Yunnan Energy Investment Co.Ltd(002053) board of directors
Report of the Audit Committee on the company’s non-public offering of shares
Review opinions on related party transactions
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange and other relevant laws and regulations and the articles of association, the audit committee of the board of directors of the company issued the following written audit opinions on the related party transactions involved in the company’s non-public offering of shares:
The objects of this non-public offering include Yunnan Energy Investment Group Co., Ltd., the controlling shareholder of the company, and Yunnan Yuntianhua Co.Ltd(600096) Group Co., Ltd., the shareholder holding more than 5% of the company’s shares. Therefore, the subscription of the shares of this non-public offering by the above objects constitutes a connected transaction. The related party transaction follows the principles of fairness, impartiality, voluntariness and good faith. The pricing principle and transaction method comply with the market rules and have no impact on the independence of the listed company. The deliberation and voting procedures comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws and regulations, as well as the articles of association.
Through careful review of the conditional effective share subscription agreement signed by the company, Yunnan Energy Investment Group Co., Ltd. and Yunnan Yuntianhua Co.Ltd(600096) Group Co., Ltd., we believe that the terms and signing procedures of the agreement comply with the provisions of national laws, regulations and other normative documents. The deliberation and voting procedures comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws and regulations, as well as the articles of association.
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[there is no text on this page, which is the signature page of the audit committee of the board of directors on the audit opinions of the company’s non-public offering of shares involving related party transactions] signature of the members of the audit committee of the board of directors:
Na Chao Hong Teng Weiheng Luo Meijuan
March 1, 2022
