法律意见书 北京海润天睿律师事务所 关于西藏奇正藏药股份有限公司 可转换公司债券提前赎回的法律意见书 中国·北京 朝阳区建外大街甲 14 号广播大厦 5/9/10/13/17 层 二〇二五年八月 法律意见书 北京海润天睿律师事务所 关于西藏奇正藏药股份有限公司 可转换公司债券提前赎回的法律意见书 致：西藏奇正藏药股份有限公司 《可转换公司债券管理办法》 （以下简称"《管理办法》"）、 《深圳证券交易所上市 公司自律监管指引第 15 号—可转换公司债券》 （以下简称"《自律监管指引第 15 号》 "）等相关法律、法规、规范性文件及深圳证券交易所业务规则、《西藏奇正 藏药股份有限公司公开发行可转换公司债券募集说明书》 （以下简称"《募集说明 北京海润天睿律师事务所（以下简称"本所"）接受西藏奇正藏药股份有限 公司（以下简称"公司"或"奇正藏药"）的委托，根据《中华人民共和国公司 法》 （以下简称"《公司法》"）、 《中华人民共和国证券法》 （以下简称"《证券法》"）、 一、本次赎回的可转换公司债券的上市情况 书》 "）的规定，就公司可转换公司债券赎回的相关事宜（以下简称"本次赎回"） 出具本法律意见书。 对本所律 ...

Core Viewpoint - The company has announced the early redemption of its convertible bonds, "Emergency Convertible Bonds," due to the triggering of conditional redemption clauses based on stock price performance [1][2][6]. Group 1: Convertible Bond Details - The company issued 8,189,312 convertible bonds with a total amount of 818.93 million yuan, each with a face value of 100 yuan, and a term of 6 years [2][3]. - The conversion period for the bonds started on October 16, 2020, and will end on April 9, 2026 [3]. - The conversion price was adjusted to 7.06 yuan per share, effective from May 16, 2024, following a downward revision based on stock performance [5][4]. Group 2: Redemption Conditions - The conditional redemption clause was triggered as the stock price met the requirement of being at least 130% of the conversion price for 15 out of 30 trading days [2][6]. - The redemption price is set at 100.77 yuan per bond, which includes accrued interest calculated based on a 2.00% annual interest rate [6][7]. Group 3: Redemption Process - The redemption will be executed on August 28, 2025, with funds transferred to bondholders' accounts by September 4, 2025 [7][8]. - After the redemption is completed, the "Emergency Convertible Bonds" will be delisted from the Shenzhen Stock Exchange [1][8].

Core Viewpoint - Ningbo Bohui Chemical Technology Co., Ltd. has triggered the conditional redemption clause for its convertible bonds due to the stock price meeting specific criteria, leading to the decision to redeem the bonds early [2][6]. Group 1: Convertible Bond Redemption - The company announced that the "Bohui Convertible Bonds" will be redeemed at a price of 100.02 yuan per bond, with the redemption process set to complete by August 19, 2025 [7][8]. - The redemption was triggered as the company's stock price met the condition of being at least 130% of the conversion price for 15 out of 30 consecutive trading days [2][6]. - The bonds will be delisted from the Shenzhen Stock Exchange following the completion of the redemption [8]. Group 2: Convertible Bond Issuance and Terms - The company issued 3.97 million convertible bonds on August 16, 2022, with a total issuance amount of 397 million yuan, and the bonds were listed on September 2, 2022 [2][3]. - The conversion period for the bonds is from February 22, 2023, to August 15, 2028, with the conversion price adjusted from 15.05 yuan to 10.69 yuan per share as of May 19, 2023 [3][5]. - The conditional redemption clause allows the company to redeem the bonds if the stock price conditions are met or if the remaining unconverted bonds are less than 30 million yuan [6].

Core Viewpoint - Titan Co., Ltd. has decided not to exercise the early redemption rights for its convertible bonds, "Titan Convertible Bonds," despite triggering the conditional redemption clause due to stock prices exceeding 130% of the conversion price for 15 trading days [1][5][6]. Group 1: Convertible Bond Basic Information - The total amount of "Titan Convertible Bonds" issued is 295.5 million yuan, with a term of 6 years from the issuance date [1][2]. - The initial conversion price was set at 13.81 yuan per share, which has been adjusted to 13.27 yuan per share due to equity distribution plans [2][3]. Group 2: Conditional Redemption Clause - The conditional redemption clause allows the company to redeem the bonds if the stock price remains above 130% of the conversion price for 15 trading days [5][6]. - The stock price reached 17.25 yuan per share, triggering the redemption clause from July 21, 2025, to August 8, 2025 [5][6]. Group 3: Decision on Early Redemption - The board of directors decided to not exercise the early redemption rights for the next 6 months, from August 9, 2025, to February 8, 2026, to protect investor interests [6][7]. - Future decisions regarding the redemption will be made if the bonds trigger the redemption clause again after February 8, 2026 [6][7]. Group 4: Shareholder Transactions - There have been no transactions of "Titan Convertible Bonds" by major shareholders, including the actual controller and board members, in the 6 months leading up to the redemption condition [6][7].

