北京市朝阳区建外大街丁 12 号英皇集团中心 8、9、11 层 电话/Tel.:010-50867666 传真/Fax:010-56916450 网址/Website:www.kangdalawyers.com 北京 西安 深圳 海口 上海 广州 杭州 沈阳 南京 天津 菏泽 成都 苏州 呼和浩特 香港 武汉 郑州 长沙 厦门 重庆 合肥 宁波 济南 昆明 南昌 北京市康达律师事务所 之 法律意见书 康达法意字【2025】第 0425 号 二〇二五年八月 法律意见书 北京市康达律师事务所 关于 关于 牧原食品股份有限公司 牧原食品股份有限公司 之 法律意见书 康达法意字【2025】第 0425 号 致：牧原食品股份有限公司 北京市康达律师事务所（以下简称为"本所"）接受牧原食品股份有限公司（以 下简称"公司"或"牧原股份"）的委托，担任牧原股份 2025 年经营者持股计划（以 下简称"员工持股计划"或"本次经营者持股计划"）的法律顾问，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》"）、中国证券监督管理委员会《关于上市公司实施员工持股计 划试点的指导 ...

Group 1 - The core opinion of the article is that the legal opinion letter confirms the compliance and legitimacy of the employee stock ownership plan proposed by Muyuan Foods Co., Ltd. for 2025 [5][23] - Muyuan Foods is a legally established and validly existing joint-stock company, having been founded on December 28, 2009, with a registered capital of 546,276.8135 million RMB [5][6] - The company is listed on the Shenzhen Stock Exchange under the stock code "002714" [6] Group 2 - The employee stock ownership plan has undergone necessary internal resolutions and is pending approval at the upcoming shareholder meeting [8][15] - The plan complies with legal requirements, including voluntary participation and risk-bearing principles for employees [9][10] - The total number of shares allocated under the plan will not exceed 10% of the company's total share capital, with individual employee allocations capped at 1% [10][12] Group 3 - The company has followed the required legal procedures for implementing the employee stock ownership plan, including consultations with employee representatives and board approvals [14][15] - The company has fulfilled its information disclosure obligations regarding the plan, ensuring transparency [17][23] - The voting arrangements for the plan are compliant with regulations, ensuring that related parties abstain from voting [19][24] Group 4 - The plan allows for participation in future financing activities, with decisions made by a management committee and subject to approval by the holders' meeting [21][24] - There is no agreement or arrangement for concerted action between the employee stock ownership plan and the company's controlling shareholders or management [22][24] - The legal opinion concludes that the plan meets all regulatory requirements and is ready for implementation pending shareholder approval [23][24]

Meeting Overview - The sixth board meeting of Hunan Xinwufeng Co., Ltd. was held on August 21, 2025, via telecommunication, with all 7 directors participating in the voting process [1] - The meeting's procedures complied with the Company Law and other relevant regulations [1] Resolutions Passed - A total of 7 votes in favor, 0 against, and 0 abstentions were recorded for the approval of the special report on the use of raised funds for the first half of 2025 [1] - The board also approved the semi-annual evaluation report of the "Quality Improvement and Efficiency Enhancement" action plan, with the same voting results [2] - The company plans to adjust the functions of its headquarters' technology department to the breeding division's production technology department, renaming the departments accordingly [2] Financial and Credit Proposals - The board approved a proposal to apply for a credit line of 200 million yuan from China Everbright Bank, with a one-year term [5] - A proposal for a credit line of 400 million yuan from the Export-Import Bank of China was also approved [5] - The company plans to apply for a comprehensive credit line of 500 million yuan from China Construction Bank, which includes 400 million yuan in renewed credit and 100 million yuan in new credit [5] - Additional credit applications were approved for various banks, including a 140 million yuan credit line from China Merchants Bank and a 5 million yuan credit line from Guangdong Huaxing Bank [6]

