河钢股份: 北京金诚同达律师事务所出具的增持专项核查意见

Core Viewpoint - The legal opinion from Beijing Jincheng Tongda Law Firm confirms the compliance and legitimacy of the shareholding increase plan by the controlling shareholders of Hebei Steel Group Co., Ltd. [1][10] Group 1: Shareholder Information - The controlling shareholder, Handan Steel Group Co., Ltd. (邯钢公司), holds a registered capital of 250,000 million yuan and is involved in various steel-related operations [4][5]. - Tangshan Steel Group Co., Ltd. (唐钢公司) has a registered capital of 553,073.12 million yuan and engages in investment activities and steel production [6][7]. - Both shareholders are legally established entities in China and do not fall under any restrictions for acquiring shares in a listed company [7][8]. Group 2: Shareholding Increase Details - Prior to the increase, Handan Steel held 4,218,763,010 shares (40.81%), while Tangshan Steel held 1,853,409,753 shares (17.93%) [8]. - The increase plan, announced on January 6, 2025, aims for a total investment between 21,600 million yuan and 43,200 million yuan over six months, with a maximum increase of 1% in shareholding [8][11]. - As of July 3, 2025, a total of 99,030,324 shares were acquired, representing 0.96% of the total share capital, with Handan Steel acquiring 49,570,445 shares and Tangshan Steel acquiring 49,459,879 shares [9][11]. Group 3: Compliance and Disclosure - The increase complies with the relevant laws and regulations, including the Management Measures for the Acquisition of Listed Companies [10][11]. - The company has fulfilled its information disclosure obligations regarding the shareholding increase, as evidenced by the announcements made [10][11]. - The increase qualifies for exemption from mandatory tender offer requirements under the applicable regulations [10][11].