Core Viewpoint - Guangzhou Baiyun Electric Equipment Co., Ltd. has decided to exercise its early redemption rights for the "Bai Dian Convertible Bonds" due to the stock price meeting the necessary conditions for redemption [2][3]. Group 1: Early Redemption of "Bai Dian Convertible Bonds" - The company held its 20th meeting of the 7th Board of Directors on August 6, 2025, where it approved the proposal for the early redemption of the "Bai Dian Convertible Bonds" [2][3]. - The redemption will occur at the bond's face value plus accrued interest for all bonds registered on the redemption registration date [2][3]. - The stock price has been at or above 130% of the conversion price for 15 trading days prior to the meeting, triggering the conditional redemption clause [3]. Group 2: Investor Guidance - Investors can either continue trading the "Bai Dian Convertible Bonds" in the secondary market or convert them at a price of 7.63 yuan per share within the specified timeframe [2][4]. - If investors do not convert or sell their bonds in time, they may face significant investment losses due to forced redemption at a price of 100 yuan per bond plus accrued interest [2][4]. - It is advised that investors holding pledged or frozen bonds should resolve these issues in advance to avoid being forced into redemption [4].

Core Viewpoint - Shenzhen Mingyang Circuit Technology Co., Ltd. has triggered the conditional redemption clause for its convertible bonds due to the stock price meeting specific criteria, leading to the decision to redeem the bonds at a price of 101.83 yuan per bond [2][10]. Group 1: Bond Redemption Details - The company has announced the early redemption of its convertible bonds ("Mingdian Convertible Bonds") after the stock price met the condition of being at least 130% of the conversion price for 15 out of 30 trading days [2][10]. - The total issuance of the convertible bonds was 673 million yuan, with a face value of 100 yuan per bond [2][3]. - The redemption price is set at 101.83 yuan per bond, which includes accrued interest calculated based on a 2.50% annual interest rate [10][11]. Group 2: Conversion and Adjustment History - The initial conversion price was set at 24.23 yuan per share, which has been adjusted multiple times, with the latest adjustment bringing it down to 11.91 yuan per share [3][7][9]. - The conversion period for the bonds is from June 21, 2021, to December 14, 2026 [3]. - The company has made several adjustments to the conversion price in response to market conditions and corporate actions, including a downward adjustment to 12.09 yuan per share in May 2024 [7][9]. Group 3: Redemption Process and Timeline - The redemption will be executed on September 8, 2025, with funds expected to reach bondholders' accounts by September 15, 2025 [11]. - The bonds will be delisted from the Shenzhen Stock Exchange following the completion of the redemption process [11]. - Bondholders are advised to ensure their bonds are not pledged or frozen before the conversion deadline to avoid potential losses [1].

Core Viewpoint - The company, Longhua Technology Group (Luoyang) Co., Ltd., is set to redeem its convertible bonds, "Longhua Convertible Bonds," ahead of schedule due to specific conditions being met, as confirmed by the sponsor, Huatai United Securities Co., Ltd. [1][10] Group 1: Convertible Bond Issuance and Listing - The company issued 7,989,283 convertible bonds at a face value of 100 yuan each, totaling 799.9283 million yuan, approved by the China Securities Regulatory Commission on July 30, 2021 [1][2] - The bonds were listed on the Shenzhen Stock Exchange on August 23, 2021, under the name "Longhua Convertible Bonds" with the code "123120" [2] - The conversion period for the bonds started on February 7, 2022, and will end on July 29, 2027 [2] Group 2: Conversion Price Adjustments - The conversion price was adjusted from 7.73 yuan/share to 7.75 yuan/share effective from August 2, 2022 [3] - Further adjustments were made, with the conversion price set to 6.15 yuan/share effective from September 13, 2024 [4][5] Group 3: Conditional Redemption Terms - The company has the right to redeem the bonds if the stock price exceeds 130% of the conversion price for at least 15 trading days within any 30-day period or if the remaining unconverted bonds are less than 30 million yuan [5] - The stock price from July 21, 2025, to August 8, 2025, met the condition for redemption, triggering the board's decision to redeem all unconverted bonds [5][6] Group 4: Redemption Implementation - The redemption price is set at 100.22 yuan per bond, which includes accrued interest calculated based on a 2.40% annual interest rate [6] - The redemption will occur on September 1, 2025, with trading of the bonds ceasing on August 27, 2025 [7][9] Group 5: Approval and Compliance - The board of directors approved the early redemption of the bonds, ensuring compliance with relevant regulations and the terms outlined in the offering document [10][11]

