Zhongshan Public Utilities Group Co.Ltd(000685) : prior approval opinions of independent directors on the establishment of Zhongshan Public Utilities Group Co.Ltd(000685) new energy industry fund and related party transactions

Prior approval opinion

Prior approval opinions of independent directors on the establishment of Zhongshan Public Utilities Group Co.Ltd(000685) new energy industry fund and related party transactions

In accordance with the relevant provisions of the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies, the stock listing rules of Shenzhen Stock Exchange and the working rules for independent directors of the company issued by the CSRC, we are the independent directors of Zhongshan Public Utilities Group Co.Ltd(000685) (hereinafter referred to as the "company"), The relevant materials of the proposal on the establishment of Zhongshan Public Utilities Group Co.Ltd(000685) new energy industry fund and related party transactions were carefully checked in advance. By consulting relevant materials, we express the following prior approval opinions on relevant matters:

Guangfa Xinde Investment Management Co., Ltd. (hereinafter referred to as "Guangfa Xinde") and Guangfa Qianhe Investment Co., Ltd. (hereinafter referred to as "Guangfa Qianhe") are wholly-owned subsidiaries of Gf Securities Co.Ltd(000776) and the company holds about 10.33% of the shares of Gf Securities Co.Ltd(000776) and Mr. Guo Jingyi, the chairman of the company, serves as the director of Gf Securities Co.Ltd(000776) company. In accordance with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, GF Xinde and GF Qianhe are affiliated legal persons of the company. Zhongshan Public Utilities Group Co.Ltd(000685) Environmental Protection Industry Investment Co., Ltd., a wholly-owned subsidiary of the company, plans to invest 1.5 billion yuan in the form of its own funds to jointly establish a new energy industry fund with Guangfa Xinde and Guangfa Qianhe, which is conducive to giving full play to the advantages of the company in industrial operation and local resources, realizing the benign interaction between industrial resources and financial capital, and conducive to the long-term development of the company, In line with the interests of the company and all shareholders, there is no violation of the principles of openness, fairness and impartiality, no behavior that damages the interests of the company and minority shareholders, and will not affect the independence of the listed company. It is agreed to submit the proposal to the board of directors of the company for deliberation.

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Zhongshan Public Utilities Group Co.Ltd(000685)

independent director

Zhang Liao

Hua Qiang

LV Hui

Luo Jianhua

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