[Temporary Announcement] Bosheng Medical Materials: Legal Opinion of Jiangsu Bosheng Medical New Materials Co., Ltd. 2025 Annual Shareholders Meeting
Floor 11-12, Taiping Financial Building, No. 6001, Yitian Road, Futian District, Shenzhen, China Postal Code: 518038
11-12/F, TAIPING FINANCE TOWER, YITIAN ROAD 6001, FUTIAN DISTRICT, SHENZHEN, P. R.CHINATel: (0755) 88265288 Fax: (0755) 88265537
Email (E-mail): [email protected]
Website: www.sundiallawfirm.com
Jiangsu Bosheng Medical New Materials Co., Ltd.
2025 Annual Shareholders Meeting
legal opinion
Cinda Third Board Meeting (2026) No. 009
To: Jiangsu Bosheng Medical New Materials Co., Ltd. (hereinafter referred to as "your company" or "the company")
According to 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 Measures for the Supervision and Administration of Unlisted Public Companies, the Business Rules of the National Equities Exchange and Quotations (Trial), and the National In accordance with the provisions of the "Information Disclosure Rules for Companies Listed on the Small and Medium Enterprises Equities Exchange and Quotations" and the "Articles of Association of Jiangsu Bosheng Medical New Materials Co., Ltd." (hereinafter referred to as the "Articles of Association"), Guangdong Cinda Law Firm (hereinafter referred to as "Cinda") accepts your company's entrustment and assigns lawyers to attend your company's 2025 Annual Shareholders’ Meeting (hereinafter referred to as the “Shareholders’ Meeting”), and issue this legal opinion in accordance with the law.
In order to issue this legal opinion, Cinda lawyers reviewed the following documents provided by the company, including but not limited to:
Articles of Association;
The seventh resolution of the company’s seventh board of directors;
The company published it on the National Small and Medium Enterprises Share Transfer System Information Disclosure Platform on March 26, 2026.
Legal Opinion "Notice and Announcement of Jiangsu Boxun Medical New Materials Co., Ltd. on Convening the 2025 Annual Shareholders Meeting (Online Voting Provided)";
The "List of All Securities Holders" issued by China Securities Depository and Clearing Co., Ltd. on April 14, 2026 with the equity registration date as April 13, 2026;
Relevant documents such as the shareholders’ meeting proposal, shareholder signature book, voting votes, meeting minutes, etc.
In accordance with the requirements of relevant laws and regulations, and in accordance with the business standards, ethics and diligence recognized by the lawyer industry, Cinda lawyers issued legal opinions on the convening and convening procedures of this shareholders' meeting, the qualifications of attendees and conveners, the voting procedures of the meeting, and the voting results, etc.
1. Convening and convening procedures of this shareholders’ meeting
(1) Convening of this shareholders’ meeting
This shareholders’ meeting was convened by the company’s board of directors in accordance with the resolution of the seventh meeting of the seventh board of directors held on March 25, 2026.
On March 26, 2026, the company's board of directors announced the "Notice and Announcement of Jiangsu Boxun Medical New Materials Co., Ltd. on the Convening of the 2025 Annual Shareholders' Meeting (Online Voting Provided)" on the National Small and Medium-sized Enterprises Share Transfer System Information Disclosure Platform in accordance with the provisions of the "Articles of Association". The meeting notice includes the meeting time, location, method, convener, attendees, matters to be considered at the meeting, equity registration date and registration method, etc.
The equity registration date for this shareholders’ meeting of the company is April 13, 2026.
(2) 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 as scheduled at 3 pm on April 17, 2026 (Friday) in the conference room on the third floor of Jiangsu Bosheng Medical New Materials Co., Ltd., Zhangguo Town Industrial Park, Xinghua City, Jiangsu Province. The time, location, and matters to be reviewed are consistent with the meeting notice.
This shareholders' meeting was presided over by Mr. Li Ligong, the chairman of the board of directors. The minutes of the meeting have been signed by the person who took the minutes, the host and the directors who attended the meeting.
legal opinion
- The online voting for this shareholders’ meeting will be conducted through the online voting system of the China Securities Depository and Clearing Co., Ltd. Holders’ Meeting. The start and end time of online voting is from 15:00 on April 16, 2026 to 15:00 on April 17, 2026.
After verification, Cinda lawyers believe that the convening and convening procedures of this shareholders' meeting comply with the relevant provisions of the "Company Law", "Measures for the Supervision and Administration of Unlisted Public Companies" and other laws, regulations and normative documents, as well as the "Articles of Association".
2. Personnel attending this shareholders’ meeting and qualifications of the convener
(1) Personnel attending this shareholders’ meeting
According to verification by our lawyers, a total of 10 shareholders and shareholders' proxies attended and authorized to attend the shareholders' meeting and voted through online voting held 254,761,551 shares of the company with voting rights, accounting for 94.33% of the company's total shares.
