Yonyou Network Technology Co.Ltd(600588)
Prior approval opinions of independent directors on related party transactions
Yonyou Network Technology Co.Ltd(600588) (hereinafter referred to as “the company”) plans to convene the 31st meeting of the 8th board of directors of the company on March 7, 2022 to review the proposal of the company on using some idle raised funds for cash management and related party transactions. In accordance with the relevant provisions of the rules for independent directors of listed companies, the guidelines for the governance of listed companies, the rules for the listing of shares on the Shanghai Stock Exchange and the articles of association of the China Securities Regulatory Commission, as independent directors of the company, we have reviewed the relevant meeting materials in advance, and hereby express the following written opinions on the above related party transactions in advance:
1. Overview of related party transactions
According to the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 – standardized operation, under the premise of ensuring the safety of raised funds and not affecting the use of raised investment projects, in order to make rational use of raised funds and improve the use efficiency of raised funds, the company plans to use idle raised funds of no more than 140 million yuan (including this amount) to purchase from related party Beijing Centergate Technologies (Holding) Co.Ltd(000931) banks with high safety Financial products with good liquidity and principal guaranteed period of less than 12 months (including time deposits, etc.).
The company holds 29.8% equity of Beijing Centergate Technologies (Holding) Co.Ltd(000931) bank; Mr. Wang Wenjing, the chairman of the company, and Mr. Wu Zhengping, the director of the company, served as directors of Beijing Centergate Technologies (Holding) Co.Ltd(000931) bank. According to the Listing Rules of Shanghai Stock Exchange and other relevant provisions, Beijing Centergate Technologies (Holding) Co.Ltd(000931) bank is the related party of the company, and this transaction constitutes a related party transaction. The transaction does not constitute a major asset reorganization of the company, which needs to be submitted to the general meeting of shareholders for deliberation.
2. Review comments
The above connected transactions do not comply with the company law, the securities law, the Listing Rules of Shanghai Stock Exchange and other relevant laws and regulations, normative documents and the articles of association. The above connected transactions need to be reviewed by the board of directors of the company, and the interested connected directors shall withdraw when the board of directors votes. The above connected transactions are conducive to improving the deposit income of raised funds and seeking more return on investment for the company and shareholders. Such transactions are fair and reasonable, and there is no damage to the interests of the company and its shareholders, especially small and medium-sized shareholders. We agree to submit relevant proposals to the 31st meeting of the 8th board of directors of the company for deliberation. Independent director: Zhang Weiguo; Zhou Jian; Wang Feng March 2, 2002
Yonyou Network Technology Co.Ltd(600588)
Prior approval opinions of independent directors
Signature page
Signature of independent director of the company:
Zhang Weiguo
Zhou Jian
Wang Feng
March 2, 2022