悍高集团: 北京国枫律师事务所关于公司首次公开发行股票并在主板上市的法律意见书

Core Viewpoint - Grandway Group Co., Ltd. is preparing for its initial public offering (IPO) on the Shenzhen Stock Exchange, having obtained necessary approvals and legal opinions confirming its compliance with relevant laws and regulations [3][20]. Group 1: Approval and Authorization - The company held a shareholders' meeting on May 19, 2022, where several resolutions related to the IPO were approved, including the authorization for the board to handle the IPO-related matters [5][6]. - The validity of the board's authorization for the IPO has been extended for an additional 24 months until May 18, 2026 [6]. - The company has received approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission (CSRC) for its IPO [7][20]. Group 2: Company Qualifications - Grandway Group is a legally established joint-stock company that has been operating for over three years, meeting the requirements set forth in the relevant regulations [9][20]. - The company has a sound organizational structure and operates effectively, fulfilling the criteria for the IPO as per the Company Law and Securities Law [10][20]. Group 3: Substantive Conditions for Listing - The company meets the substantive conditions for listing, including having a cumulative net profit of at least 200 million yuan over the last three years and a minimum net profit of 100 million yuan in the most recent year [18][20]. - The total share capital after the IPO will be 400.01 million yuan, which complies with the minimum capital requirements for listing [18][20]. Group 4: Underwriter and Commitments - The company has engaged a qualified underwriter to assist with the IPO process, ensuring compliance with the relevant regulations [20]. - The company and its major stakeholders have made public commitments regarding the IPO, which are deemed legal and effective [20].