Hubei Feilihua Quartz Glass Co.Ltd(300395) independent director
Independent opinions on matters related to the 16th meeting of the 5th board of directors
In accordance with the relevant provisions of the company law of the people’s Republic of China, the articles of association of Hubei Feilihua Quartz Glass Co.Ltd(300395) , the working system of Hubei Feilihua Quartz Glass Co.Ltd(300395) independent directors and other relevant rules and regulations, as independent directors of Hubei Feilihua Quartz Glass Co.Ltd(300395) (hereinafter referred to as the “company”), we adhere to a scientific and rigorous working attitude based on the principle of being responsible to all shareholders and the company, Carefully checked the relevant matters of the 16th meeting of the 5th board of directors of the company, and made the following independent opinions:
1、 Matters concerning giving up the priority to subscribe for capital increase of subsidiaries and related party transactions
After careful review, we believe that the capital increase and related party transactions of the subsidiary Shanghai Hubei Feilihua Quartz Glass Co.Ltd(300395) Shichuang Technology Co., Ltd. will not affect the company’s normal production and operation activities and the company’s independence. The company gives up the priority of capital increase in the same proportion and introduces strategic investors with Industrial Synergy for the company’s business development based on the company’s development strategic planning Considering the current situation of business operation and other comprehensive factors, there is no case of transferring benefits to related parties. The contents and voting procedures of this transaction comply with the requirements of relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange and so on, Safeguarding the interests of all shareholders. During the deliberation of this connected transaction, the connected directors avoided voting on the proposal. Therefore, we unanimously agree to give up the subsidiary’s priority subscription right for capital increase and related party transactions and submit them to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2、 After careful review, we believe that this capital increase and share expansion investment in the new “20000 ton annual output ultra-high purity quartz sand project” is conducive to the long-term development of the company. The pricing of related party transactions between the company and related parties is fair and reasonable, which will not affect the independence of the company and damage the legitimate rights and interests of the company and all shareholders, especially minority shareholders. There is no affiliated director who needs to avoid voting in this proposal, and the procedures of convening, convening and resolution of the board of directors comply with the provisions of relevant laws, regulations and the articles of association. We unanimously agree that the capital increase and share expansion of Hubei Hubei Feilihua Quartz Glass Co.Ltd(300395) Rongjian Technology Co., Ltd. will be used to invest in the new 20000 ton annual output ultra-high purity quartz sand project and related party transactions. (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 independent 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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