Securities abbreviation: Shanghai Zhezhong Group Co.Ltd(002346) securities code: Shanghai Zhezhong Group Co.Ltd(002346)
Independent director of haizhezhong Group Co., Ltd
Prior approval opinions on matters related to the 16th meeting of the Fourth Board of directors
As an independent director of Shanghai Zhezhong Group Co.Ltd(002346) (hereinafter referred to as "the company"), in accordance with the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the standardized operation of listed companies and the working system of independent directors of the company, we carefully reviewed the relevant materials of the proposal to be submitted to the 16th meeting of the Fourth Board of directors of the company for deliberation before the meeting,
1. The opinions on the proposal on financial assistance provided by controlling shareholders to the company free of charge are as follows:
The financial assistance provided by the controlling shareholder to the company for free this time constitutes a connected transaction, does not constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies, and does not need to be approved by relevant departments. This connected transaction is open, fair and reasonable, in line with the fundamental interests of the company and conducive to the long-term development of the company. It will not damage the interests of the company and shareholders, especially small and medium-sized shareholders, and comply with the provisions of relevant laws, regulations and the articles of association. We agree to submit this connected transaction to the board of directors of the company for deliberation. When voting on the relevant proposals of this transaction at the meeting of the board of directors of the company, the connected directors shall withdraw from voting according to law. 2. The opinions on the proposal on supplementary consideration of connected transactions are as follows:
This connected transaction is a supplementary review of previous connected transactions, which is in line with the articles of association and other relevant provisions. In view of the fact that this transaction has been terminated by consensus of all parties, there is no actual equipment delivery and capital settlement, no loss to the company, no material damage to the interests of the company and shareholders, and no damage to the company and shareholders, Especially for the interests of minority shareholders, it is agreed to submit it to the 16th meeting of the Fourth Board of directors for supplementary deliberation. For the above-mentioned related party transactions, which were not submitted to the board of directors for deliberation and approval in time, the company and relevant departments were reminded to pay close attention to prevent similar situations from happening again.
When the board of directors of the company considers the above proposals involving related party transactions, the related directors shall withdraw from voting as required
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Securities abbreviation: Shanghai Zhezhong Group Co.Ltd(002346) securities code: Shanghai Zhezhong Group Co.Ltd(002346) (there is no text on this page, which is the signature page of Shanghai Zhezhong Group Co.Ltd(002346) independent directors' prior approval opinions on the 16th meeting of the Fourth Board of directors)
independent director:
Zhang Bohua, Jin Jingbo, Tao Tengyun
Shanghai Zhezhong Group Co.Ltd(002346) board of directors March 9, 2002
