Beijing Sinohytec Co.Ltd(688339)
Independent opinions of independent directors on relevant proposals of the 31st meeting of the second board of directors Beijing Sinohytec Co.Ltd(688339) (hereinafter referred to as “the company”) held the 31st meeting of the second board of directors on March 8, 2022. Based on the position of independent judgment and the attitude of being responsible to the company, all shareholders, especially small and medium-sized shareholders, Express the following independent opinions on the following matters considered at the 31st meeting of the second board of directors of the company:
1、 Independent opinions on the proposal on the estimation of daily connected transaction quota in 2022
We have reviewed the proposal on the estimation of the amount of daily connected transactions in 2022 of the company. We believe that the daily connected transactions in 2022 estimated by the company belong to the routine business within the normal business scope of the company, do not damage the interests of the company and shareholders, especially minority shareholders, comply with the principle of fairness required by the management of connected transactions, and do not affect the independence of the company, It will not adversely affect the company’s continuous operation ability, profitability and asset status.
To sum up, we unanimously agree to the proposal on daily connected transactions in 2022 and agree to submit the above matters to the general meeting of shareholders for deliberation.
2、 Independent opinions on the proposal on renewing the appointment of accounting firms
Dahua Certified Public Accountants (special general partnership) has professional qualifications in Securities and futures related businesses, experience and ability to provide audit services for listed companies, and can meet the work needs of the company’s 2021 financial report audit. The decision-making process of the company’s reappointment of Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2021 is in line with the provisions of the company law, the securities law, the Listing Rules of Shanghai Stock Exchange on the science and innovation board and the articles of association, and there is no situation that damages the interests of the company and all shareholders. In conclusion, we agree to renew the appointment of Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2021.
3、 On the closing of some raised and invested projects of initial public offering of shares, and permanently supplement the surplus raised funds
The company will conclude the “fuel cell engine R & D project for the Winter Olympics” and permanently supplement the company’s working capital with the surplus raised funds for the company’s daily business activities, which is conducive to further filling the company’s cash flow, improving the efficiency of capital use and reducing financial costs, which is in line with the interests of the company and all shareholders;. In terms of decision-making and approval procedures, the company complies with the Listing Rules of science and Innovation Board of Shanghai Stock Exchange and the measures for the administration of raised funds of listed companies of Shanghai Stock Exchange Relevant laws and regulations such as the guidelines for the application of self regulatory rules for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation and the company’s management system for the special storage and use of raised funds do not change the purpose of raised funds in a disguised manner, nor do they harm the interests of the company and all shareholders, especially small and medium-sized shareholders.
To sum up, we unanimously agree to the proposal on closing some raised investment projects in the initial public offering and permanently replenishing the surplus raised funds with working capital.
4、 Independent opinions on the proposal of the company and its subsidiaries on applying for comprehensive credit and providing guarantee line estimation in 2022
The company and its wholly-owned subsidiaries applied for comprehensive credit lines and guarantees to meet the needs of the company’s business development and the capital needs of the company’s operation and development, and in line with the company’s actual operation and overall development strategy. The guarantee object is the company within the scope of the company’s consolidated statements, with good asset credit status and controllable guarantee risk. There are circumstances that do not comply with the provisions of the company’s articles of association and relevant laws and regulations, especially those that damage the interests of minority shareholders.
To sum up, we unanimously agree to the proposal on the application for comprehensive credit and provision of guarantee line estimation by the company and its subsidiaries in 2022.
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