Hunan Yussen Energy Technology Co.Ltd(002986) independent director
Independent opinions on matters related to the second meeting of the third board of directors
As an independent director of the company, based on independent judgment, prudence and responsibility, in accordance with the relevant provisions of relevant laws, regulations, rules and regulations, such as the rules for independent directors of listed companies, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, and Hunan Yussen Energy Technology Co.Ltd(002986) (hereinafter referred to as the "company"), the working system of independent directors, Express the following independent opinions on the matters related to the second meeting of the third board of directors of the company:
1、 Independent opinions on the company meeting the conditions for non-public offering of a shares
In accordance with the provisions of the company law, the securities law, the measures for the administration of securities issuance by listed companies (hereinafter referred to as the "measures for the administration of issuance"), the detailed rules for the implementation of non-public offering of shares by listed companies (hereinafter referred to as the "detailed rules") and other relevant laws, regulations and normative documents, We have checked the relevant matters of the company item by item against the qualifications and relevant conditions of non-public offering of shares of listed companies, and believe that the company meets the conditions for non-public offering of RMB common shares (A shares) listed in China. At the same time, when the board of directors deliberated the above proposals, the decision-making procedures complied with the provisions of relevant laws, regulations and the articles of association. We agree to submit the proposal to the general meeting of shareholders for deliberation.
2、 Independent opinions on the company's plan and plan for non-public offering of a shares
After careful review of the company's non-public offering plan of A-Shares and the plan for non-public development of A-Shares in Hunan Yussen Energy Technology Co.Ltd(002986) 2022 submitted by the company's board of directors, we believe that the plan for this non-public offering is feasible. The completion of this offering is conducive to enhancing the company's sustainable profitability, in line with the company's development strategy and the interests of shareholders, and there is no behavior that damages the interests of the company and all its shareholders, especially small and medium-sized shareholders. At the same time, when the board of directors deliberated the above proposals, the decision-making procedures complied with the provisions of relevant laws, regulations and the articles of association. We agree to the relevant matters of the non-public offering plan and plan, and agree to submit the above proposal to the general meeting of shareholders for deliberation.
3、 Independent opinions on the feasibility analysis report on the use of funds raised by the company's non-public offering of A-Shares in 2022
The feasibility analysis report on the use of funds raised by non-public Development Bank A shares in 2022 prepared by the board of directors of the company analyzes the feasibility of the use of the raised funds. The purpose of the investment project of the raised funds conforms to the provisions of relevant national policies, the actual situation and development needs of the company, and the current situation and development trend of the industry in which the company is located, In line with the company's long-term development goals and the interests of shareholders, it is conducive to improving the company's sustainable operation ability and profitability. We agree to the feasibility analysis report on the use of funds raised by this non-public offering of shares, and agree to submit the feasibility analysis report on the use of funds raised by non-public development banks of A-Shares in 2022 to the general meeting of shareholders of the company for deliberation.
4、 Independent opinions on diluting the immediate return of non-public offering of shares, taking filling measures and commitments of relevant subjects
In this non-public offering of shares, the company diluted the immediate return, took filling measures and issued commitments by relevant subjects, taking full account of the interests of all shareholders. The relevant filling return measures are reasonable and feasible. The relevant subjects issued commitments to ensure that the company's filling return measures can be effectively implemented, Comply with the provisions of relevant laws and regulations such as several opinions of the State Council on further promoting the healthy development of the capital market, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The procedures for convening, convening and making resolutions of the board of directors of the company comply with the provisions of relevant laws, regulations and the articles of association. We agree to the proposal on diluting the immediate return of non-public development banks' shares, taking filling measures and commitments of relevant subjects, and submit the proposal to the general meeting of shareholders of the company for deliberation.
5、 Independent opinions on the report on the use of the company's previously raised funds
The report on the use of Hunan Yussen Energy Technology Co.Ltd(002986) previously raised funds prepared by the board of directors of the company complies with the provisions of relevant laws and regulations. Tianjian Certified Public Accountants (special general partnership) issued the verification report on the use of Hunan Yussen Energy Technology Co.Ltd(002986) previously raised funds (tianjianshen [2022] No. 2-4) on the storage and use of the company's previously raised funds, The company has no illegal deposit and use of raised funds. The procedures for convening, convening and making resolutions of the board of directors of the company comply with the provisions of relevant laws, regulations and the articles of association. We agree to submit the report on the use of Hunan Yussen Energy Technology Co.Ltd(002986) previously raised funds to the general meeting of shareholders of the company for deliberation.
6、 Independent opinions on the shareholder return planning of the company in the next three years (2022-2024)
The content of Hunan Yussen Energy Technology Co.Ltd(002986) shareholder return plan for the next three years (2022-2024) fully considers the requirements of the company's sustainable development and the willingness of shareholders to obtain reasonable investment return. The dividend policy is continuous, stable, objective and reasonable, which is conducive to better protect the interests of investors and realize the win-win of investors' interests and the interests of the company. The procedures for convening, convening and making resolutions of the board of directors of the company comply with the provisions of relevant laws, regulations and the articles of association. We agree to the shareholder return plan for the next three years (2022-2024) of Hunan Yussen Energy Technology Co.Ltd(002986) and submit it to the general meeting of shareholders of the company for deliberation.
Independent director: Li Guoqing, Chen Aiwen, Zeng bin February 21, 2022
