Workflow
山推股份: 北京市环球律师事务所上海分所关于山推工程机械股份有限公司2025 年第三次临时股东大会的法律意见书

Core Viewpoint - The legal opinion letter confirms that the procedures for the third extraordinary general meeting of shareholders of Shantui Construction Machinery Co., Ltd. are in compliance with relevant laws and regulations, and the resolutions passed during the meeting are valid and effective [2][31]. Group 1: Meeting Procedures - The third extraordinary general meeting of shareholders was held on August 22, 2025, with a notice published on August 7, 2025, meeting the requirement of a 15-day notice period [4][5]. - The meeting utilized both on-site and online voting systems, allowing shareholders to exercise their voting rights through the Shenzhen Stock Exchange [5][6]. - The convening and holding procedures of the meeting were verified to comply with applicable laws, regulations, and the company's articles of association [5][31]. Group 2: Qualifications of Participants - The 11th Board of Directors of Shantui approved the convening of the meeting on July 15, 2025, and acted as the convener [6]. - A total of 929 shareholders attended the meeting, representing 798,639,005 shares, which is 53.4349% of the total voting shares [6][31]. - The qualifications of the conveners and attendees were confirmed to be legal and valid [6][31]. Group 3: Resolutions Passed - The meeting passed several resolutions, including the issuance of H-shares and the listing on the Hong Kong Stock Exchange, with significant support from shareholders [8][14]. - The voting results showed that the resolutions received overwhelming approval, with most resolutions passing with over 99% support from attending shareholders [8][10][14]. - The resolutions related to the use of raised funds and the appointment of auditors were also approved with similar high levels of support [14][18][31]. Group 4: Voting Procedures - The voting process combined on-site and online methods, ensuring transparency and accessibility for all shareholders [7][31]. - The results of the votes were announced immediately after the counting process, with both on-site and online votes being aggregated [7][31]. - The voting procedures adhered to the legal requirements and the company's governance rules [7][31].