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秦川机床: 北京市炜衡律师事务所关于秦川机床工具集团股份公司2025年第二次临时股东大会见证之法律意见书

Core Viewpoint - The legal opinion letter confirms the legality and validity of the convening and conducting procedures of the Qin Chuan Machine Tool Group Co., Ltd. 2025 Second Extraordinary General Meeting of Shareholders, as well as the qualifications of attendees and the voting procedures [1][2][3]. Group 1: Meeting Procedures - The meeting was convened by a resolution from the company's ninth board of directors on July 23, 2025, with all eight directors participating and unanimously approving the proposal to hold the meeting [3][4]. - The notice for the meeting was published on July 24, 2025, in several financial newspapers and online platforms, meeting the legal requirement of notifying shareholders at least 15 days prior to the meeting [4][5]. Group 2: Attendee Qualifications - A total of 759 attendees represented 494,208,203 shares, accounting for 48.4515% of the total shares of the listed company [6]. - The meeting was attended by all eight directors, four supervisors, and four senior management personnel, along with two hired lawyers [6][7]. Group 3: Proposals and Voting Results - The board announced two proposals for the meeting, which complied with the company's articles of association [7]. - The first proposal regarding changes to registered capital received 99.1917% approval, while the second proposal concerning the election methods for directors and supervisors received 99.9251% approval [8][9]. Group 4: Conclusion - The legal opinion concludes that all aspects of the meeting, including convening procedures, attendee qualifications, proposals, and voting processes, comply with relevant laws and regulations, rendering the resolutions passed at the meeting as legal and valid [9].