法律意见书 信达会字（2025）第411号 广东信达律师事务所 股东会法律意见书 中国 深圳 福田区益田路 6001 号太平金融大厦 11、12 楼 邮政编码：518038 11,12/F, TaiPing Finance Tower,Yitian Road 6001,Futian District, ShenZhen, P. R. China 电话(Tel.)：(0755) 88265288 传真(Fax.)：(0755)88265537 网址(Website)：https://www.sundiallawfirm.com 广东信达律师事务所 关于中国长城科技集团股份有限公司 2025年度第三次临时股东会的 致：中国长城科技集团股份有限公司（下称"贵公司"） 广东信达律师事务所接受贵公司的委托，指派覃正伟律师及周蒴婷律师（下 称"本所律师"）参加了贵公司2025年度第三次临时股东会（下称"本次股东 会"），并进行了必要的验证工作。现根据《中华人民共和国公司法》（下称"《公 司法》"）、《上市公司股东会规则》（下称"《股东会规则》"）、《深圳证 券交易所上市公司股东会网络投票实施细则》（下称"《网络投票实施细 ...

上市公司：中国长城（000066），浪潮信息（000977），新大陆（000997），魅视科技（001229），智 微智能（001339），纳思达（002180），证通电子（002197），大华股份（002236），电科网安 （002268），中威电子（300270），智迪科技（301503），中润光学（688307），萤石网络 （688475），三未信安（688489） 知前沿，问智研。智研咨询是中国一流产业咨询机构，十数年持续深耕产业研究领域，提供深度产业研 究报告、商业计划书、可行性研究报告及定制服务等一站式产业咨询服务。专业的角度、品质化的服 务、敏锐的市场洞察力，专注于提供完善的产业解决方案，为您的投资决策赋能。 2016-2025年1-10月计算机、通信和其他电子设备制造业企业数统计图 数据来源：国家统计局，智研咨询整理 相关报告：智研咨询发布的《2025-2031年中国通信设备行业市场行情监测及发展趋向研判报告》 2025年1-10月，计算机、通信和其他电子设备制造业企业数（以下数据涉及的企业，均为规模以上工业 企业，从2011年起，规模以上工业企业起点标准由原来的年主营业务收入500万元提高到 ...

Core Viewpoint - The successful completion of the restructuring plan for *ST Jinke (000656) is expected to restore market confidence and improve the company's financial health, allowing it to apply for the removal of delisting risk warnings from the Shenzhen Stock Exchange [1][2]. Group 1: Restructuring Process - The restructuring process began in May 2023 when the company proposed to apply for restructuring and pre-restructuring [2]. - In February 2024, *ST Jinke officially filed for restructuring, which was accepted by the Chongqing Fifth Intermediate People's Court in April 2024 [2]. - The restructuring investors were finalized in November 2024, with a total investment of 2.628 billion yuan from various parties, including Shanghai Pinqi Management Consulting Co., Ltd. and Beijing Tianjiao Lvyuan Real Estate Development Co., Ltd. [2]. Group 2: Financial and Operational Improvements - The completion of the restructuring plan is expected to significantly improve the company's asset-liability structure and enhance its core competitiveness and profitability [3]. - The restructuring is projected to have a positive impact on the company's financial status in 2025, with specific amounts to be determined by audited financial statements [3]. Group 3: Industry Implications - The restructuring of *ST Jinke serves as a reference for the real estate industry in addressing challenges and finding new pathways for risk resolution [4]. - The case demonstrates that large real estate companies can effectively mitigate risks through judicial restructuring, providing a replicable success model for the industry [4][6]. - The company plans to restructure its business model around four key areas: investment management, development services, operational management, and special assets, incorporating technology and innovative practices [4].

