Hangzhou Shenhao Technology Co.Ltd(300853) : independent opinions of Hangzhou Shenhao Technology Co.Ltd(300853) independent directors on relevant matters of the 10th meeting of the third board of directors

Hangzhou Shenhao Technology Co.Ltd(300853)

Independent opinions of independent directors on matters related to the 10th meeting of the third board of directors

In accordance with the company law of the people’s Republic of China, the system of independent directors of listed companies, the articles of association and other relevant provisions, as independent directors of Hangzhou Shenhao Technology Co.Ltd(300853) (hereinafter referred to as “the company”), based on the independent, objective and cautious position and careful review of relevant materials, we have carefully reviewed the relevant proposals considered at the 10th meeting of the third board of directors of the company, And expressed the following independent opinions:

1、 Independent opinions on further clarifying the specific scheme for the company to issue convertible corporate bonds to unspecified objects

The board of directors of the company shall further clarify the specific plan for the company to issue convertible corporate bonds to unspecified objects in accordance with the authorization of the general meeting of shareholders, the requirements of relevant laws and regulations, and in combination with the actual situation and market conditions of the company. The specific plan for the company to issue convertible corporate bonds to unspecified objects this time complies with the provisions of laws, regulations and normative documents such as the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and registration of companies listed on GEM (for Trial Implementation), the plan is reasonable, practical and feasible, and in line with the actual situation of the company and the interests of all shareholders, There is no situation endangering the interests of minority shareholders.

To sum up, we agree with the specific plan of the company to issue convertible corporate bonds to unspecified objects.

2、 Independent opinions on the listing of convertible corporate bonds issued by the company to unspecified objects

After the issuance of convertible corporate bonds, the board of directors of the company shall handle matters related to the listing of convertible corporate bonds in Shenzhen Stock Exchange in accordance with the authorization of the general meeting of shareholders of the company, and authorize the chairman of the company or his authorized designated person to handle specific matters, which is in line with the interests of all shareholders and does not damage the interests of minority shareholders.

In conclusion, we agree that the company will issue convertible corporate bonds to unspecified objects for listing.

3、 Independent opinions on opening a special account for raised funds and signing a supervision agreement for raised funds

This time, the company opened a special account for the raised funds of issuing convertible corporate bonds to unspecified objects and signed the raised funds supervision agreement, which complies with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – supervision requirements for the management and use of raised funds of listed companies and the guidelines for the self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, It can standardize the company’s management, storage and use of raised funds and effectively protect the legitimate rights and interests of investors.

In conclusion, we agree that the company will open a special account for raised funds and sign the supervision agreement for raised funds. (no text below)

(there is no text on this page, which is the signature page of Hangzhou Shenhao Technology Co.Ltd(300853) independent directors’ independent opinions on matters related to the 10th meeting of the third board of directors) signatures of all independent directors:

Hu guoliu, Wang Jianlin, Tang Guohua

Hangzhou Shenhao Technology Co.Ltd(300853) board of directors March 15, 2022

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