Shenghe Resources Holding Co.Ltd(600392) independent director
On relevant matters of the 22nd Meeting of the 7th board of directors of the company
separate opinion
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies and other relevant laws, regulations and normative documents, as well as the provisions of the Shenghe Resources Holding Co.Ltd(600392) articles of Association (hereinafter referred to as the “articles of association”), As an independent director of Shenghe Resources Holding Co.Ltd(600392) (hereinafter referred to as “the company”), we have carefully reviewed and verified the proposal and relevant documents of the 22nd Meeting of the seventh board of directors of the company based on the position of independent judgment, and now express the following independent opinions on relevant matters:
1、 Independent opinions on the proposed cancellation of repurchased shares and reduction of registered capital
After review, we believe that the cancellation of the repurchased shares of the company complies with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the self regulatory guidelines for listed companies on Shanghai Stock Exchange No. 7 – repurchased shares and other current laws and regulations and the relevant provisions of the articles of association. The cancellation of the repurchased shares will not have a significant impact on the future development of the company, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders. The deliberation and voting procedures of the meeting shall comply with the provisions of laws, administrative regulations and the articles of association. Therefore, we agree to cancel the repurchased shares and submit the proposal to the general meeting of shareholders of the company for deliberation. Signature of independent director:
Mao Jingwen, Yang Wenhao, Gu Xiujuan, Yan ARU
