Beijing Starneto Technology Co.Ltd(002829) independent director
Matters related to the 10th meeting of the 4th board of directors
Independent opinion of
As an independent director of Beijing Starneto Technology Co.Ltd(002829) in accordance with the requirements of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies, the governance standards of listed companies, the stock listing rules of Shenzhen Stock exchange, the company’s articles of association, the working system of independent directors and other relevant systems, We have carefully reviewed the relevant proposals and materials of the 10th meeting of the 4th board of directors held on January 6, 2022, and have a detailed understanding and Discussion on the relevant situation. Now, based on the position of objective and independent judgment, we express the following independent opinions on the proposals considered at the 10th meeting of the 4th board of directors:
1. The company complies with the conditions for non-public offering of shares stipulated in 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 by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other relevant laws, regulations and normative documents.
2. The issuance plan of the company’s non-public offering of shares complies with the provisions of 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 of listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other laws, regulations and the articles of association.
3、 The company’s plan for this non-public offering of shares complies with 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 of listed companies and the detailed rules for the implementation of non-public offering of shares by listed companies The provisions of regulations and normative documents such as the standards for the content and format of information disclosure by companies offering securities to the public No. 25 – non-public development plan and issuance report of listed companies. The content of the company’s plan for this non-public offering of shares is practical, comprehensively considers the company’s industry and development status, business practice, capital demand, etc., conforms to the current situation and development trend of the company’s industry, helps to optimize the company’s capital structure, improve the company’s core competitiveness and promote the sustainable development of the company; There is no behavior that damages the interests of the company and all shareholders, especially minority shareholders. We unanimously agree to this non-public offering plan and agree to submit it to the general meeting of shareholders of the company for deliberation.
4. We believe that according to the provisions of relevant laws, regulations and normative documents such as the Beijing Starneto Technology Co.Ltd(002829) 2022 non-public law, detailed rules for the implementation of non-public development of shares by listed companies and other relevant laws, regulations and normative documents formulated by the company, the raised funds can provide financial support for the development of the company, optimize the company’s financing structure and improve the company’s profitability, which is in line with the interests of the company and all shareholders of the company.
5. The board of directors of the company analyzed the impact of the non-public offering of A-Shares on the possible dilution of the immediate return and put forward specific measures to fill the return in accordance with the guiding opinions on matters related to the dilution of the immediate return of initial public offering, refinancing and major asset restructuring (CSRC announcement [2015] No. 31) and other relevant provisions issued by the CSRC, Relevant entities have also made commitments that the company’s compensation and return measures can be effectively implemented, which is in line with the requirements of the company’s actual operation and sustainable development, and is conducive to protecting the interests of the company and all shareholders of the company.
6. The shareholder return plan for Beijing Starneto Technology Co.Ltd(002829) the next three years (2022-2024) formulated by the company is based on a comprehensive analysis of the company’s actual operation, shareholders’ will, social capital cost, external financing environment and other factors. The above dividend return plan formulated by the company attaches importance to the reasonable return of investors and takes into account the sustainable development of the company, which is in line with the interests of the company and all shareholders. The dividend conditions, policies, supervision mechanism and other contents in the above dividend return plan comply with the provisions of relevant laws, regulations, normative documents and the articles of association, and are conducive to protecting the legitimate rights and interests of the company’s investors.
7. The proposals related to this non-public offering have been approved by us in advance before being submitted to the board of directors for deliberation, and comply with the provisions of the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange and other laws, regulations and normative documents.
8. The proposals related to this non-public offering were deliberated and adopted at the 10th meeting of the Fourth Board of directors of the company. The convening, convening procedures, voting procedures and methods of the above board meetings comply with the company law of the people’s Republic of China and other laws, regulations and the articles of association.
9. To sum up, we agree with the non-public offering plan, agree that the company will promote relevant work according to the contents of the non-public offering plan, and agree that the board of directors of the company will submit matters related to the non-public offering to the general meeting of shareholders for deliberation.
(there is no text on this page, which is the special signature and seal page of Beijing Starneto Technology Co.Ltd(002829) independent directors’ independent opinions on matters related to the 10th meeting of the Fourth Board of directors)
Signature of independent director:
Liu Jingwei
(there is no text on this page, which is the special signature and seal page of Beijing Starneto Technology Co.Ltd(002829) independent directors’ independent opinions on matters related to the 10th meeting of the Fourth Board of directors)
Signature of independent director:
Liu Guangming
(there is no text on this page, which is the special signature and seal page of Beijing Starneto Technology Co.Ltd(002829) independent directors’ independent opinions on matters related to the 10th meeting of the Fourth Board of directors)
Signature of independent director:
Li Qing