证券代码：600975 证券简称：新五丰 公告编号：2025-042 湖南新五丰股份有限公司 关于修订新五丰一期基金合伙协议 暨关联交易的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： ● 交易简要内容：基于湖南新五丰一期产业投资基金企业（有限合伙）的 实际需求，以及根据中国证券投资基金业协会《私募投资基金登记备案办法》和 工商备案的新要求，现拟对《湖南新五丰一期产业投资基金企业（有限合伙）合 伙协议》进行修订，涉及合伙期限、负责人、出资时间、管理费条款等信息发生 变更。湖南新五丰股份有限公司（以下简称"公司"或"新五丰"）拟与普通合 伙人（GP）湖南农发投资私募基金管理有限公司（以下简称"农发投资"，原 名为"湖南现代农业产业投资基金管理有限公司"、简称为"现代农业基金管理 公司"）、有限合伙人（LP）湖南省现代农业产业控股集团有限公司（以下简 称"现代农业集团"）重新签署湖南新五丰一期产业投资基金企业（有限合伙） 合伙协议。 ● 本次交易构成关联交易：现代农业集团系新五丰控股股东，农发投资系 新五丰间 ...

Summary of Key Points Core Viewpoint The report outlines the fundraising activities and the usage of raised funds by Hunan Xinwufeng Co., Ltd. for the first half of 2025, detailing the amounts raised, their allocation, and the management of these funds. Fundraising Overview - The company raised a total of RMB 102,999.00 million by issuing 152,365,383 shares at RMB 6.76 per share, with a net amount of RMB 102,219.44 million after deducting fees [1]. - A subsequent fundraising round raised RMB 155,057.94 million by issuing 184,812,797 shares at RMB 8.39 per share, resulting in a net amount of RMB 152,764.89 million after fees [1]. Fund Usage and Balance - For the first fundraising, the net amount was RMB 102,219.44 million, with RMB 96,365.16 million allocated to projects and RMB 445.24 million in interest income, leading to a remaining balance of RMB 4,957.42 million [2]. - For the second fundraising, the net amount was RMB 152,764.89 million, with RMB 98,866.29 million allocated to projects and RMB 626.10 million in interest income, resulting in a remaining balance of RMB 50,416.81 million [2]. Fund Management - The company has established a management system for the raised funds in compliance with relevant laws and regulations to enhance efficiency and protect investor rights [3]. - Multiple tripartite and quadripartite agreements have been signed with banks and sponsors to ensure proper management and usage of the funds [4][5]. Project Adjustments - Due to delays in construction at some pig breeding sites, the company has made adjustments to the allocation of raised funds, reallocating funds from the original projects to new initiatives [7][9]. - The company terminated the "Shinou Township 3,600 Head Breeding Farm Project" due to unfavorable market conditions and redirected the remaining funds to supplement working capital [8]. Financial Performance - The company has reported that the investment projects have not encountered any significant issues, and the usage of funds has been disclosed appropriately [11][12].

证券代码：600975 证券简称：新五丰 公告编号：2025-041 同时，公司重视市值管理工作，结合公司实际进一步规范公司市值管理行 为，推动公司价值提升，保护公司、投资者及其他利益相关者的合法权益。 三、 坚持创新驱动，培育新质生产力 湖南新五丰股份有限公司 关于"提质增效重回报"行动方案的 半年度评估报告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 湖南新五丰股份有限公司（以下简称"新五丰"或"公司"）为深入贯彻 党的二十大、二十届三中全会及中央金融工作会议精神，落实国务院《关于进 一步提高上市公司质量的意见》要求，积极响应上海证券交易所《关于开展沪 市公司"提质增效重回报"专项行动的倡议》，结合公司经营实际和发展战略， 于 2025 年 3 月 6 日经公司第六届董事会第十三次会议审议，披露了《"提质增 效重回报"行动方案》。现将行动方案半年度执行评估情况报告如下： 一、聚焦主责主业，提升经营质量 秉持"深化改革强管理，市场导向提质效"的生产经营思路，聚焦优产能、调 模式、深改革，公司治理能力和治理效能不断强化，高 ...

Group 1 - The company Xinwufeng (600975.SH) reported a total operating revenue of 3.688 billion yuan for the first half of 2025, representing a year-on-year increase of 14.08% [1] - The net profit attributable to shareholders of the parent company was 45.2344 million yuan, a significant recovery from a loss of 247 million yuan in the same period last year [1] - The basic earnings per share were 0.04 yuan [1]

