Ning Xia Yin Xing Energy Co.Ltd(000862)
Prior approval and independent opinions of independent directors
As an independent director of Ning Xia Yin Xing Energy Co.Ltd(000862) (hereinafter referred to as the company) in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the governance standards of listed companies, the rules for independent directors of listed companies, the guidelines for the supervision of listed companies No. 4 - commitments of listed companies and their related parties and other relevant laws and regulations and the Ning Xia Yin Xing Energy Co.Ltd(000862) articles of association, We have carefully checked the proposal on the change of the controlling shareholder's commitment to avoid horizontal competition deliberated at the 11th extraordinary meeting of the eighth board of directors, and issued the following prior approval opinions and independent opinions:
1. The change of commitment scheme to avoid horizontal competition proposed by Ningxia energy, the controlling shareholder of the company, is legal and compliant, which is conducive to solving the problem of horizontal competition between the controlling shareholder and the listed company, protecting the interests of the listed company and other investors, and there is no damage to the interests of the company and non affiliated shareholders, especially small and medium-sized shareholders.
2. The convening and voting procedures of the board of directors of the company comply with the provisions of relevant laws, regulations and the articles of association. We agree to the proposal on changing the commitment of controlling shareholders to avoid horizontal competition and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
