Shaanxi Zhongtian Rocket Technology Co.Ltd(003009) : Shaanxi Zhongtian Rocket Technology Co.Ltd(003009) independent directors’ independent opinions on relevant matters of the 13th meeting of the third board of directors of the company

Shaanxi Zhongtian Rocket Technology Co.Ltd(003009) independent directors’ independent opinions on relevant matters of the 13th meeting of the third board of directors of the company

In accordance with the rules for independent directors of listed companies, the guidelines for the governance of listed companies, the Listing Rules of Shenzhen Stock Exchange and the Shaanxi Zhongtian Rocket Technology Co.Ltd(003009) articles of association, we, as independent directors of the company, are responsible to the company and all shareholders and based on independent judgment, Carefully reviewed the proposal submitted to the 13th meeting of the third board of directors of the company for deliberation, and expressed the following independent opinions:

1、 Independent opinions on the guarantee provided by the controlling shareholder of the company for the issuance of convertible corporate bonds and related party transactions:

We believe that the company’s issuance of convertible corporate bonds is mainly to meet the capital needs of the company’s raised investment projects and daily operation, and reduce the financing cost. The guarantee provided by Shaanxi Aerospace Power Hi-Tech Co.Ltd(600343) Technology Research Institute, the controlling shareholder of the company, for the convertible corporate bonds issued by the company this time meets the actual needs of the company’s operation and development, is a reasonable transaction, reflects the support of the controlling shareholder to the company, is in line with the interests of the company and all shareholders, and has no adverse impact on the independence of the company, There are no acts and circumstances that harm the interests of the company and minority shareholders, which comply with the relevant provisions of the CSRC and Shenzhen Stock Exchange.

When the board of directors of the company deliberated this proposal, the related directors have avoided voting according to relevant regulations, and the deliberation procedure is legal. We agree to this proposal and agree to submit it to the general meeting of shareholders of the company for deliberation.

2、 Independent opinions on the proposal on the performance appraisal scheme for senior executives of the company in 2021:

The company conducts comprehensive assessment on senior managers in combination with the actual situation of the company. The salary of senior managers of the company complies with the relevant provisions of Shaanxi Zhongtian Rocket Technology Co.Ltd(003009) management measures for performance assessment of senior managers. The assessment and payment of salary do not harm the interests of the company and minority shareholders. We agree with the proposal on performance assessment scheme for senior managers of the company in 2021.

Independent directors: Gu Xiujuan, Wang Zhigang, Shao Fangxian February 28, 2022

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