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金山办公: 北京市君合律师事务所关于北京金山办公软件股份有限公司差异化权益分派事项之法律意见书

Core Viewpoint - The legal opinion letter regarding the differentiated equity distribution of Beijing Kingsoft Office Software Co., Ltd. confirms that the company's actions comply with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [1][6]. Group 1: Reasons and Basis for Differentiated Equity Distribution - The company announced a share repurchase plan on January 31, 2024, to buy back its A-shares at a price not exceeding RMB 380 per share, with a total fund of no less than RMB 50 million and no more than RMB 100 million [1][2]. - The repurchased shares will be used for employee stock ownership plans and equity incentive plans, to be utilized within three years after the announcement of the repurchase results [1][2]. Group 2: Plan for Differentiated Equity Distribution - On June 4, 2025, the company’s annual general meeting approved a profit distribution plan, proposing a cash dividend of RMB 9.00 per 10 shares (including tax) [3][4]. - The total number of shares as of March 19, 2025, was 462,674,004, with 461,483 shares in the repurchase account, leading to a total cash dividend distribution of approximately RMB 415.99 million (including tax) [3][4]. Group 3: Adjustments to Profit Distribution Plan - Due to the completion of stock grants under the incentive plans, the total share capital increased from 462,674,004 to 463,179,293 shares, resulting in an adjustment of the cash dividend to RMB 8.9852 per 10 shares (including tax) [4][5]. - The repurchased shares will not participate in the profit distribution, and the adjustments ensure the total distribution amount remains unchanged [4][5]. Group 4: Impact of Differentiated Equity Distribution - The differentiated equity distribution's impact on the ex-dividend reference price was calculated, showing a negligible effect of approximately 0.0005% [5][6]. - The ex-dividend reference price was estimated at approximately RMB 273.97 per share based on the previous closing price of RMB 274.87 [5][6].