*ST松发: 北京市康达律师事务所关于广东松发陶瓷股份有限公司2025年第二次临时股东大会的法律意见书

Core Viewpoint - The legal opinion letter confirms that the procedures for convening and holding the second extraordinary general meeting of Guangdong Songfa Ceramics Co., Ltd. in 2025 comply with relevant laws and regulations, ensuring the legitimacy of the meeting and its outcomes [2][11]. Meeting Procedures - The meeting was convened by the company's board of directors on June 20, 2025, and the notice was published on June 21, 2025, informing all shareholders of the meeting details [3][4]. - The meeting was held on July 7, 2025, at 14:00 in Dalian, combining both on-site and online voting methods, with a record date of July 2, 2025 [5][7]. Attendance and Voting - A total of 105 shareholders and their proxies attended the meeting, representing 643,620,521 shares, which is 74.6922% of the total voting shares [8]. - Online voting included 100 shareholders representing 12,461,408 shares, accounting for 1.4461% of the total voting shares [8]. Voting Results - The voting results showed that 12,444,808 shares (99.8467%) were in favor of the proposals, with 18,800 shares (0.1508%) against and 300 shares (0.0025%) abstaining [9]. - The proposals were approved with significant majorities, including a special resolution that required more than two-thirds approval from the voting rights present [10][11]. Conclusion - The legal opinion concludes that all aspects of the meeting, including the convening procedures, qualifications of attendees, voting procedures, and results, are in compliance with the Company Law and relevant regulations, confirming their legality and validity [12].