中材科技: 北京市嘉源律师事务所关于中材科技股份有限公司2025年第一次临时股东会的法律意见书

Core Viewpoint - The legal opinion letter from Beijing Jiayuan Law Firm confirms that the 2025 first extraordinary general meeting of China National Materials Group Corporation (中材科技股份有限公司) was convened and conducted in accordance with relevant laws and regulations, ensuring the legality and validity of the meeting and its resolutions [1][3][9] Group 1: Meeting Procedures - The meeting was convened by the company's board of directors and announced on the official websites, detailing the time, location, agenda, and voting procedures [3][4] - The meeting took place on August 11, 2025, at the company's conference room in Beijing, presided over by the chairman [4] - Voting was conducted through both on-site and online platforms, with specific time slots allocated for each voting method [4][5] Group 2: Attendance and Qualifications - A total of 502 participants attended the meeting, representing 1,094,293,212 shares, which is 65.2093% of the total voting shares [5][6] - The qualifications of attendees and the convenor were verified and found to comply with the relevant laws and the company's articles of association [5][6] Group 3: Voting Procedures and Results - Voting was conducted using a combination of on-site and online methods, with results being counted and verified according to the company's articles of association [6][7] - The resolutions included amendments to the company's articles of association and the appointment of the auditing firm for 2025, with significant support from shareholders [7][8] - The first resolution received 97.1211% approval, while the second and third resolutions also garnered over 97% approval, indicating strong shareholder support [6][8] Group 4: Conclusion - The legal opinion concludes that all procedures, qualifications, and voting results of the meeting are in compliance with the Company Law, Shareholders' Meeting Rules, and the company's articles of association, affirming the legality and validity of the meeting [9]