-election of directors and the appointment of auditors, with specific resolutions requiring separate counting for A-share minority investors [11][12]. - All resolutions were passed as valid ordinary resolutions, confirming the effectiveness of the voting process [12][13].
百济神州: 上海市方达律师事务所关于百济神州有限公司(BeiGene, Ltd.)2025年年度股东大会的法律意见书