Core Viewpoint - Shanghai Yiyuan Communication Technology Co., Ltd. is preparing to issue A-shares to specific targets in 2025, with legal opinions confirming the compliance of this issuance with relevant laws and regulations [1][6][27]. Group 1: Issuance Approval and Authorization - The company held board and supervisory meetings on March 31, 2025, and a temporary shareholders' meeting on April 18, 2025, to approve the issuance [6]. - The issuance has received necessary approvals and authorizations from the shareholders' meeting, and it still requires review by the Shanghai Stock Exchange and registration with the China Securities Regulatory Commission [6][9]. Group 2: Company Qualifications - Shanghai Yiyuan Communication Technology Co., Ltd. is a legally established and validly existing joint-stock company, with a registered capital of 2,616,576,540 yuan [7][8]. - The company has been publicly listed since July 16, 2019, with stock code "603236" [7]. Group 3: Substantial Conditions for Issuance - The issuance is classified as a private placement of ordinary shares, complying with the relevant provisions of the Company Law and Securities Law [9][12]. - The company has made decisions regarding the type, amount, price, and issuance targets of the shares, which align with legal requirements [9][12]. Group 4: Financial and Operational Independence - The company has been verified to have complete assets, independent personnel, and financial operations, ensuring no significant dependence on related parties [13][14]. - The company’s main business remains stable, focusing on the design, research, production, and sales of wireless communication modules and solutions [17]. Group 5: Shareholder Structure - As of March 31, 2025, the top shareholders include Qian Penghe, holding 17.19% of shares, and Ningbo Yiyuan Investment Partnership, holding 6.6% [13][15]. - Qian Penghe is identified as the controlling shareholder, with significant influence over the company's decisions [15]. Group 6: Legal Compliance and Risk Management - The company has established fair decision-making procedures for related transactions, ensuring no adverse effects on its independence [18][19]. - There are no ongoing significant legal disputes or administrative penalties that could impact the company’s operations or the issuance [26].
移远通信: 上海市锦天城律师事务所关于上海移远通信技术股份有限公司2025年度向特定对象发行A股股票的法律意见书