Hebei Sinopack Electronic Technology Co.Ltd(003031)
Opinions of independent directors at the 15th meeting of the first board of directors
According to the relevant provisions of Hebei Sinopack Electronic Technology Co.Ltd(003031) articles of association and Hebei Sinopack Electronic Technology Co.Ltd(003031) working system of independent directors, as independent directors of Hebei Sinopack Electronic Technology Co.Ltd(003031) (hereinafter referred to as “the company”), we carefully reviewed the relevant proposals in the 15th meeting of the first board of directors of the company and issued independent opinions as follows:
1. The proposal on the company’s issuance of shares to purchase assets and raise supporting funds and related party transactions and other proposals related to the issuance of shares to purchase assets and raise supporting funds submitted to the 15th meeting of the first board of directors for deliberation have been approved by us in advance.
2. The plan for the issuance of shares to purchase assets and raise supporting funds, the plan for Hebei Sinopack Electronic Technology Co.Ltd(003031) issuance of shares to purchase assets and raise supporting funds and related party transactions prepared by the company for the issuance of shares to purchase assets and raise supporting funds and its abstract The agreement on issuing shares to purchase assets signed between the company and relevant counterparties complies with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of major asset restructuring of listed companies and other relevant laws, regulations and normative documents. The scheme is reasonable and feasible, and does not harm the interests of the company and minority shareholders.
3. The company will hire audit institutions and evaluation institutions that comply with the provisions of the securities law of the people’s Republic of China to audit and evaluate the underlying assets involved in this transaction. The final transaction price of the underlying assets involved in this transaction will be based on the evaluation results in the evaluation report issued by the above evaluation institution and filed by the competent State-owned Assets Supervision and administration department, and determined by all parties through consultation, which can ensure the fairness and rationality of the pricing of the underlying assets and comply with the provisions of relevant laws and regulations, There is no situation that damages the interests of the company and its shareholders, especially small and medium-sized investors.
4. The issue price of the shares to purchase assets and raise supporting funds in this issue complies with the provisions of relevant laws and regulations, and there is no situation that damages the interests of the company and other shareholders.
5. This issuance of shares to purchase assets and raise supporting funds is conducive to enhancing the company’s competitiveness, improving the company’s sustainable profitability, improving the company’s financial situation and long-term sustainable development. It is in line with the interests of all shareholders of the company and does not damage the interests of minority shareholders.
In case of related party transactions, related directors shall withdraw from voting according to regulations. The convening, convening and voting procedures of the board of directors of the company comply with the provisions of relevant laws, regulations, normative documents and the articles of association. The relevant resolutions of the board of directors on the issuance of shares, the purchase of assets and the raising of supporting funds are legal and effective.
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(there is no text on this page, which is the signature page of Hebei Sinopack Electronic Technology Co.Ltd(003031) opinions of independent directors) signature of independent directors:
Shi Ying
On January 27, 2022, the board of directors of Hebei Sinopack Electronic Technology Co.Ltd(003031) (there is no text on this page, which is the signature page of Hebei Sinopack Electronic Technology Co.Ltd(003031) independent director’s opinions) signed by the independent director:
Li Youxing
On January 27, 2022, the board of directors of Hebei Sinopack Electronic Technology Co.Ltd(003031) (there is no text on this page, which is the signature page of Hebei Sinopack Electronic Technology Co.Ltd(003031) independent director’s opinions) signed by the independent director:
Yuan Rongli
Hebei Sinopack Electronic Technology Co.Ltd(003031) board of directors January 27, 2022
