Masterwork Group Co.Ltd(300195) independent opinion
Masterwork Group Co.Ltd(300195)
Independent directors’ independent opinions on matters related to the 22nd Meeting of the 5th board of directors Masterwork Group Co.Ltd(300195) (hereinafter referred to as “the company”) the 22nd Meeting of the 5th board of directors was held by means of communication on December 23, 2021. According to the Listing Rules of GEM stocks of Shenzhen Stock Exchange and the guidelines for standardized operation of GEM listed companies of Shenzhen Stock Exchange As the independent directors of the company, we have carefully reviewed the relevant materials of the meeting, followed the principle of prudence and based on objective and independent judgment, We hereby express our independent opinions on the matters related to the 22nd Meeting of the Fifth Board of directors as follows:
1、 After careful verification of the independent opinions on the proposal on transferring part of the equity and capital increase of wholly-owned subsidiaries and related party transactions, we have approved the related party transactions in advance. We believe that the necessary deliberation procedures have been performed for the transactions, and the related directors have avoided voting, which is in line with the relevant provisions of laws and regulations. Through this transaction, the company will further absorb Germany’s advanced experience in management, manufacturing, technology and quality, which can further improve the company’s sustainable profitability, without any behavior damaging the interests of the company and shareholders, and will not affect the company’s independence. We agree to the motion. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation. 2、 Independent opinions on the proposal on providing guarantee for the holding subsidiary evergreen Huaxin Financial Leasing Co., Ltd
The decision-making procedure of this guarantee is legal and effective, in line with the provisions of relevant laws and regulations on external guarantee, and there is no damage to the interests of the company and shareholders. Evergreen Huaxin is a holding subsidiary of the company, with good credit status and good solvency. At the same time, it has signed the counter guarantee contract to provide counter guarantee for the company. This guarantee does not have a significant impact on the financial status and operating results of the company. We agree to the above guarantee.
3、 Independent opinions on the proposal on providing guarantee for Tianjin Beiying renewable resources Recycling Co., Ltd., a holding secondary subsidiary
The decision-making procedure of this guarantee is legal and effective, in line with the provisions of relevant laws and regulations on external guarantee, and there is no damage to the interests of the company and shareholders. Tianjin Beiying is a secondary subsidiary of the company, with good credit status and good solvency. At the same time, it has signed the counter guarantee contract to provide counter guarantee for the company. This guarantee does not have a significant impact on the company’s financial status and operating results. We agree to the above guarantee. (there is no text below, which is the signature page)
Masterwork Group Co.Ltd(300195) independent opinion
(there is no text on this page, which is the signature page of Masterwork Group Co.Ltd(300195) independent directors’ independent opinions on relevant matters of the 22nd Meeting of the Fifth Board of directors) all independent directors:
Xu Wencai (signature)
Yang Jinguo (signature)
Yuan Zeming (signature)
Masterwork Group Co.Ltd(300195) December 23, 2021
