Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) independent director
Prior approval opinions on relevant matters
As an independent director of Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) (hereinafter referred to as the "company"), we, with a serious and responsible attitude, in accordance with the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shanghai Stock Exchange and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association of Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) , The prior approval opinions on the related party transactions to be considered at the 51st meeting of the third board of directors are as follows:
The Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) proposal on asset replacement and related party transactions with China Power Construction Group Co., Ltd., the Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) proposal on external guarantee of the company with the object of assets to be placed in asset replacement and the Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) proposal on changing the commitment of controlling shareholders to avoid horizontal competition to be considered at the 51st meeting of the third board of directors involve related party transactions, The asset replacement related party transaction between the company and the controlling shareholder of the company, China Power Construction Group Co., Ltd., meets the needs of the company's operation and development. The company to be placed into the asset target provides guarantee for its related participating companies, which constitutes a related party transaction. The change commitment scheme to avoid horizontal competition proposed by the controlling shareholder of the company, China Power Construction Group Co., Ltd., is legal and compliant, There is no situation that damages the interests of the company and non affiliated shareholders, especially minority shareholders. We agree to submit these proposals to the board of directors of the company for deliberation.
Power Construction Corporation Of China Ltd(Powerchina Ltd)(601669) independent director
Xu Donggen, Luan Jun, Dai Deming
January 7, 2002
