Yunnan Aluminium Co.Ltd(000807) independent directors
Proposal on using raised funds to replace self raised funds of projects invested with raised funds in advance
Independent opinion of
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions, As an independent director of Yunnan Aluminium Co.Ltd(000807) (hereinafter referred to as “the company”), we have carefully reviewed the proposal on using raised funds to replace self raised funds of pre invested projects with prudent and responsible working attitude , based on our independent judgment, we express the following opinions on this matter: the company has replaced the self raised funds invested in the raised investment project in advance with the raised funds, and has fulfilled the necessary approval procedures. The replacement time of the company’s raised funds is less than 6 months from the arrival time of the raised funds, and the use of the raised funds is consistent with the investment direction of the raised funds in the issuance application documents, It does not affect the normal progress of the investment projects with raised funds, nor does it change the investment direction of raised funds in a disguised manner and damage the interests of shareholders, which complies with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the standardized operation of listed companies on Shenzhen Stock Exchange. It is agreed that the company will use the raised funds of RMB 736256012.70 to replace the self raised funds that have been invested in the investment projects with the raised funds in advance.
independent director:
Bao Huifang, Wang Tao, Yang Jiwei, Shi Zhe
December 27, 2021
Yunnan Aluminium Co.Ltd(000807) independent directors
On using part of the raised funds to Yunnan Wenshan Aluminum Co., Ltd., a wholly-owned subsidiary
Provide independent opinions on the proposal for entrusted loans to implement raised investment projects
The company held the 10th meeting of the 8th board of directors by means of communication on Monday, December 27, 2021. The meeting deliberated and adopted the proposal on using part of the raised funds to provide entrusted loans to Yunnan Wenshan Aluminum Co., Ltd., a wholly-owned subsidiary, to implement raised investment projects, in accordance with the guiding opinions on establishing independent director system in listed companies issued by CSRC As an independent director of the company, we express the following independent opinions on the proposal in accordance with the relevant provisions of the standards for the governance of listed companies and the stock listing rules of Shenzhen Stock Exchange:
I The company used RMB 125000000.00 raised funds to provide loans to Yunnan Wenshan Aluminum Co., Ltd. (hereinafter referred to as “Yunnan Aluminum Wenshan”), a wholly-owned subsidiary of the company, by means of entrusted loans, for two raised investment projects, such as “Wenshan low-grade bauxite comprehensive utilization project” and “green low-carbon hydro electric aluminum material integration project”, so as to ensure the capital demand of raised investment projects.
2、 The company used RMB 125000000.00 to raise funds to provide loans to Yunnan Aluminum Wenshan, a wholly-owned subsidiary of the company, in the form of entrusted loans, for two raised investment projects, such as “Wenshan low-grade bauxite comprehensive utilization project” and “green low-carbon hydropower aluminum material integration project”, so as to ensure the capital demand of raised investment projects.
We agree that the company will use the raised funds of RMB 125000000.00 to provide loans to Yunnan Aluminum Wenshan, a wholly-owned subsidiary of the company, by means of entrusted loans.
independent director:
Bao Huifang, Wang Tao, Yang Jiwei, Shi Zhe
December 27, 2021
Yunnan Aluminium Co.Ltd(000807) independent directors
Independent opinions on the company’s plan for by election of Mr. Gao Lidong as a director
The company held the 10th meeting of the 8th board of directors on Monday, December 27, 2021. The meeting deliberated and adopted the plan on the company’s by election of Mr. Gao Lidong as a director. According to the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies, the stock listing rules of Shenzhen Stock Exchange and the articles of association As an independent director of the company, on the basis of carefully reviewing relevant materials, we express the following independent opinions on the nomination of director candidate Mr. Gao Lidong:
1、 Through careful review of the resumes and other relevant materials of the candidates for directors, it is considered that the nomination procedures and qualifications of the candidates for directors of the company comply with the relevant provisions of the company law and the articles of association.
2、 The candidate is not subject to the circumstances specified in Article 146 of the company law, is not determined as a market prohibited person by the CSRC, and is not subject to the circumstances that the prohibition has not been lifted.
We agree that the board of directors shall nominate Mr. Gao Lidong as the candidate for director of the eighth board of directors and submit it to the next general meeting of shareholders of the company for deliberation.
independent director:
Bao Huifang, Wang Tao, Yang Jiwei, Shi Zhe
December 27, 2021
