Konka Group Co.Ltd(000016) independent director
On relevant matters of the 55th session of the ninth board of directors
Prior approval opinion
Konka Group Co.Ltd(000016) (hereinafter referred to as “the company”) plans to purchase 100% equity of Ganzhou Ming High Tech Co., Ltd. by issuing shares, and 100% equity of Jiangsu haisida power supply Co., Ltd. (hereinafter referred to as “haisida power supply”) by issuing shares and paying cash, and issue shares to raise supporting funds (hereinafter referred to as “this transaction”). Since the disclosure of this transaction plan, the company and relevant parties have orderly promoted and implemented various works of this transaction. However, since the company and the shareholders of haisida power supply failed to reach an agreement on some core terms of this transaction, from the perspective of safeguarding the rights and interests of all shareholders, especially small and medium-sized shareholders and the interests of the company, the company plans to terminate this transaction after careful research.
In accordance with the relevant provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of major asset restructuring of listed companies, the rules for independent directors of listed companies, the stock listing rules of Shenzhen Stock Exchange, the Konka Group Co.Ltd(000016) articles of association and other documents, we are independent directors of the company, We have read the relevant proposals and annexes related to the company’s intention to terminate this transaction, asked other directors and the Secretary of the board of directors about relevant issues, and carefully reviewed the proposed termination of this transaction. Based on the sufficient information we think we have obtained and our professional knowledge, and based on our independent judgment, we express the following prior approval opinions:
Since the company and the shareholders of haisida power failed to reach an agreement on some core terms of this transaction, the company intends to terminate this transaction after careful study from the perspective of safeguarding the rights and interests of all shareholders, especially minority shareholders and the interests of the company. The termination of this transaction by the company will not damage the interests of the company and minority shareholders. We recognize the relevant proposal of the company to terminate this transaction and agree to submit the relevant proposal to the board meeting for discussion.
It is hereby declared.
Konka Group Co.Ltd(000016)
independent director
February 22, 2002
