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*ST宝鹰: 2025年第二次临时股东大会法律意见书

Core Points - The legal opinion letter from Guangdong Xinda Law Firm confirms the legality of the convening and holding of the 2025 Second Extraordinary General Meeting of Shenzhen Baoying Construction Holding Group Co., Ltd [1][3][15] - The meeting was convened according to the resolutions passed in the 28th meeting and was announced through designated media [4][5] - The legal opinion covers the procedures, qualifications of attendees, and voting results, ensuring compliance with relevant laws and regulations [6][15] Summary by Sections Meeting Convening - The meeting was convened based on the proposal to hold the 2025 Second Extraordinary General Meeting, with announcements made in various financial newspapers and online platforms [4][5] - The meeting's notice and supplementary notice included details on the time, location, voting procedures, and agenda items [4][5] Meeting Attendance - A total of 4 shareholders and authorized representatives attended the meeting in person, holding 545,174,414 shares, which is 35.9555% of the total voting shares [6] - Additionally, 342 shareholders participated via online voting, representing 101,663,331 shares, or 6.7049% of the total voting shares [6] Voting Procedures and Results - The meeting adopted a named voting method, and the results were announced immediately after the voting concluded [9] - Key resolutions included: - Approval of the proposal to publicly transfer shares in Danhua Renewable Energy Technology Co., Ltd, with 99.7231% in favor [9][10] - Election of a non-independent director, with 99.6632% in favor [11] - Changes to the business scope and amendments to the company’s articles of association, with 99.6834% in favor [12] - Approval of a loan from the controlling shareholder, with 98.0253% in favor [14] - Approval of guarantees for financing, with 98.0298% in favor [15] Conclusion - The legal opinion concludes that the meeting's procedures, attendee qualifications, and voting results are all in compliance with applicable laws and regulations [15]