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蒙娜丽莎: 2025年第一次临时股东大会的法律意见书

Core Viewpoint - The legal opinion letter confirms that the procedures for convening and holding the extraordinary general meeting of Mona Lisa Group Co., Ltd. are in compliance with relevant laws and regulations, ensuring the legitimacy and effectiveness of the meeting [2][22]. Group 1: Meeting Procedures - The meeting was convened following a resolution from the company's board meeting held on July 29, 2025, and all shareholders were notified through designated information disclosure media [3][4]. - The meeting was conducted using a combination of on-site voting and online voting, with the on-site meeting held on August 15, 2025 [5][6]. Group 2: Attendance and Voting - A total of 157 shareholders and their proxies attended the meeting, representing 271,140,188 shares, which accounts for 66.3249% of the total voting shares [6][8]. - Online voting included 147 shareholders representing 1,398,489 shares, which is 0.3421% of the total voting shares [6][9]. Group 3: Voting Results - The voting results showed that 271,039,713 shares (99.9629%) were in favor of the proposal, while 67,775 shares (0.0250%) opposed it, and 32,700 shares (0.0121%) abstained [8][9]. - The proposal was classified as a special resolution, requiring more than two-thirds approval from the voting shares, which was achieved [10][19]. Group 4: Legal Compliance - The legal opinion asserts that the convening and holding procedures, as well as the qualifications of the conveners and attendees, comply with the Company Law, Securities Law, and relevant regulations [22][23]. - The voting procedures and results were also confirmed to be in accordance with the applicable laws and regulations, ensuring their legality and effectiveness [22][23].