Shenzhen Clou Electronics Co.Ltd(002121) : prior approval opinion of independent directors

Shenzhen Clou Electronics Co.Ltd(002121)

Independent directors' comments on the 12th (Interim) meeting of the 8th board of directors

Prior approval opinions on relevant matters

As an independent director of the 8th board of directors of Shenzhen Clou Electronics Co.Ltd(002121) (hereinafter referred to as "the company"), in accordance with the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies No. 1 - standardized operation of listed companies on the main board, the articles of association and the independent director system of the company, Based on independent judgment, the proposal on the application of entrusted loans and related party transactions by the company and its subsidiaries to related parties to be considered at the 12th (Interim) meeting of the eighth board of directors of the company is carefully reviewed and the following prior approval opinions are issued:

After fully understanding the entrusted loan applied by the company and its subsidiaries to related parties, we believe that the entrusted loan applied by the company, its wholly-owned subsidiaries Shenzhen Kelu Precision Instrument Co., Ltd. (hereinafter referred to as "precision instrument") and Shenzhen Kelu smart Industry Co., Ltd. (hereinafter referred to as "smart industry") to related parties meets the needs of production and operation, It is conducive to the long-term development of the company, precision instruments and smart industry, and plays a positive role in promoting the business development of the company, precision instruments and smart industry. It is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company, all shareholders, especially small and medium-sized shareholders. Therefore, we agree to submit the proposal on the application of the company and its subsidiaries for entrusted loans and related party transactions to the board of directors of the company for deliberation.

Independent director: Zhang Wenqiu, Yunliang, Xie Huaqing March 2, 2022

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