Antu Biotechnology 2025 Annual Shareholders Meeting Legal Opinion
Shanghai AllBright Law Firm
About the 2025 Annual Shareholders Meeting of Zhengzhou Antu Bioengineering Co., Ltd.
legal opinion
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Shanghai AllBright Law Firm Legal Opinion
Shanghai AllBright Law Firm
About Zhengzhou Antu Bioengineering Co., Ltd.
2025 Annual Shareholders Meeting
legal opinion
To: Zhengzhou Antu Bioengineering Co., Ltd.
Shanghai AllBright Law Firm (hereinafter referred to as the "firm") accepted the entrustment of Zhengzhou Antu Bioengineering Co., Ltd. (hereinafter referred to as the "company") and assigned its lawyers to attend the company's 2025 annual shareholders' meeting (hereinafter referred to as the "shareholders' meeting") to witness the legality and compliance of this shareholders' meeting and issue legal opinions.
Our lawyers are based on the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), the "Rules of Shareholders' Meetings of Listed Companies" (hereinafter referred to as the "Rules of Shareholders' Meetings") and other laws, regulations and normative documents. This legal opinion is issued on matters related to the convening and convening procedures of this shareholders’ meeting, the qualifications of attendees and conveners, voting procedures and voting results, etc.
This legal opinion will only be used for the legality of matters related to the company's shareholders' meeting and may not be used for any other purpose. Our lawyers agree to announce this legal opinion together with the resolutions of the company's shareholders' meeting and assume corresponding responsibilities for this legal opinion in accordance with the law.
In accordance with the recognized business standards, ethics and diligence of the legal industry, our lawyers have verified and verified the relevant information and facts of this shareholders’ meeting, and hereby issue the following legal opinions:
1. Convening and convening procedures of this shareholders’ meeting
- Convening of this shareholders’ meeting
On April 21, 2026, the company held the 11th meeting of the fifth board of directors, reviewed and approved the "Proposal on Convening the 2025 Annual Shareholders' Meeting" and decided to convene this shareholders' meeting. Legal opinion from Shanghai AllBright Law Firm on April 23, 2026
The company's board of directors publicly released a notice on the convening of this shareholders' meeting on the Shanghai Stock Exchange website designated by the China Securities Regulatory Commission and other media. Such notices specify the time, place, convening method, attendees, matters to be reviewed, registration methods and other matters of the shareholders' meeting.
After verification, the convener has issued the meeting notice in the form of an announcement 20 days before the shareholders' meeting, and the notification time complies with the provisions of the Company Law, the Rules of Shareholders' Meetings and the Articles of Association.
- Convening of this shareholders’ meeting
This shareholders' meeting will be held through a combination of on-site voting and online voting.
The on-site shareholders' meeting will be held in the company's conference room at 14:00 on May 13, 2026. The meeting will be chaired by Chairman Mr. Miao Yongjun.
The specific time for online voting at this shareholders' meeting through the Shanghai Stock Exchange's online voting system is 9:15-9:25, 9:30-11:30 and 13:00-15:00 on May 13, 2026; the specific time for voting through the Internet voting platform is 9:15-15:00 on May 13, 2026. The company's shareholders can exercise their voting rights through the above system during online voting hours.
It has been verified that the time, location, method and content of this meeting are consistent with the relevant content in the notice and announcement of the shareholders' meeting.
To sum up, our lawyers believe that the convening and convening procedures of this shareholders’ meeting comply with the relevant provisions of the Company Law, the Rules of Shareholders’ Meetings and the Articles of Association.
2. Qualifications of attendees and convener of this shareholders’ meeting
- Qualifications of persons attending this shareholders’ meeting
(1) Personnel attending on-site meetings
After verification, a total of 4 shareholders and shareholders' agents attended the on-site shareholders' meeting. They were all shareholders of the company or their legally authorized agents registered with the Shanghai Branch of China Securities Depository and Clearing Co., Ltd. on the equity registration date, representing 406,078,389 shares, accounting for 71.0642% of the company's total voting shares.
In addition to the above-mentioned shareholders and shareholders' agents, some of the company's directors, senior managers and lawyers of the firm attended and attended the shareholders' meeting on site or through communication.
