Core Viewpoint - The legal opinion letter from Beijing King & Wood Mallesons confirms that Orbbec 3D Technology Group Co., Ltd. is authorized to issue A-shares to specific investors in 2025, complying with relevant laws and regulations [1][11][13]. Group 1: Issuance Approval and Authorization - The board of directors approved the issuance plan on April 28, 2025, and the shareholders' meeting ratified it on May 21, 2025, with a validity period of twelve months [12][11]. - The issuance involves A-shares with a par value of RMB 1.00, priced at no less than 80% of the average trading price over the previous 20 trading days [11][19]. Group 2: Issuer's Qualifications - Orbbec is a legally established and validly existing joint-stock company listed in China, with no circumstances requiring termination under laws or regulations [11][19]. - The company meets the conditions for issuance as per the Company Law and Securities Law, with no violations reported in the last three years by its directors or senior management [14][19]. Group 3: Financial and Operational Independence - Orbbec has a complete business system and operates independently, with no significant competition or unfair transactions with its controlling shareholders [20][21]. - The company maintains independent financial management, including separate bank accounts and tax obligations, ensuring financial autonomy [21][20]. Group 4: Major Shareholders and Control - As of the end of the reporting period, the top ten shareholders include major financial institutions, with Huang Yuanhao holding 27.23% directly and controlling a total of 35.73% of the voting rights [23][11]. - Huang Yuanhao's voting rights are enhanced by a special voting mechanism, allowing him to control 64.90% of the voting rights in the company [23][11].
奥比中光: 北京市金杜律师事务所关于奥比中光科技集团股份有限公司2025年度向特定对象发行A股股票之法律意见书