Independent opinions of independent directors on matters related to the seventh meeting of the seventh board of directors of the company
Nanji E-Commerce Co.Ltd(002127) independent director
Independent opinions on matters related to the 7th Meeting of the 7th board of directors of the company
In accordance with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the Nanji E-Commerce Co.Ltd(002127) articles of association, the working system of independent directors of the company and other relevant rules and regulations, As an independent director of Nanji E-Commerce Co.Ltd(002127) (hereinafter referred to as “the company”), we hereby express our independent opinions on the proposal on the acquisition of some trademarks held by TBH Global Co., Ltd. and the acquisition of 100% equity of baijiahao (Shanghai) Fashion Co., Ltd. deliberated at the seventh meeting of the seventh board of directors of the company, as follows:
The company acquired TBH Global Co, Part of the trademarks held by Ltd and the acquisition of 100% equity of baijiahao (Shanghai) Fashion Co., Ltd. meet the needs of the company’s overall development. The company hired Zhonghua Certified Public Accountants (special general partnership) with securities and futures business qualifications to issue the financial statements and audit report of baijiahao (Shanghai) Fashion Co., Ltd. for 2020 and January September 2021 (Zhonghui Zi) (2021) No. 08935) and Zhongshui Zhiyuan Assets Appraisal Co., Ltd., which has the qualification of securities and futures business, respectively issued the valuation report of some trademark intangible assets held by TBH globalco., Ltd. Nanji E-Commerce Co.Ltd(002127) to be acquired (Zhongshui Zhiyuan appraisal Zi [2021] No. 020093) and Nanji E-Commerce Co.Ltd(002127) to be acquired baijiahao Valuation report on equity valuation project of (Shanghai) Fashion Co., Ltd. (Zhongshui Zhiyuan appraisal Zi [2021] No. 020094), following the principles of fairness, impartiality and rationality. This acquisition is in line with the company’s business development strategy, can better enrich the company’s brand system, is conducive to give full play to the company’s brand operation and maintenance ability, further broaden the company’s product level, improve the company’s brand image and the company’s core competitiveness, and does not harm the interests of the company and all shareholders, especially small and medium-sized shareholders. This event has fulfilled the necessary approval procedures and complies with the provisions of laws and regulations such as the Listing Rules of Shenzhen Stock Exchange and the articles of association and other internal rules and regulations of the company.
Therefore, we unanimously agree to this acquisition.
Mr. Wu Xiaoya, an independent director, was absent from the seventh meeting of the seventh board of directors of the company due to work arrangement and did not express his opinions on relevant matters of the meeting.
Independent directors: Wang Haifeng, Ma Weimin December 26, 2001
