Opinions of independent directors
Independent opinions of independent directors on matters related to the second extraordinary meeting of the 10th board of directors in 2022
As an independent director of Zhongshan Public Utilities Group Co.Ltd(000685) (hereinafter referred to as “the company”), in accordance with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, the governance standards of listed companies, the rules for independent directors of listed companies, the articles of association and the working system of independent directors of the company, we are in a serious and responsible attitude and based on an independent, prudent and objective position, After carefully reviewing and deliberating the relevant matters considered at the second extraordinary meeting of the 10th board of directors in 2022, we hereby express the following independent opinions:
1、 Proposal on appointment of general manager of the company
(I) after reviewing Mr. Huang Zhuwen’s resume, it is not found that he is not allowed to serve as a senior manager as stipulated in the company law and the articles of association, or that he is determined by the CSRC to be prohibited from entering the market, or that the prohibition has not been lifted.
(II) the nomination procedure of Mr. Huang Zhuwen complies with the relevant provisions of the company law, the standards for the governance of listed companies and the articles of association.
(III) it is understood that Mr. Huang Zhuwen’s educational background, work experience and physical condition are qualified for the responsibilities of the position he is employed. The above appointment is conducive to the development of the company.
In conclusion, we agree to appoint Mr. Huang Zhuwen as the general manager of the company from the date of deliberation and approval of the board of directors to the expiration of the 10th board of directors.
2、 The proposal on Zhongtong environmental governance Co., Ltd. providing financing guarantee for Zhongtong Jingfang water Co., Ltd. is to successfully complete the construction and operation of PPP project of rural pollution control project in Changyang Town, Fangshan District, Zhongtong Jingfang water Co., Ltd. (hereinafter referred to as “Jingfang water”), a wholly-owned subsidiary of Zhongtong environmental governance Co., Ltd. (hereinafter referred to as “Zhongtong environment”), a holding subsidiary of the company, plans to apply for a loan of RMB 66 million from Beijing Tiantan sub branch of Agricultural Development Bank of China for a period of 15 years, And provide pledge guarantee for the accounts receivable under the PPP project contract of rural pollution control project in Changyang Town, Fangshan District. Zhongtong environment provides joint and several liability guarantee for this loan, with the guarantee amount not exceeding RMB 66 million.
Zhongtong environment, the holding subsidiary of the company, provides financing guarantee for its wholly-owned subsidiary Jingfang water, which will help Jingfang water improve its financing capacity, smoothly obtain bank financing, accelerate the completion of sewage treatment project construction and obtain economic benefits as soon as possible. The relevant decisions on this guarantee comply with the relevant provisions of the articles of association and relevant laws and regulations, there is no illegal guarantee, and the interests of listed companies and shareholders are not damaged. In conclusion, we agree to the above guarantee.
(there is no text on this page, which is the signature page of independent directors’ independent opinions on matters related to the second extraordinary meeting of the 10th board of directors in 2022.)
Zhongshan Public Utilities Group Co.Ltd(000685)
independent director
Zhang Liao
Hua Qiang
LV Hui
Luo Jianhua
February 9, 2002
