
Core Viewpoint - The legal opinion confirms that the 2024 annual general meeting of shareholders for Zhonggong Education Technology Co., Ltd. was convened and conducted in compliance with relevant laws and regulations, ensuring the legitimacy of the meeting and its outcomes [4][11]. Group 1: Meeting Procedures - The seventh board of directors of the company decided to convene the annual general meeting on April 25, 2025, with notifications issued on April 26 and June 3, 2025, detailing the meeting's time, location, agenda, voting methods, and attendees [4][5]. - The meeting utilized a combination of on-site and online voting, held on June 25, 2025, at the company's headquarters, presided over by the chairman [5][6]. Group 2: Attendance and Voting - A total of 2,187 shareholders and their proxies attended the meeting, representing 1,807,619,916 shares, which is 29.3093% of the total voting shares [6]. - The voting included 2,183 participants holding 362,584,452 shares, accounting for 5.8790% of the total shares [6][7]. Group 3: Voting Results - The following resolutions were passed with significant support: - The 2024 Annual Report received 1,798,057,513 votes in favor, representing a majority of the voting shares [7]. - The 2024 Board of Directors' Work Report was approved with 1,797,560,413 votes in favor [7]. - The 2024 Financial Settlement Report was also approved with 1,797,398,413 votes in favor [8]. - The proposal for the 2024 profit distribution was supported by 1,794,577,313 votes [8]. - The proposal for the expected 2025 annual related party transaction limit was approved with 763,592,083 votes from non-related shareholders [9]. - The proposal for cash management using self-owned funds received 1,793,454,109 votes in favor [9]. - The 2025 remuneration plan for directors and senior management was approved with 760,430,683 votes from non-related shareholders [10]. - The proposal for applying for comprehensive credit and guarantee limits for 2025 was supported by 1,786,528,586 votes [11]. - The proposal for asset impairment loss provisions for 2024 was approved with 1,795,100,413 votes [11]. - The reappointment of the accounting firm for 2025 received 1,795,333,213 votes in favor [11]. Group 4: Legal Opinion Conclusion - The legal opinion concludes that the meeting's convening, procedures, attendance qualifications, and voting results are all in compliance with applicable laws, regulations, and the company's articles of association [11][12].