Independent opinions of independent directors on matters related to the 22nd Meeting of the 5th board of directors
Shenzhen Zowee Technology.Co.Ltd(002369)
Independent directors' opinions on the 22nd Meeting of the 5th board of directors
Independent opinions on relevant matters
As an independent director of Shenzhen Zowee Technology.Co.Ltd(002369) (hereinafter referred to as "the company"), I have carefully verified the relevant matters of the 22nd Meeting of the Fifth Board of directors of the company in accordance with the guiding opinions on the establishment of independent director system in listed companies, the company law of the people's Republic of China, the articles of association and other relevant provisions of the China Securities Regulatory Commission, Express the following independent opinions:
1、 Opinions on the cancellation of the subscription agreement between Shenzhen City Development Group Co., Ltd. and Shenzhen City Development Group Co., Ltd
After examination, we believe that the signing of the agreement on the cancellation of Shenzhen Zowee Technology.Co.Ltd(002369) non-public development bank share subscription agreement and supplementary agreement with effective conditions with Shenzhen Smart City Technology Development Group Co., Ltd. between the company and Shenzhen Smart City Technology Development Group Co., Ltd. is the true expression of intention of both parties, and the contents and signing procedures of the agreement comply with the provisions of relevant laws and regulations, The matter complies with relevant national laws and regulations and the provisions of the articles of association, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders.
Therefore, we agree to the proposal. According to the authorization of the second extraordinary general meeting of shareholders in 2021, this proposal does not need to be submitted to the general meeting of shareholders for deliberation.
2、 Independent opinions on the termination of the company's non-public offering of A-Shares in 2021 and the withdrawal of application documents
The company plans to withdraw the application documents for non-public offering of A-Shares in 2021, which is put forward in the comprehensive consideration of various changing factors and in combination with the actual situation of the company. After careful analysis and demonstration, it will not have a significant impact on the normal operation and sustainable and stable development of the company, and will not damage the interests of the company and its shareholders, especially small and medium-sized shareholders. When the board of directors of the company deliberated the proposal, the deliberation procedures were in line with the provisions of relevant laws, regulations and the articles of association, and there was no situation that harmed the interests of the company and all shareholders, especially small and medium-sized shareholders.
Therefore, we agree to the proposal. According to the authorization of the second extraordinary general meeting of shareholders in 2021, this proposal does not need to be submitted to the general meeting of shareholders for deliberation.
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Independent opinions of independent directors on matters related to the 22nd Meeting of the 5th board of directors
(there is no text on this page, which is the signature and seal page of Shenzhen Zowee Technology.Co.Ltd(002369) independent directors' independent opinions on matters related to the 22nd Meeting of the Fifth Board of directors) signature of independent directors:
Zhang Xuebin, Yuan Youjun, Cui Xiaole
Shenzhen Zowee Technology.Co.Ltd(002369) mm / DD / yy