Group 1 - The company has decided to exercise its early redemption rights for the "Bai Dian Convertible Bonds" due to the stock price being above 130% of the conversion price for 15 trading days [1][2] - The redemption will occur at the bond's face value plus accrued interest, with further details to be disclosed in a subsequent announcement [1][2] - Investors are advised to either convert their bonds or sell them in the secondary market within the specified timeframe to avoid potential losses from forced redemption [1][2][3] Group 2 - The conversion price for the "Bai Dian Convertible Bonds" is set at 7.63 yuan per share, and the stock price must remain above 9.919 yuan per share for the redemption to be triggered [2] - The company will provide additional information regarding the redemption process, pricing, and timing in a future announcement [1][2] - Investors holding bonds that are pledged or frozen are recommended to resolve these issues to prevent forced redemption due to inability to convert [3]

Group 1 - The law firm Beijing Deheng (Shenzhen) has been commissioned to provide legal opinions regarding the early redemption of convertible bonds issued by Shenzhen Xince Standard Technology Service Co., Ltd [1][2] - The legal opinion is based on various laws and regulations, including the Company Law, Securities Law, and the Management Measures for Convertible Bonds [1][2] - The company has confirmed that all statements and documents provided to the law firm are accurate and complete, with no misleading or omitted information [2][3] Group 2 - The issuance and listing of the convertible bonds have been approved by the relevant authorities, including the Shenzhen Stock Exchange and the China Securities Regulatory Commission [6] - The total amount of the convertible bonds issued is 545 million yuan, and they will be listed on the Shenzhen Stock Exchange starting November 29, 2023 [6] - The convertible bonds have a maturity period from November 9, 2023, to November 8, 2029, with an initial conversion price set at 36.89 yuan per share [8] Group 3 - The redemption conditions for the convertible bonds are specified in the offering document, allowing the company to redeem the bonds under certain circumstances [7][8] - The company has met the conditions for redemption, including the stock price being at least 130% of the conversion price for a specified number of trading days [11][12] - The board of directors has approved the early redemption of the convertible bonds, and the company is required to fulfill information disclosure obligations as per regulatory requirements [12][13] Group 4 - The conversion price of the bonds will be adjusted based on the company's profit distribution plan, with the adjusted price set to be lower than the initial price [9][10] - The company plans to distribute cash dividends and increase its share capital, which will affect the conversion price of the bonds [9][10]

Core Viewpoint - Shenzhen Xince Standard Technology Service Co., Ltd. has announced the early redemption of its convertible bonds "Xince Convertible Bonds" due to the triggering of conditional redemption clauses based on stock price performance [1][2][6]. Group 1: Convertible Bond Redemption Announcement - The company will redeem "Xince Convertible Bonds" at a price of 100.42 CNY per bond, which is higher than the current market price, prompting bondholders to consider converting their bonds into shares before the redemption deadline [1][2][7]. - The conditional redemption was triggered as the stock price was above 130% of the conversion price for at least 15 trading days within a 30-day period [2][6]. Group 2: Convertible Bond Issuance Details - The company issued 5,450,000 convertible bonds with a total value of 545 million CNY, approved by the China Securities Regulatory Commission [2][3]. - The initial conversion price was set at 36.89 CNY per share, with the conversion period starting from May 15, 2024, until the maturity date on November 8, 2029 [3][4]. Group 3: Financial Implications and Adjustments - The net proceeds from the bond issuance, after deducting issuance costs, amounted to approximately 533.56 million CNY [3]. - The conversion price has been adjusted multiple times, with the latest adjustment setting it at 18.22 CNY per share effective from May 29, 2025 [5][6]. Group 4: Redemption Process and Timeline - The redemption will be executed for all bondholders registered by the redemption date of September 5, 2025, with funds expected to be transferred to their accounts by September 15, 2025 [8][9]. - The company will publish the redemption results and the delisting announcement for "Xince Convertible Bonds" following the completion of the redemption [9].