Core Viewpoint - The legal opinion issued by Beijing Tianyuan Law Firm confirms that the second extraordinary general meeting of shareholders of Beijing Zhongke Jiangnan Information Technology Co., Ltd. was convened and conducted in compliance with relevant laws and regulations, ensuring the legitimacy of the meeting and the validity of the voting results [1][3][11]. Group 1: Meeting Procedures - The fourth board of directors of the company decided to convene the meeting on May 26, 2025, and issued a notice detailing the time, location, agenda, voting methods, and attendees [3][4]. - The meeting was held on June 16, 2025, at 15:00 in Beijing, combining both on-site and online voting methods [3][4]. - The meeting was presided over by Chairman Luo Panfeng, and all agenda items were completed [3][4]. Group 2: Attendance and Voting - A total of 129 shareholders and their representatives attended the meeting, holding 239,021,244 shares with voting rights, accounting for 67.7401% of the total shares [4][5]. - The on-site attendees included 5 shareholders and representatives holding 236,933,165 shares (67.1483%), while 124 shareholders participated via online voting, holding 2,088,079 shares (0.5918%) [5][6]. - The meeting's convenor was the company's board of directors, and the qualifications of attendees were verified as compliant with legal and regulatory requirements [4][6]. Group 3: Voting Results - The meeting approved several resolutions, including amendments to the company's articles of association, rules of procedure for shareholder meetings, and management systems for cash management [6][9][11]. - The resolution to amend the articles of association received 237,451,960 votes in favor, representing 99.8541% of the votes cast [6][7]. - The voting results from minority investors showed 92.0140% in favor of the amendments, indicating strong support for the proposed changes [8][10].
中科江南: 北京市天元律师事务所关于北京中科江南信息技术股份有限公司2025年第二次临时股东会的法律意见