Svg Tech Group Co.Ltd(300331) independent directors’ prior approval opinions on matters related to the fourth meeting of the Fifth Board of directors
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and other relevant laws and regulations of the CSRC, as well as the requirements of the articles of Association and the working system of independent directors, As an independent director of the 5th board of directors of Svg Tech Group Co.Ltd(300331) (hereinafter referred to as “the company”), based on the principle of seriousness, responsibility and independent judgment, we reviewed the relevant materials on related party transactions considered at the 3rd meeting of the 5th board of directors of the company, and asked relevant personnel of the company about the relevant situation. After careful prior review, Express the following prior approval opinions: I. prior approval opinions on the expected guarantee amount provided by the company and its subsidiaries for its subsidiaries in 2022
We believe that the guarantee amount provided by the company and its subsidiaries to its subsidiaries is to meet the business development and capital needs of the subsidiaries, expand the financing channels of the subsidiaries, promote the smooth implementation of the business plans of the subsidiaries, and meet the development strategy of the company. Moreover, the guarantee objects provided this time are all subsidiaries within the scope of consolidated statements, and the guarantee risk is controllable, Comply with relevant laws and regulations and the relevant provisions of the articles of association, and there is no damage to the rights and interests of listed companies and minority shareholders.
2、 Prior approval of the company’s daily related party transactions in 2022
The company has connected the company and its subsidiaries with Zhejiang Meinong Century Group Co., Ltd. and its subordinate or affiliated enterprises controlled by Yu Zhangxing family, the second largest shareholder and director of the company Jiangsu jinzhicai Group Co., Ltd., a minority shareholder of Jiangsu Weige New Material Technology Co., Ltd., a holding subsidiary of the company, and its subsidiaries or affiliated enterprises have communicated with us in advance about the regular related party transactions. We have listened to the reports of relevant personnel and recognized the necessity of daily related party transactions between the company and relevant related parties, And the fairness and compliance of related party transactions. The daily related party transactions of the company meet the needs of the company’s operation and development, will not damage the interests of the company and minority shareholders, will not affect the independence of the company, and comply with the provisions of relevant laws, regulations and the articles of association.
3、 Prior approval opinions on the amount of financial assistance provided by the company to subsidiaries and related party transactions
The financial support provided by the company to the holding subsidiaries viyeda and maita optoelectronics is based on the daily working capital needs of the above two holding subsidiaries to provide financial guarantee for their steady and sustainable development. Since Chen Yu, the controlling shareholder and actual controller of videocom, a minority shareholder of maita optoelectronics, is the daughter of Chen Linsen, the actual controller of the company, videocom holds 40.00% of the share of weizhouguangxian, a minority shareholder of weiyeda, and the company’s director and president Zhu Zhijian, director and vice president Jiang Lin and chief financial officer Li Lingling jointly hold 20.00% of the share of weizhouguangxian, Jiang Lin, director and vice president of the company, holds part of the equity of weiyeda. The financial support provided by the company constitutes a connected transaction. The above matters follow the principles of voluntariness, fairness, rationality and consensus, comply with the relevant provisions of relevant laws and regulations, and do not damage the interests of the company, have no impact on the independence of the company, use related relationships to transfer interests or occupy the interests of the company, or damage the interests of the company and its shareholders, especially small and medium-sized shareholders.
To sum up, after our prior approval, we agree to submit the above relevant proposals to the fourth meeting of the Fifth Board of directors of the company for deliberation.
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Signature of independent director:
Yang Zheng, Yin aisun, Ren Jia
March 4, 2022
