Beijing Hairun Tianrui Law Firm’s Legal Opinion on the First Extraordinary Shareholders Meeting of Qingdao Weilan Biological Co., Ltd. in 2026
Beijing Hairun Tianrui Law Firm
Legal Opinion on the First Extraordinary Shareholders Meeting of Qingdao Weilan Biological Co., Ltd. in 2026
China·Beijing
Address: 5th, 9th, 10th, 13th and 17th floors, Broadcasting Building, No. 14 Jianwai Street, Chaoyang District Postal Code: 100022 Tel: (010) 65219696 Fax: (010) 88381869
March 2026
Beijing Hairun Tianrui Law Firm
About Qingdao Weilan Biological Co., Ltd.
Legal Opinion on the First Extraordinary Shareholders Meeting in 2026
To: Qingdao Weilan Biological Co., Ltd.
Beijing Hairun Tianrui Law Firm (hereinafter referred to as the "firm") accepted the entrustment of Qingdao Weilan Biological Co., Ltd. (hereinafter referred to as the "company") and assigned its lawyers to attend the company The first extraordinary shareholders' meeting in 2026, and in accordance with the provisions of the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Code of Governance of Listed Companies, the Articles of Association and other relevant laws and regulations, this legal opinion is issued on the convening and convening procedures of the company's shareholders' meeting, the qualifications of those attending the meeting, the qualifications of the convener, the voting procedures and voting results and other relevant matters.
Regarding this legal opinion, our lawyers declare as follows:
In accordance with the provisions of the Securities Law, the Administrative Measures for Law Firms Engaging in Securities Legal Business, and the Rules for the Practice of Securities Legal Business of Law Firms, as well as the facts that have occurred or existed before the date of issuance of this legal opinion, the firm and its handling lawyers have strictly performed their statutory duties, followed the principles of diligence and good faith, and conducted sufficient verification and verification to ensure that the facts identified in this legal opinion are true, accurate, and complete, and that the concluding opinions issued are legal and accurate, and there are no false records, misleading statements, or major omissions, and they shall bear corresponding legal responsibilities.
1. Convening and convening procedures of this shareholders’ meeting
The company held the 23rd meeting of the fifth board of directors on February 10, 2026, and reviewed and approved the "Proposal on Convening the Company's First Extraordinary Shareholders' Meeting in 2026".
After review by our lawyers, the company's board of directors has published "About the Convening of the 2026 Meeting" on February 11, 2026 in media such as China Securities Journal, Shanghai Securities News, and Securities Times, and on the website of the Shanghai Stock Exchange (http://www.sse.com.cn) "Notice of the First Extraordinary Shareholders' Meeting of 2019", which states the time, place, equity registration date and other matters of this shareholders' meeting, and lists the proposals submitted for consideration at this shareholders' meeting in the meeting notice. The on-site meeting of shareholders will be held at 14:30 on March 6, 2026 in the multimedia conference room of Building B, Weilan Bio Innovation Park, No. 596-1, Jiushui East Road, Laoshan District, Qingdao City. Recommended by more than half of the company's directors, the meeting will be chaired by the company's director Mr. Qiao Piyuan; the online voting time for this shareholders' meeting is March 6, 2026, among which the voting time through the Shanghai Stock Exchange trading system voting platform is March 6, 2026 9:15-9:25, 9:30-11:30, 13:00-15:00; voting time through the Internet voting platform is: March 6, 2026 9:15-15:00. The time, place and topics of this shareholders' meeting are consistent with the matters listed in the notice of the shareholders' meeting.
Our lawyers believe that the convening and convening procedures of the company’s current shareholders’ meeting comply with the provisions of relevant laws, administrative regulations and the Articles of Association.
2. Qualifications of persons attending this shareholders’ meeting and meeting convener
- After inspection, a total of 308 shareholders and shareholders' proxies attended the company's shareholders' meeting, representing 163,882,300 shares, accounting for 64.7682% of the company's total shares.
(1) As verified by our lawyers, the shareholders and shareholders’ agents present at the shareholders’ meeting 8 represented 162,895,760 shares, accounting for 64.3783% of the company’s total shares.
(2) According to statistics from Shanghai Securities Information Co., Ltd. and verified by the company, a total of 300 shareholders and shareholders' proxies attended the shareholders' meeting through the online voting system during the online voting time, representing 986,540 shares, accounting for 0.3899% of the company's total shares.
Some of the company's directors, senior managers, board secretaries and witnessing lawyers attended the shareholders' meeting.
The convener of this shareholders' meeting is the company's board of directors.
Our lawyers believe that the qualifications of the attendees of this shareholders’ meeting and the qualifications of the convener are in compliance with the provisions of the Company Law, the Rules of Shareholders’ Meetings of Listed Companies and other laws, regulations, normative documents and the Articles of Association.
3. Matters to be considered, voting procedures and voting results of this shareholders’ meeting
This shareholders' meeting reviewed the proposals included in the notice of the shareholders' meeting, using a combination of on-site voting and online voting, and reviewed and approved the following proposals:
- "Proposal on the Acquisition of 50% Equity Interests of Aidimeng Weilan Biotechnology (Shandong) Co., Ltd. by a wholly-owned subsidiary".
After verification by our lawyers, the matters discussed at this shareholders' meeting are completely consistent with the matters listed in the notice convening the shareholders' meeting. The on-site meeting of this shareholders' meeting was voted by registered voting. The shareholders or shareholders' agents who attended the on-site meeting voted on the proposals included in the agenda of this shareholders' meeting, and the votes were scrutinized, verified and counted by the scrutineers and counters. After the online voting, Shanghai Securities Information Co., Ltd. provided the company with the total number of votes cast and the results of the online voting at this meeting; the company separately counted the votes of small and medium investors on the above-mentioned proposals. After the company consolidated the on-site voting results and the online voting results provided by Shanghai Securities Information Co., Ltd., the resolution reviewed at this shareholders' meeting was passed.
Our lawyers believe that the voting method and voting procedures of this shareholders’ meeting comply with the provisions of the Company Law, the Rules of Shareholders’ Meetings of Listed Companies, the Articles of Association and other relevant laws and regulations.
4. Conclusions
Our lawyers believe that the company's convening and convening procedures of this shareholders' meeting comply with the provisions of relevant laws, administrative regulations and the "Articles of Association"; the qualifications of the personnel attending this shareholders' meeting and the qualifications of the convener are legal and valid; the voting procedures and voting results of this shareholders' meeting are legal and valid.
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