Guangdong Guanhao High-Tech Co.Ltd(600433)
Opinions of independent directors on matters related to the 9th meeting of the 8th board of directors of the company
separate opinion
In accordance with the provisions of the company law, the guidelines for the governance of listed companies, the articles of association, the rules of procedure for Guangdong Guanhao High-Tech Co.Ltd(600433) independent directors and other relevant laws and regulations, the independent directors of Guangdong Guanhao High-Tech Co.Ltd(600433) (hereinafter referred to as “the company”) expressed their independent opinions on the relevant matters considered at the ninth meeting of the eighth board of directors as follows:
1、 Independent opinions on 2021 profit distribution plan
The 2021 profit distribution plan proposed by the board of directors of the company, Comply with the requirements of the CSRC’s guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 – introduction of standardized operation, the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 7 – share repurchase, the articles of association and the company’s profit distribution management system, The profit distribution plan conforms to the current actual situation of the company, is conducive to the sustainable and stable development of the company, and does not damage the interests of minority shareholders. We agree to the profit distribution plan and submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 Independent opinions on internal control evaluation report in 2021
After carefully reading the internal control evaluation report of the company in 2021 and based on the position of independent judgment, we hereby express the following opinions on the internal control evaluation report of the company in 2021:
1. The company has established a relatively perfect internal control system and a relatively complete risk assessment system, which meets the requirements of relevant national laws, administrative regulations and departmental rules, and the internal control system has legitimacy, rationality and effectiveness;
2. The company’s corporate governance, production and operation, information disclosure and major events and other activities are carried out in strict accordance with the provisions of the company’s internal control systems. The possible internal and external risks of various matters can be reasonably controlled, the predetermined objectives of various activities of the company are basically achieved, and the company’s internal control is effective;
3. The company’s internal control evaluation report truly and objectively reflects the actual situation of the current construction of the company’s internal control system, the implementation and supervision of the internal control system.
We believe that the company’s internal control evaluation report truly and objectively reflects the construction and operation of the company’s internal control.
3、 Independent opinions on the guarantee provided by the company’s holding subsidiaries for its subsidiaries in 2022
The holding subsidiary of the company provides guarantee for its subsidiaries, which is conducive to the capital operation required for the production and operation development of its subsidiaries. The guaranteed has good operation status, excellent assets, strong solvency and controllable guarantee risk. Relevant decisions comply with the provisions of the company’s internal control system, the articles of association and relevant laws and regulations. There is no illegal guarantee and does not damage the interests of the company and shareholders. We agree to the company’s guarantee and submit it to the company’s 2021 annual general meeting for deliberation.
4、 Independent opinions on the prediction of daily connected transactions in 2022
The daily related party transactions of the company and its subsidiaries in 2022 are expected to be conducive to the normal development of the production and operation activities of the company and its holding subsidiaries; The transaction price is objective and fair, and the transaction method conforms to the market rules; The transaction did not harm the interests of the company and other shareholders, especially minority shareholders and non affiliated shareholders. When the board of directors considered the above proposals, the related directors Xie Xianlong, Li Fei, Zhang Hong, Liu Yan and Wang Yifu all avoided voting, and the voting procedures were in line with the company law, the articles of association and other relevant provisions; We agree to predict the daily related party transactions in 2022 and submit them to the 2021 annual general meeting of shareholders of the company for deliberation.
Guangdong Guanhao High-Tech Co.Ltd(600433) independent director: Chen Jiayi, Wang nengguang, Huang Juan March 10, 2022