Shanghai AllBright Law Firm Legal Opinion
After checking the identity certificates, power of attorney and other information of the persons attending this shareholders' meeting, our lawyers believe that the qualifications of the persons attending this on-site shareholders' meeting are legal and valid.
(2) Persons participating in online voting
According to statistical results provided by Shanghai Securities Information Co., Ltd., a total of 390 shareholders participated in this shareholders' meeting through online voting, representing 4,763,235 shares, accounting for 0.8335% of the company's total voting shares.
The qualifications of the above-mentioned shareholders who participated in voting through the online voting system have been verified by the identity verification agency.
- Qualifications of the convener of this shareholders’ meeting
After verification, this shareholders' meeting was convened by the company's board of directors, and the convener's qualifications were legal and valid.
3. Voting procedures and results of this shareholders’ meeting
After verification, the shareholders and shareholders' agents who attended the on-site shareholders' meeting reviewed the matters listed in the meeting notice one by one through on-site registered voting, counted and monitored the votes in accordance with regulations, and announced the on-site voting status and results on the spot.
After combining the on-site voting and online voting results of various proposals, the final voting results of this shareholders’ meeting are as follows:
- Review the "2025 Board of Directors Work Report"
Voting results: 410,089,045 votes in favor, accounting for 99.8168% of the voting shares held by shareholders attending the meeting; 728,279 votes against, accounting for 0.1772% of the voting shares held by shareholders attending the meeting; 24,300 abstentions, accounting for 0.0060% of the voting shares held by shareholders attending the meeting.
- Review the "Proposal on the Company's Profit Distribution Plan for 2025"
Voting results: 410,133,285 votes in favor, accounting for 99.8275% of the voting shares held by shareholders attending the meeting; 699,979 votes against, accounting for 0.1703% of the voting shares held by shareholders attending the meeting; 8,360 abstentions, accounting for 0.0022% of the voting shares held by shareholders attending the meeting.
- Consider the "Proposal on Re-appointment of the Company's Audit Institution for 2026"
Shanghai AllBright Law Firm Legal opinion voting results: 410,049,485 votes in favor, accounting for 99.8071% of the voting shares held by shareholders attending the meeting; 747,679 votes against, accounting for 0.1819% of the voting shares held by shareholders attending the meeting; 44,460 abstentions, accounting for 0.0110% of the voting shares held by shareholders attending the meeting.
- Review the "Proposal on the Remuneration Plan for Directors and Senior Management in 2026"
Voting results: 409,896,485 votes in favor, accounting for 99.7699% of the voting shares held by shareholders attending the meeting; 905,339 votes against, accounting for 0.2203% of the voting shares held by shareholders attending the meeting; 39,800 abstentions, accounting for 0.0098% of the voting shares held by shareholders attending the meeting.
- Consider the "Proposal on Developing the Remuneration Management System for Directors and Senior Management"
Voting results: 409,993,685 votes in favor, accounting for 99.7936% of the voting shares held by shareholders attending the meeting; 788,039 votes against, accounting for 0.1918% of the voting shares held by shareholders attending the meeting; 59,900 abstentions, accounting for 0.0146% of the voting shares held by shareholders attending the meeting.
- Consider the "Proposal on the Closing of Some Raised Investment Projects and the Permanent Replenishment of Liquidity with Surplus Raised Funds"
Voting results: 410,069,045 votes in favor, accounting for 99.8119% of the voting shares held by shareholders attending the meeting; 715,879 votes against, accounting for 0.1742% of the voting shares held by shareholders attending the meeting; 56,700 abstentions, accounting for 0.0139% of the voting shares held by shareholders attending the meeting.
In summary, our lawyers believe that the voting procedures of this shareholders’ meeting complied with the provisions of the Company Law and other laws, regulations, normative documents, and the Articles of Association, and the voting results were legal and valid.
4. Conclusions
The convening, convening procedures, attendance of the meeting, qualifications of the convener, and voting procedures for this shareholders’ meeting of the company are in compliance with the relevant provisions of the Company Law, the Rules of Shareholders’ Meetings and other laws, regulations, normative documents, and the Articles of Association. The voting results of this shareholders’ meeting are legal and valid.
There are two original copies of this legal opinion.
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