Chongqingyukaifaco.Ltd(000514) independent director
Independent opinions on matters related to the 21st Meeting of the ninth board of directors of the company
As an independent director of Chongqingyukaifaco.Ltd(000514) in accordance with the relevant provisions of the standards for the governance of listed companies, the guiding opinions on the establishment of independent director system in listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the Listing Rules of Shenzhen Stock Exchange, the articles of association and the working system of independent directors of the company issued by the CSRC, The following opinions are expressed on the relevant matters considered at the 21st Meeting of the ninth board of directors of the company:
1、 Independent opinions on fund occupation and external guarantee of related parties of the company
During the reporting period, the company did not occupy the company’s funds by controlling shareholders and other related parties. During the reporting period, with the approval of the second extraordinary general meeting of the company in 2021, the company undertook joint and several guarantee liabilities for the wholly-owned subsidiary Chongqing Junli Real Estate Development Co., Ltd. to perform the contract for the transfer of state-owned construction land use right. The company has no new guarantee limit for holding subsidiaries. At the end of the reporting period, the actual guarantee amount of the company to its holding subsidiaries was RMB 10000. The company has not provided guarantee for the controlling shareholder, other related parties and any legal person, unincorporated unit or individual other than the holding subsidiary.
We believe that the company can regulate the company’s related party transactions and external guarantees in strict accordance with relevant laws and regulations, control the fund occupation and external guarantee risks of the company’s related parties, and protect the interests of the company and other shareholders, especially the interests of minority shareholders.
2、 Proposal on independent profit distribution of the company in 2021
The audit of Chongqing Kanghua Certified Public Accountants (special general partnership) confirmed that the net profit attributable to the shareholders of the listed company in 2021 was 16212054111 yuan and the earnings per share was 0.1921 yuan. The capital reserve of the company is 119062538060 yuan, and the profit available for distribution to shareholders of the parent company is 118692410800 yuan.
In order to ensure the repayment of the company’s debt principal and interest, the smooth implementation of construction projects and the daily operating cash demand, we agree that the company will distribute cash of RMB 0.20 (including tax) for every 10 shares to all shareholders based on the company’s total share capital of 843770965 shares on December 31, 2021, without giving shares or converting capital reserve into share capital. 3、 Independent opinions on the self-evaluation report of the company’s internal control
According to the review results of the audit and Risk Management Committee on the self-evaluation report of the company’s internal control in 2021, we believe that the self-evaluation report of the company’s internal control in 2021 reflects the actual situation of corporate governance and internal control. The construction of the company’s internal control was carried out in an orderly manner in 2021, and the company has maintained effective internal control in all major aspects in accordance with the requirements of the enterprise’s internal control standard system and relevant regulations, Agree with the company’s self-evaluation report on internal control in 2021.
4、 Independent opinions on the remuneration assessment of the chairman of the company in 2021
According to the assessment results of the remuneration and Assessment Committee on the performance of the chairman of the company in 2021, we believe that the chairman of the company has successfully completed the set objectives. Therefore, we agree with the board of directors on the salary assessment standard of the chairman of the company in 2021.
5、 Independent opinions on the salary assessment of senior executives of the company in 2021
According to the assessment results of the remuneration and Assessment Committee on the completion of the 20172019 term responsibility objectives of the company’s senior managers and the performance of their duties in 2021, we believe that the company’s senior managers reached the 20172019 term responsibility objectives in 2021. In 2021, the company’s senior managers earnestly implemented the relevant work requirements, closely focused on the annual objectives and tasks, and adhered to the general idea of “strengthening the foundation, consolidating the foundation, grasping reform and promoting development”, Adhere to the general tone of “upholding integrity, innovation, stability and long-term development”, earnestly fulfill the responsibilities of state-owned enterprises, promote in-depth and strict governance of the party in an all-round way, and successfully achieve the set goals of the whole year. Therefore, we agree to the 2021 annual salary assessment standard of the company’s senior managers proposed by the board of directors.
Independent director: Yu Jianfeng
Independent director: Zeng Deheng
Independent director: Yuan Lin
Independent director: Chen Xujiang
March 26, 2022
