Opinions of independent directors
Hainan Strait Shipping Co.Ltd(002320) independent director
Prior approval opinions on some proposals of the sixth meeting of the seventh board of directors
In accordance with the company law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies (zjf [2001] No. 102) of China Securities Regulatory Commission and other regulations and normative documents, as well as Hainan Strait Shipping Co.Ltd(002320) the articles of association, the independent director system and other relevant provisions, As an independent director of the 6th board of directors of Hainan Strait Shipping Co.Ltd(002320) (hereinafter referred to as “the company”), we have reviewed in advance the proposal on the profit distribution plan in 2021, the implementation of daily connected transactions in 2021 and the prediction of daily connected transactions in 2022 to be submitted to the 6th meeting of the 7th board of directors for deliberation The proposal on continuous related party transactions with COSCO Shipping finance company in 2022, the proposal on continuous risk assessment report of related party transactions between COSCO Shipping finance company and COSCO Shipping finance company, and the proposal on hiring an audit institution in 2022 have made an in-depth understanding of relevant matters, and now give the following prior approval opinions:
1、 Prior approval opinions on 2021 profit distribution plan
The company has always paid attention to giving shareholders return on investment. The formulation of the profit distribution plan in 2021 is based on the actual situation of the company and in line with the provisions of the articles of association and other relevant laws and regulations on profit distribution policies, which is conducive to the sustainable, stable and healthy development of the company. Agree to submit the proposal to the board of directors of the company for deliberation.
2、 Prior approval opinions on the expected continuous connected transactions with COSCO Shipping finance company in 2022
1. COSCO Shipping Group Finance Co., Ltd., as a normative non bank financial institution approved by Bank Of China Limited(601988) Insurance Regulatory Commission, provides financial services for the company and its subsidiaries within its business scope, which complies with the provisions of relevant national laws and regulations.
2. The company expects that the maximum deposit balance (including accrued interest and handling charges) of the company and its subsidiaries in the finance company will not exceed RMB 4.3 billion, the maximum total loan balance of the company and its subsidiaries in the finance company every day will not exceed RMB 1 billion, and the credit line provided by the finance company to the company and its subsidiaries will not exceed RMB 1 billion, In line with the company’s capital stock and operation and investment needs in 2022, the financial services agreement signed between the company and COSCO Shipping Group Finance Co., Ltd. follows the principles of openness, fairness and impartiality, conducts transactions based on the principles of voluntariness, equality and mutual benefit, and the pricing is fair. The implementation of the above related party transactions is conducive to the sustainable and sound development of the company, It does not affect the independence of the company.
Opinions of independent directors
3. It is agreed to submit the continuous related party transactions with COSCO Shipping finance company in 2022 to the board of directors of the company for deliberation.
3、 Prior approval opinions on the continuous risk assessment report of connected transactions between the company and COSCO Shipping Finance Co., Ltd. 1. The continuous risk assessment report of connected transactions between the company and COSCO Shipping Finance Co., Ltd. issued by the company fully reflects the operating assets, business and risk status of COSCO Shipping Group Finance Co., Ltd.
2. COSCO Shipping Group Finance Co., Ltd., as a non bank financial institution, its business scope, business content and process, internal risk control system and other measures are strictly supervised by Bank Of China Limited(601988) Insurance Regulatory Commission.
3. Under the condition of risk control, COSCO Shipping Group Finance Co., Ltd. is agreed to continuously provide relevant financial services to the company and its subsidiaries and branches, and agree to submit the matter to the board of directors for deliberation.
4、 Prior approval opinions on the proposal to hire an audit institution in 2022
1. Tianzhi International Certified Public Accountants (special general partnership) is an accounting firm mainly engaged in the audit business of listed companies. It independently undertakes the business of certified public accountants according to law and has the qualification of securities and futures related business. 2. Tianzhi international accounting firm (special general partnership) has achieved a leading position in China in terms of business scale, practice quality and social image. It has rich experience and strong professional service ability to provide high-quality audit services for listed companies for many years, and can better meet the requirements of the company’s future business and strategic development and financial audit.
3. It is agreed to submit the proposal on hiring an audit institution in 2022 to the board of directors for deliberation.
Opinions of independent directors
(there is no text on this page, which is only used as the signature page of Hainan Strait Shipping Co.Ltd(002320) independent directors’ prior approval opinions on some proposals of the sixth meeting of the seventh board of directors.)
Signature of independent director:
Hu Zhengliang, Wang Hongbin
He Chunhai, Hu xiuqun
March 3, 2002
