Angang Steel Company Limited(000898) the 55th session of the 8th board of directors
Opinions of independent directors
As an independent director of Angang Steel Company Limited(000898) (hereinafter referred to as the company), we have carefully reviewed and carefully investigated the materials and relevant documents submitted by the company at the 55th meeting of the 8th board of directors. Our opinions are as follows:
1、 About dismissing Xiao Mingfu as deputy general manager
Xiao Mingfu, the deputy general manager of the company, is still subject to the discipline review of the Discipline Inspection Committee of the Communist Party of China Angang Group Co., Ltd. and the supervision and investigation of the supervision committee of Guang’an City, Sichuan Province, and is unable to perform his duties as deputy general manager. The board of directors dismissed him as deputy general manager, and the procedure is legal and effective. 2、 On the appointment of Mr. Zhang Peng as the deputy general manager of the company
1. The company’s procedures for appointing Mr. Zhang Peng as the company’s deputy general manager comply with the company law, the articles of association and other relevant provisions.
2. Mr. Zhang Peng’s qualifications and conditions meet the requirements of relevant laws, administrative regulations, departmental rules, normative documents, stock listing rules and other relevant provisions of the exchange.
3. After reviewing Mr. Zhang Peng’s personal resume and relevant materials, it is not found that he does not comply with relevant laws, regulations and rules, that he is determined as a prohibited person by the CSRC, and that he is not allowed to be nominated as a senior manager.
3、 About the company’s acquisition of the assets of the second power plant of Anshan Iron and Steel Group Co., Ltd
1. Related directors abstained from voting on the related party transaction at the meeting of the board of directors, and the voting procedures comply with the provisions of relevant laws, regulations and the articles of association. Related party transactions follow the principles of fairness and fairness and comply with legal procedures.
2. The connected transaction is conducted in accordance with general commercial terms and on fair and reasonable terms for the shareholders of the company.
3. The terms of the related party transaction agreement are fair and reasonable, in line with the interests of the company and its shareholders, and will not damage the interests of non related shareholders and minority shareholders.
4、 About the joint investment between the company and Delin Dry Port Supply Chain Service Co., Ltd. to establish Angang Industrial Products Co., Ltd
1. Related directors abstained from voting on the related party transaction at the meeting of the board of directors, and the voting procedures comply with the provisions of relevant laws, regulations and the articles of association. Related party transactions follow the principles of fairness and fairness and comply with legal procedures.
2. The connected transaction is conducted in accordance with general commercial terms and on fair and reasonable terms for the shareholders of the company.
3. The terms of the related party transaction agreement are fair and reasonable, in line with the interests of the company and its shareholders, and will not damage the interests of non related shareholders and minority shareholders.
Independent directors: Feng Changli, Wang Jianhua, Wang Wanglin and Zhu Keshi December 30, 2021