Core Viewpoint - As of December 10, 2025, the number of shareholders for China Great Wall is projected to be 377,423 [2] Company Summary - China Great Wall has engaged with investors through an interactive platform, providing insights into its shareholder count [2] - The company is actively communicating with its investors, indicating a focus on transparency and shareholder engagement [2]

Core Viewpoint - The Chongqing Bay project, led by China Great Wall Asset Management Co., is a significant real estate revitalization initiative in Chongqing, marking the largest investment in the city in three years and the first successful collaboration between a central enterprise and local government [1][2]. Group 1: Project Overview - The Chongqing Bay project is located in the core area of Chongqing's "Two Rivers and Four Banks," covering a total construction area of approximately 1 million square meters, making it a rare large-scale comprehensive project in the city's main area [2][3]. - The project aims to enhance the urban image of the Nanbin Road area and promote high-quality urban development in Chongqing, addressing previous stagnation due to market conditions [2][3]. Group 2: Financial Collaboration - In January 2023, China Great Wall Asset, in collaboration with partners like Sunac China and China Merchants Bank, reached a financing agreement for the Chongqing Bay project, with an investment of up to 2.476 billion yuan for debt restructuring and new financing [3]. - Sunac China plays a crucial role as a major shareholder and operator, leveraging its industry experience to support the project's relaunch and ensure the realization of its value [3]. Group 3: Asset Management and Risk Mitigation - China Great Wall Asset has accumulated extensive experience in real estate risk mitigation, managing over 2.35 trillion yuan in non-performing assets and aiding more than 1.5 million enterprises since 2024 [4][5]. - The company employs diverse rescue models, such as debt restructuring and operational intervention, to revitalize projects, as demonstrated in successful cases across various cities [4][5]. Group 4: Future Directions - China Great Wall Asset aims to continue its role as a key player in the financial and real estate sectors, focusing on the policy of "digesting stock and improving quality" to stabilize real estate risks and develop new models for the industry [6].

Group 1 - The core transaction involved China Great Wall, with a total of 170,000 shares traded on December 12, resulting in a transaction value of 2.3885 million yuan, which accounted for 0.29% of the total trading volume for that day [1][2] - The transaction price was 14.05 yuan per share, which remained unchanged compared to the market closing price of 14.05 yuan [1][2]

Group 1 - Chongqing Bay project, a significant urban complex in the core area of Chongqing, has resumed construction after a prolonged halt due to industry adjustments and financial constraints faced by real estate developers [1][2][3] - The project, which covers a total construction area of over 1 million square meters, is considered a rare benchmark project in the core area of Chongqing, combining prime location, exceptional views, and rich cultural attributes [3][4] - The project faced severe stagnation, becoming a "stalled project" due to complex debt relationships, legal disputes, and issues related to demolition and resettlement, which hindered its development [4][5] Group 2 - A government-supported initiative has been launched to address the challenges faced by the Chongqing Bay project, marking a shift from simple financial aid to a more systematic approach to problem-solving [5][8] - China Great Wall Asset Management Co., Ltd. has committed to invest no more than 2.476 billion yuan to restructure existing debts and provide additional financing to ensure the project's continued development [5][6] - The success of revitalizing Chongqing Bay reflects a broader trend in the real estate industry, where risk mitigation strategies are evolving from short-term fixes to comprehensive rebuilding solutions [7][8] Group 3 - China Great Wall Asset Management has developed a full-chain relief plan that includes risk assessment, resource integration, and ongoing operational support, creating a closed-loop service system [8][9] - As of 2024, China Great Wall Asset Management has acquired and managed non-performing assets exceeding 23.5 trillion yuan, aiding over 1.5 million enterprises, and has invested over 10 billion yuan in the real estate sector since 2023, facilitating the resumption of stalled projects worth over 100 billion yuan [9]

