5d ago
Shenglong Shares: Guoco Law Firm (Shanghai) Legal Opinion on the First Extraordinary Shareholders Meeting of Luoyang Shenglong Mining Group Co., Ltd. in 2026
Guoco Law Firm (Shanghai)
About
The first extraordinary shareholders meeting of Luoyang Shenglong Mining Group Co., Ltd.
2026
of
legal opinion
Floor MT25-28, Suhewan Center, No. 99 Shanxi North Road, Jing'an District, Shanghai Postcode: 200085 25-28/F, SuheCentre, 99 North Shanxi Road, Jing'an District, Shanghai, China Tel: +862152341668 Fax: +862152341670
Website/Website: http://www.grandall.com.cn
September 2026
Guoco Law Firm (Shanghai) Legal Opinion
Guoco Law Firm (Shanghai)
About
Luoyang Shenglong Mining Group Co., Ltd.
The first extraordinary shareholders' meeting in 2026
legal opinion
To: Luoyang Shenglong Mining Group Co., Ltd.
Grandall Law Firm (Shanghai) (hereinafter referred to as the "firm") accepted the entrustment of Luoyang Shenglong Mining Group Co., Ltd. (hereinafter referred to as the "company") and assigned its lawyers to attend the company's first extraordinary shareholders' meeting in 2026 (hereinafter referred to as the "shareholders' meeting"). The Firm operates in accordance with the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), According to the provisions of the "Shareholders' Meeting Rules of Listed Companies" (hereinafter referred to as the "Shareholders' Meeting Rules") and other laws, regulations, normative documents and the "Articles of Association of Luoyang Shenglong Mining Group Co., Ltd." (hereinafter referred to as the "Articles of Association"), legal opinions are issued on relevant legal issues such as the convening and convening procedures of the company's shareholders' meeting, the qualifications of persons attending the meeting, the qualifications of the convener, the voting procedures of the meeting and the legality of the voting results.
In order to issue this legal opinion, our firm reviewed the relevant matters involved in the company’s shareholders’ meeting, reviewed the documents that we considered necessary to issue this legal opinion, and conducted necessary verification and verification of relevant issues.
This legal opinion is only for the purpose of witnessing this shareholders' meeting and may not be used for any other purpose.
The Exchange agrees to announce this legal opinion together with the resolution of the company’s current shareholders’ meeting, and assumes corresponding responsibilities for this legal opinion in accordance with the law.
In accordance with the requirements of relevant laws, regulations and normative documents, and in accordance with the recognized business standards, ethics and diligence of the lawyer industry, our firm issues the following legal opinions:
1. Procedures for convening and holding this shareholders’ meeting
- Convening of this shareholders’ meeting
After verification by the Exchange, the company's shareholders' meeting was proposed by the 38th meeting of the company's first board of directors held on September 10, 2026, and the company's board of directors was responsible for convening it. The company's board of directors published the legal opinion of Guoco Law Firm (Shanghai) in the form of an announcement on the cninfo.com (www.cninfo.com.cn) and the Shenzhen Stock Exchange website on September 11, 2026.
The "Notice of Luoyang Shenglong Mining Group Co., Ltd. on convening the first extraordinary shareholders' meeting in 2026" (hereinafter referred to as the "Meeting Notice") announced the time, location, equity registration date, matters to be considered, and the convener of the meeting.
After investigation, the company published the "Meeting Notice" fifteen days before the shareholders' meeting.
- Convening of this shareholders’ meeting
The on-site shareholders' meeting will be held as scheduled at 15:00 on September 28, 2026, in the conference room on the 21st floor of the Science and Technology Building, No. 28 Jinchengzhai Street, Luolong District, Luoyang City. The time and place of the meeting are consistent with the contents of the "Meeting Notice" of this shareholders' meeting. The online voting of this shareholders' meeting will be conducted through the Shenzhen Stock Exchange system from 9:15-9:25, 9:30-11:30 and 13:00-15:00 on September 28, 2026, and through the Shenzhen Stock Exchange Internet voting system from 9:15 to 15:00 on September 28, 2026.
