Capitalonline Date Service Co.Ltd(300846)
Opinions of independent directors on matters related to the fourth meeting of the Fifth Board of directors
separate opinion
In accordance with the Listing Rules of Shenzhen Stock Exchange gem, the articles of association of Capitalonline Date Service Co.Ltd(300846) (hereinafter referred to as the “articles of association”) and the working system of independent directors and other relevant laws, regulations and rules, based on the principle of prudence and independent judgment, Mr. Zheng Weimin, the independent director Ms. Liang Qinghua and Mr. Geng Jianxin expressed independent opinions on the relevant proposals considered at the fourth meeting of the Fifth Board of directors of Capitalonline Date Service Co.Ltd(300846) (hereinafter referred to as the “company”), as follows:
1、 Independent opinions on the proposal on increasing the place of implementation of raising investment projects to specific objects
After verification, the independent directors believe that the increase of the implementation location of the integrated cloud platform project and the bare metal project of the raised capital investment project complies with the relevant procedures of the company’s decision-making, which is conducive to optimizing the allocation of resources and improving the efficiency of the use of the raised capital. It is a prudent adjustment made by the company according to the development strategy and long-term planning and will not affect the normal implementation of the raised capital investment project, There is no disguised change in the investment direction of the raised funds and damage to the interests of all shareholders, which is in line with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies and the Listing Rules of Shenzhen Stock Exchange on the gem.
To sum up, we unanimously agree that the company will issue raised investment projects to specific objects and increase the implementation location.
2、 Independent opinions on the proposal on using raised funds to replace self raised funds for investment projects invested with raised funds in advance
After verification, the independent directors believe that the company’s self raised funds that have been invested in the raised investment project in advance are replaced by the raised funds, the approval procedures are legal and compliant, do not conflict with the implementation plan of the raised investment project, do not affect the normal implementation of the raised investment project, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders, The replacement of raised funds complies with the provisions of relevant laws, regulations and normative documents such as the Shenzhen Stock Exchange GEM Listing Rules, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies. The independent directors unanimously agreed that the company would use the raised funds to replace the self raised funds invested in the raised projects in advance.
To sum up, we agree that the company will use the raised funds to replace the self raised funds invested in the raised projects in advance. 3、 Independent opinions on the proposal on using temporarily idle raised funds for cash management
After verification, the independent directors believe that the company’s rational use of some temporarily idle raised funds for cash management is conducive to improving the efficiency and income of the company’s fund use, there is no behavior of changing the purpose of the raised funds in a disguised manner, does not affect the construction of the raised funds and the normal operation of the company, and is in line with the interests of the company and shareholders. The relevant approval procedures comply with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange and the management system for the special storage and use of Capitalonline Date Service Co.Ltd(300846) raised funds, and there is no damage to the interests of minority shareholders. In conclusion, we agree to use the temporarily idle raised funds for cash management and submit them to the general meeting of shareholders for deliberation.
4、 Independent opinions on the proposal on using temporarily idle self owned funds for cash management
After verification, the independent directors believe that the company is in good operation and stable financial condition. In order to improve the efficiency of the company’s capital use, the company uses its own funds temporarily idle for cash management under the condition of ensuring the normal main business and capital safety of the company, which is conducive to improving the efficiency of the company’s capital use and increasing the company’s capital income on the premise of controlling risks, It will not adversely affect the company’s business activities and the company’s production and operation, which is in line with the interests of the company and the majority of shareholders. This time, the company used temporarily idle self owned funds for cash management, fulfilled the necessary decision-making and approval procedures, and did not damage the interests of the company and all shareholders, especially small and medium-sized shareholders.
In conclusion, we agree to use idle self owned funds for cash management.
Independent directors: Zheng Weimin, Geng Jianxin, Liang Qinghua Capitalonline Date Service Co.Ltd(300846) February 25, 2022
