Opinions of independent directors on matters related to the 19th meeting of the Fourth Board of directors
Prior approval opinion
Gl Tech Co.Ltd(300480) (hereinafter referred to as “the company”) held the 19th meeting of the Fourth Board of directors on December 24, 2021. According to the guiding opinions on establishing an independent director system in listed companies, the governance standards of listed companies, the Listing Rules of Shenzhen Stock Exchange on the gem, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange and According to the Gl Tech Co.Ltd(300480) articles of association and other relevant provisions, as an independent director of the company, based on the position of independent judgment, we hereby express the following prior approval opinions on the relevant proposals considered by the board of directors:
1. The company’s relevant plans and plans for issuing convertible corporate bonds to unspecified objects comply with the company law, the securities law The provisions of laws, regulations and normative documents such as the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) and the Q & A on issuance supervision – regulatory requirements on guiding and standardizing the financing behavior of listed companies (revised in 2020) are reasonable and feasible, and there is no harm to the interests of the company and other shareholders.
2. It is feasible for the company to issue convertible corporate bonds to unspecified objects, which is in line with the current market situation and the actual situation of the company. The investment projects of the raised funds issued this time comply with the relevant national industrial policies, the development trend of the company’s industry and the overall development direction of the company in the future. The issuance of convertible corporate bonds to unspecified objects this time is conducive to enhancing the company’s sustainable profitability and market competitiveness, in line with the interests of the company and all shareholders, and does not damage the company and its shareholders Especially the interests of minority shareholders.
3、 The 19th meeting of the 4th board of directors of the company will consider the proposal on the company meeting the conditions for issuing convertible corporate bonds to unspecified objects, the proposal on the company issuing convertible corporate bonds to unspecified objects and the proposal on the company issuing convertible corporate bonds to unspecified objects Proposal on the demonstration and analysis report of the company issuing convertible corporate bonds to unspecified objects, proposal on the feasibility analysis report of the company issuing convertible corporate bonds to unspecified objects to raise funds, and proposal on the special report on the use of the company’s previously raised funds Proposals related to this issuance, such as the proposal on the company’s issuance of convertible corporate bonds to unspecified objects, diluted immediate return and filling measures and commitments of relevant subjects, the proposal on the meeting rules of the holders of convertible corporate bonds issued by the company to unspecified objects, and so on, have been submitted to us for review. We believe that this issuance does not harm the interests of the company and other shareholders, especially minority shareholders, and complies with the provisions of relevant national laws, regulations and normative documents. As an independent director of the company, we approve the issuance and agree to submit the proposals related to the issuance to the board of directors for deliberation.
4. With regard to the re employment of the audit institution in 2021, During the audit service in 2020, Grant Thornton Certified Public Accountants (special general partnership) is independent, impartial and professional. The audit report issued for the company objectively and fairly reflects the company’s financial status and operating results. Based on independent judgment, we agree to continue to hire Grant Thornton certified public accountants (special general partnership) is the financial audit institution of the company in 2021 and agrees to submit the proposal to the meeting of the board of directors for deliberation.
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(there is no text on this page, which is the signature page of Gl Tech Co.Ltd(300480) independent directors’ prior approval opinions on matters related to the 19th meeting of the Fourth Board of directors) signature of independent directors:
Wang Hongyou laughs at Bing
Jiang Yong, Wang Lin
specific date
