Hubei Feilihua Quartz Glass Co.Ltd(300395) independent director
Prior approval opinions on matters related to the 16th meeting of the 5th board of directors
As an independent director of Hubei Feilihua Quartz Glass Co.Ltd(300395) (hereinafter referred to as the “company”), in accordance with the Listing Rules of GEM stocks of Shenzhen Stock Exchange, self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, the working system of independent directors, articles of association and other relevant laws, regulations and rules of the company, Based on the position of independent judgment, in line with the attitude of being responsible to the company, all shareholders and investors, and adhering to the principle of seeking truth from facts, the company has conducted a pre review on relevant matters of the 16th meeting of the 5th board of directors, and expressed the following opinions:
1、 Prior review opinions on giving up the priority of capital increase of subsidiaries and related party transactions
The proposal on capital increase of the subsidiary of Shanghai Chuangshi Technology Co., Ltd. has been carefully reviewed, which will not affect the actual equity of the subsidiary of Shanghai Chuangshi Technology Co., Ltd. {395} and will not affect the actual development of the subsidiary. The company’s abandonment of the priority of capital increase in the same proportion and the introduction of strategic investors with Industrial Synergy for the company’s business development are based on the company’s development strategic planning, business operation status and other comprehensive factors. This transaction will not have a significant impact on the company’s financial status and operating results, and will not damage the interests of the company and shareholders, especially minority shareholders. It is in line with relevant laws, regulations and the articles of association. Therefore, we unanimously agree to submit the proposal on giving up the priority subscription right for capital increase of subsidiaries and related party transactions to the 16th meeting of the Fifth Board of directors and the first extraordinary general meeting of shareholders in 2022 for deliberation, and the related directors and related shareholders need to avoid voting.
2、 Prior review opinions on the capital increase of subsidiaries for investment in the new 20000 ton annual output ultra-high purity quartz sand project and related party transactions
The independent directors carefully reviewed the proposal on capital increase of subsidiaries for investment in new projects with an annual output of 20000 tons of ultra-high purity quartz sand and related party transactions. Hubei Hubei Feilihua Quartz Glass Co.Ltd(300395) Rongjian Technology Co., Ltd., the holding subsidiary of Qianjiang Hubei Feilihua Quartz Glass Co.Ltd(300395) quartz glass material Co., Ltd., a wholly-owned subsidiary of the company, plans to increase capital and shares due to the needs of business development. This capital increase and share expansion investment in the new “ultra-high purity quartz sand project with an annual output of 20000 tons” is in line with the company’s development strategy, which is conducive to improving the security of the company’s supply chain, meeting the market demand for high-purity quartz sand and promoting the healthy and rapid development of the company’s business. At the same time, expanding the production scale of high-purity quartz sand, reducing the production and operation cost of the company, and enhancing the overall competitiveness and anti risk ability of the company will have a positive impact on the future development of the company. The price of this connected transaction follows the market-oriented principle of openness, fairness and impartiality, and is determined through consultation with related parties. The pricing is fair and reasonable. There is no behavior that damages the interests of the listed company by using the relationship between related parties, nor does it damage the legitimate interests of the company and transfer interests to related parties. Therefore, we unanimously agree to submit the proposal on capital increase of subsidiaries for investment in new projects with an annual output of 20000 tons of ultra-high purity quartz sand and related party transactions to the 16th meeting of the Fifth Board of directors of the company for deliberation. (no text below)
(there is no text on this page, which is the signature page of Hubei Feilihua Quartz Glass Co.Ltd(300395) independent director’s prior approval opinions on matters related to the 16th meeting of the Fifth Board of directors) signature of independent director: Yue Rong, Tang Jianxin, Xie min
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