Beijing Huafeng Test & Control Technology Co.Ltd(688200) independent director
Independent opinions on matters related to the 10th meeting of the second board of directors
In accordance with the company law of the people's Republic of China, the articles of association of Beijing Huafeng Test & Control Technology Co.Ltd(688200) , the working system of Beijing Huafeng Test & Control Technology Co.Ltd(688200) independent directors and other relevant provisions, as independent directors of Beijing Huafeng Test & Control Technology Co.Ltd(688200) , we carefully reviewed the relevant documents and materials submitted by the company for the 10th meeting of the second board of directors in advance, and made the following prior approval on the relevant matters of the 10th meeting of the second board of directors of the company:
1、 Proposal on internal control evaluation report of the company in 2021
After review, we believe that the company has established a relatively perfect internal control system and can be effectively implemented. Various internal control systems of the company comply with the requirements of national laws and regulations, meet the actual needs of the company's current operation, and play a better control and prevention role in all processes and key links of operation and management. The self-evaluation report of the company's internal control truly and objectively reflects the construction and operation of the company's internal control system.
To sum up, we unanimously agree on the Beijing Huafeng Test & Control Technology Co.Ltd(688200) 2021 annual internal control evaluation report.
2、 Proposal on daily connected transactions in 2022
After review, we believe that the transactions involved in this proposal are all daily related party transactions of the company, which are necessary for daily business activities. The pricing follows the principle of fair market pricing, which is conducive to the improvement of the company's business performance. There is no situation that damages the legitimate rights and interests of the company and non related shareholders, especially small and medium-sized shareholders, and will not affect the independence of the company, It will not rely on related parties.
To sum up, we unanimously agree to the proposal on daily connected transactions in 2022.
3、 Proposal on the remuneration of directors and supervisors of the company in 2022
After review, we believe that the 2022 remuneration plan for directors and supervisors of the company takes full account of the company's operation and industry remuneration level, complies with the provisions of relevant laws, regulations and the articles of association, is conducive to further promote the diligence of directors and supervisors, and is conducive to the stable operation and long-term development of the company, There is no situation that damages the legitimate interests of the company and minority shareholders.
In conclusion, we unanimously agree to submit the proposal to the general meeting of shareholders for deliberation.
4、 Proposal on the company's profit distribution plan for 2021
After review, we believe that the company's profit distribution plan for 2021 is formulated on the premise of ensuring the normal operation and long-term development of the company and comprehensively considering the company's profitability, operation status and investment return of all shareholders, Comply with the provisions on profit distribution in the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies, the guidelines for cash dividends of listed companies of Shanghai Stock Exchange and the articles of association, and there is no situation that damages the legitimate interests of the company and minority shareholders.
In conclusion, we unanimously agree to submit the proposal to the general meeting of shareholders for deliberation.
5、 Proposal on the special report on the deposit and actual use of the company's annual raised funds in 2021
After review, we believe that the special report on the deposit and actual use of raised funds in 2021 prepared by the company, and the approval procedures of raised funds comply with the requirements of relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, and the measures for the management of raised funds by listed companies of Shanghai Stock Exchange, There is no situation of changing the investment direction of the raised funds in a disguised form and damaging the interests of minority shareholders.
In conclusion, we unanimously agree to the proposal on the special report on the deposit and actual use of the company's annual raised funds in 2021.
6、 Proposal on using some idle raised funds for cash management
The company's cash management of some idle raised funds this time is carried out on the premise of ensuring the normal operation of the investment projects of raised funds and the safety of raised funds, which will not affect the normal construction of the projects of raised funds and the normal use of the raised funds of the company. The company's cash management of idle raised funds this time is conducive to improving the use efficiency of raised funds, increasing the company's income and obtaining a better return on investment for the company and shareholders. The approval procedure of the proposal complies with the requirements of relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the measures for the management of raised funds by listed companies of Shanghai Stock Exchange, and there is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of minority shareholders. 7、 Proposal on extension of some projects invested with raised funds
The postponement of the raised investment project is a prudent decision made by the company according to the actual situation of the project implementation, which is conducive to ensuring that the construction results of the raised investment project better meet the requirements of the company's development planning and will not have a significant adverse impact on the normal operation of the company. The decision-making and approval procedures comply with relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, and the company's management system for raised funds, There is no situation of changing the investment direction of the raised funds in a disguised form and damaging the interests of shareholders, especially small and medium-sized shareholders. In conclusion, we unanimously agree to the proposal on the extension of some raised investment projects.
Beijing Huafeng Test & Control Technology Co.Ltd(688200) independent directors: Mei Yunhe, Xiao Zhongshi, Shi Zhendong, February 25, 2022 (this page has no text, which is the signature page of Beijing Huafeng Test & Control Technology Co.Ltd(688200) independent directors' independent opinions on matters related to the 10th meeting of the second board of directors)
Mei Xiaozhong, Shi Zhendong
Beijing Huafeng Test & Control Technology Co.Ltd(688200) February 25, 2022
