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徕木股份: 北京观韬(上海)律师事务所关于上海徕木电子股份有限公司2024 年年度股东大会的法律意见书

Core Viewpoint - The legal opinion letter confirms that the 2024 annual general meeting of Shanghai Laimu Electronics Co., Ltd. was convened and conducted in compliance with relevant laws, regulations, and the company's articles of association [1][9]. Group 1: Meeting Procedures - The 2024 annual general meeting was convened by the board of directors, with a notice published on June 6, 2025, detailing the meeting time and agenda [2][3]. - The meeting was held on June 26, 2025, combining both on-site and online voting methods, with the on-site meeting starting at 10:00 AM [2][3]. Group 2: Attendance and Voting - A total of 190 participants attended the meeting, including 14 in-person and 176 via online voting, representing 164,068,732 shares, which is 38.7805% of the total voting shares [2][3]. - The voting process was conducted through a combination of on-site and online methods, with results verified according to the company's articles of association [3][4]. Group 3: Resolutions Passed - The following resolutions were passed with significant majority votes: - Annual report: 163,774,953 shares in favor, 99.8209% of the voting shares [4]. - Board work report: 163,774,953 shares in favor, 99.8209% of the voting shares [4]. - Supervisory board work report: 163,774,953 shares in favor, 99.8209% of the voting shares [4]. - Financial report: 163,773,253 shares in favor, 99.8199% of the voting shares [4]. - Profit distribution plan: 163,839,053 shares in favor, 99.8600% of the voting shares [5]. - Appointment of accounting firm: 163,780,253 shares in favor, 99.8241% of the voting shares [5]. - Executive compensation for 2025: 121,874,132 shares in favor, 99.6950% of the voting shares [6]. - Financing and guarantees: 163,705,053 shares in favor, 99.7783% of the voting shares [6]. - Supervisory board compensation: 163,576,135 shares in favor, 99.7698% of the voting shares [7]. - Compensation management system: 121,873,132 shares in favor, 99.6942% of the voting shares [7]. - Appointment of additional directors: 163,773,553 shares in favor, 99.8200% of the voting shares [9]. Group 4: Legal Conclusion - The legal opinion concludes that the meeting's convening, attendance, and voting procedures were all in compliance with applicable laws and the company's articles of association [9].