Ucap Cloud Information Technology Co.Ltd(688228)
Ucap Cloud Information Technology Co.Ltd(688228)
The independent directors’ independent opinions on matters related to the 17th extraordinary meeting of the second board of directors are in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the securities law of the people’s Republic of China (hereinafter referred to as the “Securities law”) The Listing Rules of Shanghai Stock Exchange’s science and Innovation Board (revised in December 2020) (hereinafter referred to as the “Listing Rules”), the guiding opinions on the establishment of independent director system in listed companies and other laws and regulations, as well as the Ucap Cloud Information Technology Co.Ltd(688228) articles of Association (hereinafter referred to as the “articles of association”) and other relevant provisions, As an independent director of Ucap Cloud Information Technology Co.Ltd(688228) (hereinafter referred to as “the company”), we express the following independent opinions on relevant matters considered at the 17th extraordinary meeting of the second board of directors of the company:
1、 Independent opinion on the renewal of Tianjian Certified Public Accountants (special general partnership) as the company’s audit institution in 2021
We have reviewed the explanatory report on re employment of audit institutions in 2021, and our opinions are as follows: Tianjian Certified Public Accountants (special general partnership) has professional qualifications in Securities and futures related businesses, has experience and ability to provide audit services for listed companies, and can meet the work needs of the company’s 2021 financial report audit. The decision-making process of the company’s reappointment of Tianjian Certified Public Accountants (special general partnership) as the company’s audit institution in 2021 complies with the provisions of the company law, the securities law, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange and the articles of association, and there is no situation that damages the interests of the company and all shareholders. In conclusion, we agree to renew the appointment of Tianjian Certified Public Accountants (special general partnership) as the audit institution of the company in 2021.
2、 Independent opinions on using idle self owned funds to purchase financial products
We reviewed the plan on using idle self owned funds to purchase financial products and expressed the following opinions: the source of funds for purchasing financial products is the company’s idle self owned funds. On the premise of complying with national laws and regulations and ensuring investment safety, purchasing financial products is conducive to improving fund use efficiency and obtaining certain investment income, It will not affect the company’s daily operation capital demand and the normal development of the company’s main business. Using idle self owned funds to purchase financial products is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. In conclusion, we agree that the company will use idle Ucap Cloud Information Technology Co.Ltd(688228) self owned funds of no more than RMB 600 million to purchase financial products.
3、 Independent opinions on cash management with temporarily idle raised funds
We have reviewed the scheme on cash management with temporarily idle raised funds, and our opinions are as follows:
On the premise of ensuring the safety of raised funds, the company uses idle raised funds for cash management to purchase bank financial products with high safety and good liquidity, The decision-making procedures for the above matters comply with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the application of self regulatory rules for listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, which is conducive to improving the deposit income of idle raised funds, The company’s use of idle raised funds for cash management does not conflict with the implementation plan of raised funds investment projects, will not affect the construction of raised funds investment projects and the normal use of raised funds, is in line with the interests of the company and all shareholders, and does not damage the interests of the company and all shareholders, especially minority shareholders. The company is approved to use idle raised funds for cash management.
4、 About signing《
<关于北京天易数聚科技有限公司之投资协议>
Supplementary agreement to the agreement《
<盈利补偿协议>
Independent opinions on the motion of the supplementary agreement
We reviewed it《
<关于北京天易数聚科技有限公司之投资协议>
Supplementary agreement to the agreement《
<盈利补偿协议>
The opinions are as follows:
Signed this time《
<关于北京天易数聚科技有限公司之投资协议>
Supplementary agreement to the agreement《
<盈利补偿协议>
The relevant matters of the supplementary agreement are in line with the actual situation. The contents and deliberation procedures of this matter comply with the listing rules, guidelines for the application of self regulatory rules for companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation and other laws and regulations, normative documents and the articles of association, and there is no situation that damages the interests of all shareholders, especially small and medium-sized shareholders. We agree that the company will sign this agreement《
<关于北京天易数聚科技有限公司之投资协议>
Supplementary agreement to the agreement《
<盈利补偿协议>
Supplementary agreement to the contract.
(there is no text below, followed by the signature page)
Ucap Cloud Information Technology Co.Ltd(688228) (there is no text on this page, which is the signature page of Ucap Cloud Information Technology Co.Ltd(688228) independent directors’ independent opinions on matters related to the 17th interim meeting of the second board of directors)
independent director:
Xu Liping, he Qian, Li Zhihao
December 30, 2021