Core Viewpoint - The article discusses the strategic direction and initiatives of China Great Wall Asset Management Co., Ltd. in alignment with the "14th Five-Year Plan" and the spirit of the 20th Central Committee, emphasizing its role in supporting high-quality economic and social development in China [1][2]. Group 1: Strategic Alignment and Responsibilities - China Great Wall Asset emphasizes the importance of understanding and implementing the "14th Five-Year Plan" to enhance its service capabilities in supporting China's modernization [2]. - The company is committed to maintaining the leadership of the Communist Party in its governance and ensuring alignment with national policies to achieve high-quality development [2][3]. - The focus is on high-quality development, integrating national strategies with the company's core responsibilities, particularly in asset management and risk resolution [3]. Group 2: Key Business Initiatives - The company aims to support the construction of a modern industrial system by providing financial support for technological innovation and upgrading traditional industries, particularly in sectors like integrated circuits and renewable energy [4]. - China Great Wall Asset is actively involved in revitalizing distressed real estate projects and facilitating asset circulation to support domestic economic circulation [5][6]. - The company has participated in the risk resolution of small and medium-sized financial institutions, acquiring over 220 billion yuan in non-performing debts in the past three years to maintain financial stability [6]. Group 3: Reform and Development Mechanisms - The company plans to deepen its management system reforms to enhance governance efficiency and risk management capabilities [7]. - It aims to build a comprehensive risk control system and improve its ability to meet diverse market needs through various financial tools [7]. - The company is focusing on digital transformation and technological empowerment to enhance asset valuation and decision-making processes [8].

上市公司：中国长城（000066），浪潮信息（000977），新大陆（000997），魅视科技（001229），智 微智能（001339），纳思达（002180），证通电子（002197），大华股份（002236），电科网安 （002268），中威电子（300270），智迪科技（301503），中润光学（688307），萤石网络 （688475），三未信安（688489） 2019年-2025年1-10月全国计算机、通信和其他电子设备制造业出口货值统计图 数据来源：国家统计局，智研咨询整理 知前沿，问智研。智研咨询是中国一流产业咨询机构，十数年持续深耕产业研究领域，提供深度产业研 究报告、商业计划书、可行性研究报告及定制服务等一站式产业咨询服务。专业的角度、品质化的服 务、敏锐的市场洞察力，专注于提供完善的产业解决方案，为您的投资决策赋能。 相关报告：智研咨询发布的《2025-2031年中国通信设备行业市场行情监测及发展趋向研判报告》 根据国家统计局数据可知：2025年10月全国计算机、通信和其他电子设备制造业出口货值为5776.2亿 元，同比下降6.3%；2025年1-10月全国计算机、通信和其他电子设备制 ...

Core Viewpoint - The recent advancements in China's aerospace sector, including the launch of new satellites and rockets, indicate a significant growth potential for the commercial space industry, driven by breakthroughs in reusable rocket technology [1][2]. Group 1: Industry Developments - The China Securities High-end Equipment Sub-index 50 has seen a 0.56% increase, with notable stock performances from companies like Putian Technology (up 6.81%) and Western Superconducting (up 5.23%) [1]. - The launch of the first energy engineering satellite, "Electric Power Engineering No. 1," and the first remote sensing satellite for the power industry marks a milestone in China's satellite capabilities [1]. - The successful launch of multiple rockets, including the Long March series achieving a record of three launches in one day, highlights the increasing frequency and capability of China's space missions [1]. Group 2: Market Outlook - Oriental Securities notes that the recent first flights of several rockets could catalyze the commercial space sector, with expectations of a significant reduction in launch costs due to advancements in reusable technology [2]. - The commercial space industry in China is anticipated to enter a new phase of scaled and normalized development, with private rockets expected to effectively supplement launch capacity in the short term [2]. - In the next three to five years, the commercialization of reusable rockets is expected to drastically lower launch costs and increase the frequency of launches [2]. Group 3: Investment Opportunities - The top ten weighted stocks in the China Securities High-end Equipment Sub-index 50 account for 44.74% of the index, indicating concentrated investment opportunities in leading companies within the aerospace and defense sectors [2]. - Investors can consider the China Securities High-end Equipment Sub-index 50 ETF (159638) for exposure to key players in aerospace, military equipment, and satellite navigation [2]. - The availability of the China Securities High-end Equipment Sub-index 50 ETF linked fund (018028) provides an avenue for investors to capitalize on industry rotation opportunities [3].