Meinian Onehealth Healthcare Holdings Co.Ltd(002044) independent director
The eighth (Interim) meeting of the eighth board of directors of the company
Independent opinions on relevant matters
As an independent director of Meinian Onehealth Healthcare Holdings Co.Ltd(002044) (hereinafter referred to as “the company”), in accordance with the independent director rules of listed companies, the stock listing rules of Shenzhen Stock Exchange (revised in 2022), the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board, the governance standards of listed companies and other laws and regulations In accordance with the relevant provisions of the normative documents and the Meinian Onehealth Healthcare Holdings Co.Ltd(002044) articles of Association (hereinafter referred to as the “articles of association”), we reviewed the relevant materials of the eighth (Interim) meeting of the eighth board of directors in a prudent and responsible manner, and expressed the following independent opinions based on independent judgment:
1、 Independent opinions on the application of the company and its subsidiaries for comprehensive credit line from the bank and the guarantee and counter guarantee provided by the company
After review, we believe that the guarantee and counter guarantee provided by the company for the subsidiary’s application for comprehensive credit line from the bank is based on the needs of the subsidiary’s future business development. The guarantee risk is controllable and does not harm the interests of the company, shareholders, especially small and medium-sized shareholders. When the board of directors deliberated on this matter, the voting procedure was legal and effective, in line with the provisions of relevant laws, administrative regulations, departmental rules and the articles of association. Therefore, we agree to provide guarantee and counter guarantee for our subsidiaries to apply for comprehensive credit line from the bank.
2、 Independent opinions on the special report on the use of the company’s previously raised funds
After reviewing the company’s special report on the use of Meinian Onehealth Healthcare Holdings Co.Ltd(002044) previously raised funds (hereinafter referred to as the “special report on the use of previously raised funds”), we believe that the company strictly abides by the relevant provisions of China Securities Regulatory Commission, Shenzhen Stock Exchange and the company on the storage and use of raised funds, and the disclosed information on the use of raised funds is true and reliable Accurate and complete, and there is no violation of the deposit and use of raised funds. We agree to the special report on the use of the company’s previously raised funds and agree to submit relevant proposals to the general meeting of shareholders for deliberation.
3、 Independent opinions on re demonstration and extension of some raised investment projects
The re demonstration and extension of some raised investment projects of the company is a prudent decision made by the company according to the actual implementation of raised investment projects, which will not have a significant impact on the normal operation of the company, nor will it change the investment direction of raised funds and damage the interests of shareholders of the company. The company has fulfilled the necessary decision-making procedures for the postponement of some raised investment projects, which is in line with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on the management of raised funds of listed companies. Therefore, we agree to the proposal on re demonstration and extension of some raised investment projects of the company. 4、 Independent opinions on the by election of non independent directors of the eighth board of directors of the company
After checking the relevant information of the director candidate Ms. Wu Tong, through understanding the educational background and work experience, it is not found that she is not allowed to serve as a director of the company according to the company law, nor has she been determined as a market prohibited person by the CSRC and has not been lifted. The nomination of director candidates complies with the provisions of the company law, the articles of association and other laws, regulations and rules. The nomination procedures of directors are legal and effective, and the nominees have the qualifications and work experience necessary to perform the duties of directors. The nomination of director candidates of the company does not harm the interests of minority shareholders. We agree that Ms. Wu Tong is a candidate for non independent director of the 8th board of directors of the company and submit it to the general meeting of shareholders of the company for deliberation.
Independent director of the company: Wang Hui, Shi Donghui, Zheng Xingjun, Wang Haitong March 10, 2002