Investment Rating - The investment rating for the company is "Buy" and is maintained [8]. Core Viewpoints - The industry is transitioning from rapid growth to a stable phase, with medium to long-term capacity regulation expected to become the new norm in the pig farming sector, which may positively impact the industry. The company is entering a new stage of development [2]. - Future capital expenditures are expected to gradually decrease, with a significant slowdown in new domestic capacity. The focus will shift towards enhancing efficiency, deepening cost reductions, lowering debt, and improving free cash flow, leading to a healthier high-quality development phase for the company's domestic business. The overseas market presents new growth opportunities [2]. - In the first half of 2025, the company achieved revenue of 76.46 billion yuan (YoY +34%), net profit of 10.79 billion yuan (YoY +953%), and attributable net profit of 10.53 billion yuan (YoY +1170%). In Q2 alone, revenue was 40.40 billion yuan (YoY +32%), with net profit of 6.17 billion yuan (YoY +77%) and attributable net profit of 6.04 billion yuan (YoY +88%) [6]. Summary by Sections Financial Performance - In July 2025, the company's total cost dropped to 11.8 yuan/kg, with an average complete cost of approximately 12.2 yuan/kg in Q2. The company marketed 46.91 million pigs in the first half of 2025 (YoY +45%), including 38.39 million market pigs (YoY +32%) and 8.29 million piglets (YoY +168%). The average profit per market pig was about 254 yuan per head in the first half, increasing to approximately 283 yuan per head in Q2 [11]. - Cash flow and debt levels have significantly improved, with a 12% year-on-year increase in net cash flow from operating activities in H1 2025. Capital expenditures decreased from 6 billion yuan in H1 2024 to 5.2 billion yuan in H1 2025. The debt-to-asset ratio fell from 59% in Q1 2025 to 56% in Q2 2025, with total liabilities decreasing by 12.8 billion yuan compared to Q1 2025 [11]. Cost Management and Shareholder Returns - The company aims for an average annual complete cost of 12 yuan/kg, with expectations to reduce it to 11 yuan/kg by year-end, primarily through improved production performance and reduced operating expenses. Future cost-cutting measures include breeding optimization, health management, and employee training [11]. - In H1 2025, the company distributed 5 billion yuan in dividends, with a payout ratio of 47.5%, exceeding the 40% target set for 2024. Including share buybacks, total shareholder returns reached 6.11 billion yuan, accounting for approximately 58% of the attributable net profit for H1 2025 [11].

Core Viewpoint - The first systematic plan focusing on "Media+" integration with the livestock industry has been launched in Guangdong, aiming to enhance the high-quality development of the livestock sector from 2025 to 2027 [1][2]. Group 1: Key Initiatives - The plan outlines three major initiatives for the next three years: brand building and trust engineering, market expansion and sales connection, and technology empowerment and industry upgrading [2]. - The goal is to elevate the industry through six objectives, including brand enhancement, efficiency in production and sales, market confidence, technological empowerment, talent revitalization, and integration efficiency [2]. Group 2: Brand Development - The plan prioritizes brand building, establishing a certification mechanism for "Yue Mu You Pin" (Guangdong Livestock Quality Products) and creating a public brand identity and standards [3]. - A "Transparent Farm" initiative will be launched to enhance consumer trust, involving blockchain and IoT technologies for full traceability of livestock products [3][4]. Group 3: Cultural Integration and Marketing - The plan includes cultural integration by promoting livestock culture and developing eco-tourism resources, creating a system that connects specialty farming, food tasting, and ecological tourism [4][5]. - Various promotional events will be organized, such as food festivals and competitions, to enhance the visibility of Guangdong's livestock products [4]. Group 4: Market Expansion - The plan aims to expand the market reach of Guangdong livestock products, targeting key consumption areas like the Greater Bay Area and international markets [7]. - Initiatives will include long-term partnerships with restaurants and integrating "Yue Mu You Pin" into school meal procurement [7]. Group 5: Technological Advancement - The plan emphasizes the adoption of smart and green technologies in the livestock sector, promoting AI applications and establishing benchmark enterprises [8]. - A "Cloud Ranch" e-commerce platform will be developed to facilitate direct sales and enhance digital transformation in the industry [6].

Core Viewpoint - The company emphasizes its commitment to sustainable development and quality improvement in response to national policies and market demands [1] Group 1: Company Strategy - The company adheres to a long-term strategy focused on optimizing the scale of the egg-laying chicken industry, flexible production, and structural adjustments [1] - The company aims to enhance product quality and achieve sustainable, healthy, and green development [1] Group 2: Industry Response - The company is responding to national policies aimed at controlling overproduction and promoting high-quality development in the industry [1] - The company is committed to improving its biosecurity system and implementing green, low-carbon farming practices [1]