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明阳智能: 北京市中伦(深圳)律师事务所关于明阳智慧能源集团股份公司差异化分红事项的法律意见书

Core Viewpoint - The legal opinion letter from Beijing Zhonglun (Shenzhen) Law Firm confirms the legality and compliance of the differentiated dividend distribution plan proposed by Mingyang Smart Energy Group Co., Ltd for the fiscal year 2024, ensuring it does not harm the interests of the company and its shareholders [1][6]. Group 1: Differentiated Dividend Distribution - The differentiated dividend distribution is based on the company's decision to repurchase shares for equity incentives, with a total of 89,813,484 shares repurchased through centralized bidding [3][4]. - As of June 3, 2025, the total number of shares held in the repurchase account is 121,119,984 shares, which will not participate in the profit distribution for 2024 [4][5]. - The proposed cash dividend is set at 0.3041 yuan per share (including tax), leading to a total distribution of approximately 653,929,561.16 yuan (including tax) based on the adjusted share count [5][6]. Group 2: Legal Compliance and Verification - The law firm conducted a thorough review of the relevant documents and confirmed the authenticity and completeness of the information provided by the company [2][3]. - The legal opinion asserts that the differentiated dividend distribution complies with the Company Law, Securities Law, and other relevant regulations, ensuring no detriment to the company or its shareholders [6][7]. - The calculation of the ex-dividend reference price is based on the last closing price and the cash dividend, with the impact on the reference price being less than 1% [6].