Fujian Cosunter Pharmaceutical Co.Ltd(300436)
Independent directors’ opinions on the 12th meeting of the 4th board of directors
Independent opinions on relevant matters
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, the articles of association, the working system of independent directors of the company and the relevant provisions of relevant laws and regulations, As an independent director of Fujian Cosunter Pharmaceutical Co.Ltd(300436) (hereinafter referred to as “the company”), based on objective and independent judgment, we hereby express the following independent opinions on relevant matters considered at the 12th meeting of the Fourth Board of directors of the company:
1、 Independent opinions on signing the technical service contract and related party transactions
After review, we believe that this connected transaction is conducive to making full use of the company’s resources and improving the efficiency of the use of the company’s assets. The transaction price follows the principle of market-oriented pricing. The transaction and decision-making procedures comply with the requirements of relevant laws and regulations, comply with the interests of listed companies and all shareholders, and do not damage the interests of the company and other shareholders, especially small and medium-sized shareholders and non affiliated shareholders. The affiliated directors performed the withdrawal voting procedure, and the voting procedure of the meeting met the relevant requirements of relevant laws, regulations and other normative documents and the articles of association.
Therefore, we unanimously agree on this related party transaction of the company.
2、 Independent opinions on the use of raised funds to increase capital to subsidiaries to implement raised investment projects
After review, we believe that the company’s capital increase to Jintang pharmaceutical, the implementation subject of the raised investment project, is conducive to the smooth implementation of the raised investment project, the improvement of the use efficiency of the raised funds and the full play of the benefits, the improvement of the company’s innovation and transformation ability and comprehensive competitiveness, and is in line with the use plan of the raised funds and the company’s development strategy and long-term plan, It is in line with the interests of the company and all shareholders, and there is no situation that damages the legitimate rights and interests of the company and shareholders, especially small and medium-sized shareholders. The company has carried out capital increase to the implementation subject of the raised investment project, fulfilled the relevant procedures of the company’s decision-making, and complied with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, the Listing Rules of GEM stocks of Shenzhen Stock exchange Laws, regulations, normative documents, articles of association and other relevant provisions, such as Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies, and relevant deliberation and voting procedures are legal and effective. Therefore, we unanimously agree that the company will use the raised funds to increase the capital of Jintang pharmaceutical, the implementation subject of the above raised investment project.
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(there is no text on this page, which is the signature page of Fujian Cosunter Pharmaceutical Co.Ltd(300436) independent director’s independent opinions on matters related to the 12th meeting of the 4th board of directors) signature of independent director:
Ren Hong, Chen Mingyu, Qiang Xinrong
Fujian Cosunter Pharmaceutical Co.Ltd(300436) board of directors date 2022
