Monalisa Group Co.Ltd(002918) : independent opinions of independent directors on matters related to the 12th meeting of the third board of directors of the company

Monalisa Group Co.Ltd(002918) the 12th meeting of the third board of directors

Monalisa Group Co.Ltd(002918)

Independent directors’ opinions on the 12th meeting of the third board of directors of the company

Independent opinions on relevant matters

In accordance with the relevant provisions of laws, regulations and normative documents such as the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the Monalisa Group Co.Ltd(002918) articles of Association, the working system of independent directors and other relevant systems of the company, As an independent director of the third board of directors of Monalisa Group Co.Ltd(002918) (hereinafter referred to as “the company”), we carefully reviewed the relevant matters submitted to the 12th meeting of the third board of directors of the company for deliberation, and expressed the following independent opinions:

1、 Independent opinions on the prediction of external guarantee amount in 2022

The expected events of the guarantee amount of the company belong to the normal production and operation behavior of the company, can meet the capital needs of the production and operation of the subsidiary, is conducive to the continuous and healthy development of the daily operation of the subsidiary, will not have an adverse impact on the normal operation and business development of the company, and will not damage the interests of the company and all shareholders, especially small and medium-sized shareholders. The decision-making and voting procedures of the expected matters of this guarantee are legal and comply with the relevant provisions of the articles of association. Therefore, we agree to the estimated amount of guarantee of the company in 2022 and submit it to the general meeting of shareholders of the company for deliberation.

2、 Independent opinions on carrying out accounts receivable factoring business

The handling of accounts receivable factoring business by the company and its subsidiaries within the scope of merger is conducive to accelerating capital turnover, ensuring the company’s daily operating capital needs, conducive to the company’s business development, in line with the company’s development plan and the company’s overall interests, and there is no situation that damages the interests of the company and its shareholders, especially small and medium-sized shareholders. The decision-making and voting procedures for handling accounts receivable factoring business are legal and compliant, and comply with the relevant provisions of the articles of association. Therefore, we agree that the company and its subsidiaries within the scope of merger shall handle accounts receivable factoring business, and submit the proposal to the general meeting of shareholders of the company for deliberation.

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Monalisa Group Co.Ltd(002918) the 12th meeting of the third board of directors

(there is no text on this page, which is the signature page of Monalisa Group Co.Ltd(002918) independent director’s independent opinions on matters related to the 12th meeting of the third board of directors.) Signature of independent directors attending the meeting:

Yang Wangcheng, Rao pinggen, Guan Tianci

Monalisa Group Co.Ltd(002918) March 8, 2022

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