Chongqing Brewery Co.Ltd(600132) independent director
On matters related to the 23rd Meeting of the ninth board of directors
separate opinion
In accordance with the provisions on strengthening the protection of the rights and interests of shareholders of public shares issued by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) and the relevant provisions of the stock listing rules of Shanghai Stock Exchange (revised in 2022), Our three independent directors carefully reviewed the relevant matters considered at the 23rd Meeting of the Chongqing Brewery Co.Ltd(600132) ninth board of directors and expressed the following independent opinions:
1、 Independent opinion on the nomination of Mr. Gavin Brockett as a director of the company
1. We have carefully examined the qualifications of Mr. Gavin Brockett, who is proposed to be nominated as a candidate for director of the ninth board of directors of the company. We have not found that Mr. Gavin Brockett is not allowed to serve as a director according to Article 146 of the company law, nor has he been determined as a market prohibited person by the CSRC and the prohibition has not been lifted, His qualification meets the requirements of serving as a director of a listed company, is competent for the duties of the post he is employed, and complies with the relevant provisions of the company law and the articles of association.
2. The nomination procedure of the 23rd Meeting of the 9th board of directors of the company on director candidates complies with the provisions of relevant laws, regulations and the articles of association. The deliberation and voting procedures for the nomination of director candidates are legal and effective.
3. Mr. Gavin Brockett’s educational background and work experience can meet the requirements of serving as a director of the company. We agree to submit the above nomination to the general meeting of shareholders for deliberation.
2、 Proposal on carrying out aluminum futures hedging business by subsidiaries of the company
In order to maintain the sustainable and steady operation of the company, Carlsberg Chongqing Brewery Co.Ltd(600132) Co., Ltd., a subsidiary of the company, will give priority to qualified brokerage companies or agencies according to the actual situation of production and operation, and carry out aluminum futures hedging business in an appropriate quantity proportion at the appropriate trading time, so as to reduce the fluctuation of product cost caused by the price fluctuation of raw materials, To ensure the relative stability of product costs, so as to maintain the company’s normal production and operation activities and improve the company’s ability to resist market fluctuations and stabilize price shocks, we believe that carrying out aluminum futures hedging business is in the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. We agree to the proposal on the company’s subsidiaries carrying out aluminum futures hedging business submitted to the board of directors for deliberation, and agree to submit the proposal to the general meeting of shareholders for deliberation.
3、 Independent opinions on the handling of bank short-term financial products by subsidiaries of the company
Based on our understanding of the company’s operation, financial situation and capital situation, and based on our independent judgment, we believe that the company is in good operation and stable financial situation. In order to improve the efficiency of the company’s working capital, on the premise of complying with national laws and regulations, ensuring capital safety and ensuring that it does not affect normal production and operation, The company’s subsidiaries can obtain certain investment income by using working capital to handle low-risk bank financial products, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. The risk of the RMB structured deposit financial products actually handled by the company is low, and all the principal and investor income have been recovered on schedule. We agree to the proposal on the handling of bank short-term financial products by subsidiaries of the company submitted to the board of directors for deliberation, and agree to submit the proposal to the general meeting of shareholders for deliberation.
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(there is no text on this page, which is the signature page of Chongqing Brewery Co.Ltd(600132) independent directors’ independent opinions on matters related to the 23rd Meeting of the ninth board of directors) signature of independent directors:
Gong Yongde, Dai Zhiwen, Li Xianjun
February 16, 2022