After review, the Exchange believes that the time, method and content of the notice issued by the company are in compliance with the provisions of the Company Law, the Securities Law, the Rules of Shareholders' Meetings and the Articles of Association. The convening and convening procedures of this shareholders' meeting are in compliance with the provisions of laws, regulations, normative documents and the Articles of Association.
2. Qualifications of attendees and convener of this shareholders’ meeting
- Shareholders and authorized agents attending the on-site meeting
According to the signatures of the company's shareholders attending the meeting, a total of 8 shareholders and shareholders' proxies attended the on-site shareholders' meeting, representing a total of 1,167,829,630 shares, accounting for 63.6090% of the company's total voting shares.
- Shareholders participating in online voting
According to data provided by Shenzhen Securities Information Co., Ltd., a total of 435 shareholders participated in the shareholders' meeting through the online voting system, representing 424,892,297 shares, accounting for 23.1429% of the company's total voting shares. The identities of shareholders who participate in voting through the online voting system have been authenticated by the Shenzhen Stock Exchange trading system.
In summary, a total of 443 shareholders and shareholders' proxies attended this shareholders' meeting, representing 1,592,721,927 shares, accounting for 86.7519% of the company's total voting shares.
- Convener
The convener of this shareholders' meeting is the company's board of directors, and the convener's qualifications comply with relevant laws, regulations and the "Articles of Association".
Guoco Law Firm (Shanghai) Legal Opinion
- Other persons present at the meeting
In addition to shareholders, those attending the meeting include the company's board secretary, directors, senior managers, etc.
After review by the Exchange, the qualifications of the persons attending this shareholders' meeting and the qualifications of the convener comply with the provisions of laws, regulations, normative documents and the Articles of Association, and are legal and valid.
3. Voting procedures and results of this shareholders’ meeting
This shareholders' meeting reviewed the proposals listed in the "Meeting Notice".
It has been verified that the company's shareholders' meeting voted on the matters listed in the "Meeting Notice", and the votes were counted and scrutinized in accordance with the procedures stipulated in the "Articles of Association". After the on-site voting and online voting at this meeting ended, the company combined the results of the on-site voting and online voting. The proposals at this shareholders' meeting involve separate counting of votes by small and medium-sized investors. Based on the voting results and the Exchange's review, the shareholders' meeting reviewed and approved the resolutions listed in the "Meeting Notice".
The voting results of the "Proposal on the Consideration of the Company's Use of All Super Raised Funds to Invest in Construction Projects Under Construction" reviewed at this shareholders' meeting were: 1,592,566,927 shares were approved, accounting for 99 of the total number of shares with valid voting rights present at this shareholders' meeting. 9903%; 132,900 shares opposed, accounting for 0.0083% of the total number of shares with valid voting rights attending this shareholders' meeting; 22,100 shares abstained, accounting for 0.0014% of the total number of shares with valid voting rights attending this shareholders' meeting. The motion is an ordinary resolution matter and has been passed by more than half of the valid voting rights held by shareholders and shareholders' proxies present at the shareholders' meeting.
The proposals reviewed at this shareholders' meeting do not involve related transactions, and there is no situation where related shareholders need to avoid voting.
The Exchange believes that the voting process, exercise of voting rights, vote counting and vote-supervising procedures of this shareholders’ meeting are all in compliance with the provisions of the Articles of Association. The voting procedures and results of the company's shareholders' meeting are legal and valid.
4. Conclusions
To sum up, the Exchange believes that: the company’s convening and convening procedures of this shareholders’ meeting are in compliance with the relevant provisions of the Securities Law, Company Law, Shareholders’ Meeting Rules and Articles of Association. The qualifications of the personnel attending the on-site meeting are legal and valid, the qualifications of the convener are legal and valid, and the voting procedures and voting results are legal and valid.
This legal opinion is issued by Guoco Law Firm (Shanghai).
There are three original copies of this legal opinion, no copies.