尚纬股份: 尚纬股份2025年第一次临时股东大会法律意见书

Core Viewpoint - The legal opinion issued by Beijing Hairun Tianrui Law Firm confirms that the procedures and qualifications for the 2025 first extraordinary general meeting of shareholders of Shangwei Co., Ltd. comply with relevant laws and regulations, ensuring the legitimacy of the meeting and its resolutions [2][5][7]. Group 1: Meeting Procedures - The board of directors approved the proposal to hold the first extraordinary general meeting on June 13, 2025, during the 39th meeting of the fifth board on May 28, 2025 [3]. - A notice regarding the meeting was published on May 29, 2025, detailing the meeting's basic information, agenda, registration, and online voting procedures [3]. - The meeting was held as scheduled at a specified location and was presided over by the chairman of the board [4]. Group 2: Attendance and Qualifications - The qualifications of attendees were verified against the shareholder register, ensuring compliance with legal requirements [4]. - A total of 3 attendees represented 227,926,506 shares, accounting for 36.67% of the total voting shares, while 317 participants voted online, representing 2,157,500 shares, or 0.35% of the total [4]. Group 3: Meeting Agenda - The meeting agenda included proposals to nominate several candidates for the sixth board of directors, including Mr. Ye Honglin, Mr. Li Ruiqi, Ms. Zhang Xunying, Ms. Liu Ning, Mr. Liu Yonglin, and independent director candidates [4]. Group 4: Voting Procedures and Results - Voting was conducted through both on-site and online methods, with results being combined for final tallying [5][7]. - The voting process adhered to the stipulated time frame and was verified by designated personnel, ensuring transparency and accuracy [7]. - All proposed resolutions were approved, with one requiring a special resolution that received over two-thirds approval from the voting shareholders [7]. Group 5: Conclusion - The legal opinion concludes that all aspects of the meeting, including procedures, qualifications, and voting, were conducted in accordance with the Company Law and relevant regulations, affirming the legality and validity of the meeting [5][7].