Shennan Circuits Co.Ltd(002916)
Relevant matters of the 13th meeting of the third board of directors by independent directors
Independent opinion of
Shennan Circuits Co.Ltd(002916) (hereinafter referred to as "the company") held the 13th meeting of the third board of directors on February 21, 2022. In accordance with the rules for independent directors of listed companies, the guidelines for self-regulation and supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and the company's working system for independent directors and other relevant rules and regulations, as independent directors of the company, we have carefully read the relevant documents of the company and made serious inquiries based on the principle of independent and objective judgment On the basis of active investigation and communication, the company carefully checked the relevant matters considered at the 13th meeting of the third board of directors, and expressed the following opinions: I. independent opinions on the use of raised funds to increase the capital of wholly-owned subsidiaries
After verification, the use of the raised funds to increase the capital of the wholly-owned subsidiary Wuxi Shennan Circuits Co.Ltd(002916) Co., Ltd. (hereinafter referred to as "Wuxi Shennan") is based on the construction needs of the implementation subject of the relevant raised investment projects, which is conducive to ensuring the smooth implementation of the raised investment projects, and the use and use of the raised funds comply with the company's development strategy and the provisions of relevant laws and regulations, In line with the interests of the company and all shareholders.
Therefore, it is agreed that the company will use the raised funds to increase its capital to Wuxi Shennan, a wholly-owned subsidiary.
2、 Independent opinions on using raised funds to replace self raised funds of pre invested projects
It is verified that the company's pre investment in projects invested with raised funds with self raised funds is conducive to accelerating the construction of projects invested with raised funds, which is in line with the needs of the company's development interests and the provisions of relevant laws, regulations and normative documents. The replacement time of the company's raised funds is less than 6 months from the arrival time of the raised funds. The use of the raised funds does not conflict with the implementation plan of the raised funds investment project, does not affect the normal progress of the raised funds investment project, and does not change the purpose of the raised funds in a disguised manner and damage the interests of shareholders.
In conclusion, it is agreed that the company will use the raised funds of 420926839.50 yuan to replace the self raised funds invested by the company in advance.
3、 Independent opinions on using some idle raised funds for cash management
It is verified that the company uses some idle raised funds for cash management without affecting the construction of raised funds and the use of raised funds, which is conducive to improving the cash management income of idle raised funds; The company's use of some idle raised funds for cash management does not conflict with the implementation plan of the investment project with raised funds, does not affect the normal progress of the project with raised funds, and does not change the purpose of raised funds in a disguised manner and damage the interests of shareholders, which is in line with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on the management of raised funds of listed companies.
It is agreed that the company will conduct cash management of idle raised funds with a total amount of no more than 1.35 billion yuan (including this amount) for a period of no more than 12 months, and the funds can be used on a rolling basis within the above amount.
Shennan Circuits Co.Ltd(002916) independent directors Li Mian, Huang YAYING and Yu Hongyu February 22, 2002
