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国发股份: 关于北海国发川山生物股份有限公司2025年第二次临时股东大会的法律意见书

Core Viewpoint - The legal opinion confirms that the procedures for the second extraordinary general meeting of shareholders of Beihai Guofa Chuanshan Biological Co., Ltd. are compliant with relevant laws and regulations, ensuring the legitimacy of the meeting and its outcomes [2][6]. Group 1: Meeting Procedures - The extraordinary general meeting was convened by the company's 11th Board of Directors and chaired by Mr. Jiang Ye [3]. - The company provided adequate notice regarding the meeting's time, location, voting methods, and agenda, ensuring transparency [3][4]. - The meeting utilized a combination of on-site and online voting methods to facilitate shareholder participation [4]. Group 2: Attendance and Voting - A total of 12 shareholders and their proxies attended the meeting, representing 83,038,016 shares, which is 15.8410% of the total voting shares [4][5]. - Online voting involved 268 shareholders, representing 88,603,359 shares, contributing to the overall voting process [5]. - The total voting results indicated that 61,193,982 shares were in favor of the proposals, accounting for 35.6522% of the valid votes cast [5][6]. Group 3: Conclusion - The legal opinion concludes that the meeting's convening, attendance, and voting procedures adhered to the Company Law and the company's articles of association, confirming the legality and validity of the meeting and its resolutions [6].