Houpu Clean Energy Co.Ltd(300471) independent director
Prior approval opinions on matters related to the 17th meeting of the Fourth Board of directors
As independent directors of Houpu Clean Energy Co.Ltd(300471) (hereinafter referred to as “the company”), we have received the proposal on renewing the appointment of the audit institution in 2022 and the proposal on the expected daily connected transactions in 2022 to be submitted to the 17th meeting of the Fourth Board of directors for deliberation Proposal on extending the validity period of the resolution of the general meeting of shareholders on the issuance of shares by the company to specific objects and proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors to fully handle matters related to the issuance of shares by the company to specific objects. In accordance with the articles of association and other relevant provisions, based on independent judgment, after carefully reviewing the relevant documents and understanding the related party transactions, we have conducted a pre audit on the matters involved in the relevant proposals, and now express the following pre approval opinions:
1、 Prior approval opinions on re employment of audit institutions in 2022
Sichuan Huaxin (Group) Certified Public Accountants (special general partnership) is qualified in the securities industry and has many years of experience and ability to provide audit services for listed companies. In providing audit services for the company, it can audit in accordance with independent, objective and fair professional standards, and the audit report issued for the company objectively and fairly reflects the financial status and operating results of the company. Therefore, we unanimously agree to submit the proposal to the 17th meeting of the Fourth Board of directors of the company for deliberation.
2、 Prior approval opinions on daily connected transactions in 2022
The related party transactions of the company are necessary for the daily production and operation of the company. The transaction price is determined by both parties through negotiation according to the market price. There is no obvious unfairness, damage to the interests of the company and its shareholders, and no manipulation of profits through related party transactions. It is in line with the provisions of relevant laws and regulations and the articles of association, and in line with the interests of the company and all shareholders. Therefore, we unanimously agreed to submit the proposal to the 17th meeting of the Fourth Board of directors of the company for deliberation, and the related directors avoided voting.
3、 Proposal on extending the validity of the resolution of the general meeting of shareholders of the company issuing shares to specific objects
In view of the fact that the validity period of the resolution on the issuance of shares to specific objects is approaching, in order to ensure the smooth progress of the issuance of shares to specific objects, the board of directors of the company requests the general meeting of shareholders to extend the validity period of the resolution on the issuance of shares to specific objects by 12 months from the expiration date of the previous resolution, which is conducive to ensuring the smooth development of the company’s issuance of shares to specific objects and meets the needs of the company’s operation and development, Comply with the provisions of relevant laws, regulations and the articles of association, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. Therefore, we unanimously agreed to submit the proposal to the 17th meeting of the Fourth Board of directors of the company for deliberation, and the related directors avoided voting.
4、 Proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors to fully handle matters related to the company’s issuance of shares to specific objects
In order to ensure the smooth progress of the issuance of shares to specific objects, the board of directors of the company requests the general meeting of shareholders to authorize the board of directors to fully handle matters related to the issuance of shares to specific objects. The validity period is extended for 12 months from the expiration of the validity period of the previous resolution, which is conducive to ensuring the smooth development of the company’s issuance of shares to specific objects, meeting the needs of the company’s business development and relevant laws According to the regulations and the articles of association, there is no situation that damages the interests of the company and shareholders, especially minority shareholders. Therefore, we unanimously agree to submit the proposal to the 17th meeting of the Fourth Board of directors of the company for deliberation.
(no text below)
Independent director: Guo Dongchao, Zou shoubin, Gao Jinkang March 11, 2002