According to the "Statistical Table of Online Voting Results of the 2025 Annual Shareholders Meeting of Jiangsu Boxun Medical New Materials Co., Ltd." compiled by China Securities Depository and Clearing Co., Ltd., a total of 10 shareholders participated in voting through online voting within the valid period, and the number of voting shares held by the company was 254,761,551, accounting for 94.33% of the company's total shares.
The qualifications of shareholders who voted through the online voting system this time have been verified by China Securities Depository and Clearing Co., Ltd.
Other persons attending/participating in this shareholders' meeting on site or via video are the company's directors, senior managers and Cinda lawyers.
(2) Identity of the convener
The convener of this shareholders' meeting is the company's board of directors.
After verification, Cinda lawyers believe that the qualifications of the personnel attending this meeting and the convenor are in compliance with the relevant provisions of the "Company Law", "Measures for the Supervision and Administration of Unlisted Public Companies" and other laws, regulations and normative documents as well as the "Articles of Association", and are legal and valid.
3. Voting procedures and results of this shareholders’ meeting
Legal Opinion This on-site meeting of shareholders reviewed the matters listed in the notice of the meeting and voted by registered ballot; China Securities Depository and Clearing Co., Ltd. provided the company with the number of shareholders voting online at this meeting, the number of shares participating in the voting, and the voting results.
The company tallied the voting results of the on-site meeting and announced them on the spot. According to the online voting results statistics table of this shareholders’ meeting provided to the company by China Securities Depository and Clearing Co., Ltd., the company combined the results of on-site voting and online voting after the online voting closed.
This shareholders’ meeting reviewed and approved the following proposals:
- "Proposal on Approving the Reporting of the Company's Internal Control Statement"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Proposal on the 2025 Annual Work Report of the Company's Board of Directors"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Proposal on the 2025 Work Report of the Company's Independent Directors"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Proposal on the Company's 2025 Annual Report and Annual Report Summary"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Proposal on Confirming Related Transactions in 2025"
Voting results: 1,129,051 shares voted in favor, accounting for 100% of the total number of valid voting rights held by shareholders attending the meeting; 0 shares opposed; 0 shares abstained.
This proposal involves related shareholders abstaining from voting. The shareholders abstaining from voting are Shijiazhuang No.4 Pharmaceutical Co., Ltd. and Shijiazhuang No.4 Pharmaceutical Group Co., Ltd., as well as shareholders who hold positions in Shijiazhuang No.4 Pharmaceutical Co., Ltd., Shijiazhuang No.4 Pharmaceutical Co., Ltd., Sichuan Kelun Pharmaceutical Co., Ltd., and Chenxin Pharmaceutical Co., Ltd., and the above-mentioned related related shareholders
The legal opinion was withdrawn from the vote.
- "Proposal on the Implementation of Remuneration for the Company's Directors and Senior Management in 2025 and the Remuneration Plan for 2026"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Proposal on the Company's Profit Distribution Plan for 2025"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
- "Plan on Amending the Articles of Association and Handling Industrial and Commercial Changes"
Voting results: 254,761,551 shares were in favor, accounting for 100% of the total valid voting rights held by shareholders attending this meeting; 0 shares were against; 0 shares were abstaining.
The motion is a special resolution matter and has been passed by more than two-thirds of the total voting shares of shareholders present (including shareholders' proxies).
After verification, Cinda lawyers believe that the voting procedures of this shareholders’ meeting are in compliance with laws, regulations and normative documents such as the Company Law, the Measures for the Supervision and Administration of Unlisted Public Companies, and the relevant provisions of the Articles of Association, and are legal and valid; the “2025 Annual Shareholders’ Meeting Resolution of Jiangsu Boxun Medical New Materials Co., Ltd.” formed by this shareholders’ meeting is legal and valid, and the voting results of this shareholders’ meeting are legal and valid.
4. Conclusions
To sum up, Cinda Lawyers believe that: the convening and convening procedures of the company’s shareholders’ meeting are in compliance with laws, regulations and normative documents such as the Company Law, the Supervision and Administration Measures of Unlisted Public Companies, and the relevant provisions of the Articles of Association; the qualifications of the personnel attending this shareholders’ meeting and the convener are legal and valid; the voting procedures and voting results of this shareholders’ meeting are legal and valid.
This legal opinion is made in duplicate, and each copy has the same legal effect.
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Legal opinion (this page has no text, it is the signature page of the "Legal Opinion of Guangdong Xinda Law Firm on the 2025 Annual Shareholders Meeting of Jiangsu Boxun Medical New Materials Co., Ltd.")
Guangdong Xinda Law Firm (stamped)
Person in charge (signature): Handling lawyer (signature):
Li Zhong Wang Yini
Shen Zhen
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