China Zhonghua Geotechnical Engineering Group Co.Ltd(002542) : independent opinions of independent directors on matters related to the 13th interim meeting of the Fourth Board of directors

China Zhonghua Geotechnical Engineering Group Co.Ltd(002542) independent director

Independent opinions on matters related to the 13th interim meeting of the 4th board of directors in accordance with the provisions and requirements of the Shenzhen Stock Exchange Stock Listing Rules, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the rules for independent directors of listed companies and the articles of association of the China Securities Regulatory Commission, As an independent director of China Zhonghua Geotechnical Engineering Group Co.Ltd(002542) (hereinafter referred to as “the company”), we have reviewed the proposal on the provision for asset impairment and recognition of changes in fair value of other equity instrument investments in 2021, which was considered and adopted at the 13th extraordinary meeting of the Fourth Board of directors of the company, and our independent opinions are as follows:

1、 Independent opinions on the provision for asset impairment and the recognition of changes in the fair value of other equity instrument investments in 2021

After careful verification, the company has sufficient basis for the changes in the provision for asset impairment and the recognition of changes in the fair value of other equity instrument investments, which is in line with the provisions of the accounting standards for business enterprises and the company’s accounting policies and the actual situation of the company. The decision-making process complies with the relevant requirements of laws and regulations, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders. It is agreed that the company should withdraw the provision for asset impairment and recognize the changes in the fair value of other equity instrument investments.

Independent directors: Zhou Yan, Tong pan, Zhuang Weilin

March 18, 2022

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