Hubei Shuanghuan Science And Technology Stock Co.Ltd(000707)
Opinions of independent directors on matters related to the 8th meeting of the 10th board of directors
Prior approval and independent opinion
In accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the articles of association, we, as independent directors of Hubei Shuanghuan Science And Technology Stock Co.Ltd(000707) (hereinafter referred to as the “company”), based on the principle of seeking truth from facts, Express the following prior approval and independent opinions on the matters related to the eighth meeting of the 10th board of directors of the company:
1、 Independent opinions on the company’s profit distribution plan in 2021
In accordance with the guiding opinions on the establishment of independent director system in listed companies and the articles of association of the company and other relevant provisions of the CSRC, we hereby express our opinions on the company’s profit distribution plan for 2021 as follows:
Daxin Certified Public Accountants (special general partnership) audited the company’s 2021 financial report and issued a standard unqualified audit report. The net profit attributable to the parent company in the consolidated statements of the company in 2021 was 422.62 million yuan, and the net profit of the parent company of the listed company was 4293496 million yuan. Although the company made profit in 2021, as of December 31, 2021, the undistributed profit in the statements of the parent company was -998778 million yuan, and the undistributed profit in the consolidated statements was -12624113 million yuan. Based on independent judgment, We believe that the distribution plan proposed by the board of directors based on the actual situation of the company is in line with the long-term development needs of the company and the long-term interests of shareholders. The profit distribution plan and its approval procedures of the company in 2021 comply with the provisions of the company law and other relevant regulations and the articles of association, and do not damage the interests of the company and its shareholders, especially small and medium-sized shareholders.
We agree that the company will not carry out profit distribution in 2021, nor will it carry out the distribution plan of converting capital reserve into share capital. The profit distribution plan of the company in 2021 needs to be submitted to the general meeting of shareholders for deliberation.
2、 Independent opinions on the renewal of accounting firm
In accordance with the provisions of relevant laws and regulations, we hereby express the following opinions on the company’s continued employment of audit institutions:
Prior approval: we agree to submit the “proposal on appointment of accounting firm” to the 8th meeting of the 10th board of directors for deliberation.
Independent opinion: Daxin Certified Public Accountants (special general partnership) is qualified for securities business. In its audit of the company in 2021, the Institute was diligent and conscientious, adhered to the independent, objective and fair audit standards, and completed the annual audit business with due diligence. We agree to continue to employ Daxin Certified Public Accountants (special general partnership) as the accounting firm for the audit of the company’s financial statements and internal control in 2022. 3、 Independent opinions on write off of some receivables
As an independent director of the company, we have carefully studied the company’s proposal on the write off of some receivables, and express the following independent opinions in accordance with the provisions of relevant laws and regulations:
The company’s current write off of accounts receivable and other receivables is to truly reflect the financial situation of the enterprise, with sufficient basis for write off, in line with the relevant provisions of the accounting standards for business enterprises and the actual situation of the company.
The receivables and other receivables to be written off this time do not involve the company’s related parties, nor do they damage the interests of the company and shareholders, especially minority shareholders. The review procedures comply with relevant laws and regulations and the articles of association. We unanimously agree on the write off of receivables and other receivables this time.
4、 Independent opinions on applying for cancellation of delisting risk warning and other risk warnings
1. On March 8, 2022, the 8th meeting of the 10th board of directors held by the company deliberated and adopted the proposal on applying for cancellation of delisting risk warning and other risk warnings.
2. After verification, the delisting risk warning and other risk warnings of the company’s shares have been corrected. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange (revised 2022), the company has not been subject to delisting risk warning as specified in article 9.3.1 or other risk warnings as specified in Article 9.8.1, It has met the conditions of applying for cancellation of delisting risk warning and other risk warnings in the stock listing rules of Shenzhen Stock Exchange (revised 2022).
3. The cancellation of delisting risk warning and other risk warnings of the company’s shares is conducive to protecting the interests of the company and minority shareholders. Therefore, we agree that the company applies to Shenzhen stock exchange for cancellation of delisting risk warning and other risk warnings.
Independent director: Wang huaman
Bao Xiaolan
Ma Chuangang
March 10, 2022
