Appotronics Corporation Limited(688007) independent director
Independent opinions on the ninth meeting of the second board of directors
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the rules of independent directors of listed companies and other laws and regulations, as well as the Appotronics Corporation Limited(688007) articles of Association and other relevant provisions, as independent directors of Appotronics Corporation Limited(688007) (hereinafter referred to as the “company”), we express the following independent opinions on the proposals considered at the ninth meeting of the second board of directors of the company:
1、 Independent opinions on the proposal on the extension of some raised investment projects
After deliberation, we believe that the postponement of some raised investment projects is a prudent decision made by the company according to the actual situation of project implementation and will not affect the normal operation of the company. The decision-making and approval procedures comply with the provisions of relevant laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, and the company’s measures for the management and use of raised funds. There is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of shareholders, especially small and medium-sized shareholders. In conclusion, we agree to the extension of some raised investment projects.
2、 Independent opinions on the proposal on repurchase of shares of the company through centralized bidding trading 1. The repurchase of shares of the company this time complies with the relevant provisions of laws, regulations and normative documents such as the company law, the securities law, the opinions on supporting the repurchase of shares by listed companies, the share repurchase rules of listed companies, the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 7 – repurchase of shares, etc, The voting procedures of the board meeting shall comply with relevant laws, regulations and the articles of Association;
2. The total amount of repurchase funds of the company shall not be less than 10 million yuan (inclusive) and not more than 20 million yuan (inclusive). The source of funds to be used for this repurchase is the over raised funds of the company, which will not have a significant impact on the operation, finance and future development of the company. The company is able to pay the repurchase price. The equity distribution of the company after the repurchase meets the conditions of the listed company and will not affect the listing status of the company;
3. The implementation of the company’s share repurchase is conducive to safeguarding the interests of the company and shareholders, improving the company’s long-term incentive mechanism, fully mobilizing the enthusiasm of the company’s employees, and promoting the healthy and sustainable development of the company. The company’s share repurchase is necessary;
4. This repurchase is carried out in the form of centralized bidding transaction, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders.
In conclusion, we believe that the company’s share repurchase is legal and compliant, and the repurchase plan is feasible and necessary, which is in line with the interests of the company and all shareholders.
Independent directors: Ning Xiangdong, Tang Guliang, Chen Youchun March 18, 2022
