台华新材: 北京市竞天公诚律师事务所关于浙江台华新材料集团股份有限公司2024年度差异化分红事项的法律意见书

Core Viewpoint - The legal opinion letter confirms that Zhejiang Taihua New Materials Group Co., Ltd.'s differentiated dividend distribution plan for 2024 complies with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [5]. Group 1: Differentiated Dividend Distribution - The company plans to repurchase A-shares using its own funds, with a total amount not less than RMB 50 million and not exceeding RMB 100 million, at a maximum price of RMB 13.93 per share within 12 months from the board's approval [3][4]. - The maximum repurchase price will be adjusted to RMB 13.77 per share starting from June 6, 2024, following the annual equity distribution [3]. - As of March 21, 2025, the company has repurchased 5,056,042 shares, accounting for 0.57% of the total share capital, with a total expenditure of RMB 50.0614 million [4]. Group 2: Dividend Distribution Plan - The company intends to distribute a cash dividend of RMB 0.25 per share (tax included) based on a total share capital of 890,292,633 shares, excluding 216,042 shares held in the repurchase account [4]. - No bonus shares will be issued, and no capital reserve will be converted into share capital for this year's distribution [4]. - The actual number of shares participating in the profit distribution is 890,076,591 shares, and the distribution amount will be adjusted if there are changes in total share capital before the record date [4]. Group 3: Calculation Basis for Dividend Distribution - The reference price for the ex-dividend date is calculated as follows: (10.23 - 0.25) / (1 + 0) = 9.98 RMB per share [4]. - The impact of the differentiated dividend on the reference price is minimal, with an absolute value of less than 1% [4]. - The differentiated dividend distribution does not affect the profit distribution of shares held in the repurchase account [4].