Guangxi Liugong Machinery Co.Ltd(000528) independent director
On relevant deliberations at the second meeting of the ninth board of directors
Prior approval opinion
The proposal on the annual renewal of the company’s internal control and other relevant materials on the implementation of the “proposal on the annual renewal of the company’s internal control” and the “proposal on the implementation of the second annual general meeting of the board of directors” will be submitted on August 15, 2023. As an independent director of the company, we express the following opinions on the above matters in accordance with relevant laws, regulations, rules and regulatory provisions:
1、 Proposal on the company’s confirmation of the implementation results of daily connected transactions in 2021
After carefully reviewing relevant materials, we believe that the daily related party transactions of the company in 2021 are based on the needs of the company’s production and operation in 2021 and in line with the interests of the company and all shareholders. Since the company completed the absorption and merger of Liuzhou owim Machinery Co., Ltd., Guangxi Liugong Machinery Co.Ltd(000528) Jianji Jiangsu Co., Ltd., Guangxi Guangxi Liugong Machinery Co.Ltd(000528) Agricultural Machinery Co., Ltd., Guangxi Liugong Machinery Co.Ltd(000528) (Liuzhou) Compressor Co., Ltd., Guangxi Zhongyuan Machinery Co., Ltd. and their holding subsidiaries in 2021, the above units will no longer be related parties of the company in 2021, As a result, the actual daily connected transactions of the company are different from the amount approved by the general meeting of shareholders. The daily connected transactions between the company and other connected parties are within the normal business scope of the company and belong to the normal business of the company, which is conducive to the effective integration and full utilization of resources, the overall development of the company, the normal operation of the company and the improvement of the core competitiveness of the company. The board of directors of the company shall consider the proposal in accordance with the provisions of the Listing Rules of Shenzhen Stock Exchange and the articles of association, and shall not damage the interests of the company, shareholders, especially small and medium-sized shareholders.
It is agreed to submit the above matters to the second meeting of the ninth board of directors for deliberation.
2、 Proposal on the company’s adjustment of the forecast of daily connected transactions in 2022
After careful consideration of relevant meeting materials, we believe that due to the impact of merger and market changes, the adjustment of the estimated daily amount of related party transactions in 2022 is in line with the actual business situation and the principle of maximizing the interests of the company and shareholders. We have no objection to the fairness of the adjustment of related party transactions, and agree to submit the above matters to the second meeting of the ninth board of directors for deliberation. The board of directors of the company shall consider the proposal in accordance with the Shenzhen Securities Exchange
Guangxi Liugong Machinery Co.Ltd(000528) independent director’s prior confirmation letter
In accordance with the provisions of the listing rules and the articles of association of the company, there shall be no circumstances damaging the interests of the company and minority shareholders, and the related directors shall avoid voting.
3、 Proposal on the company’s reappointment of financial and internal control audit institutions in 2022
The company plans to renew the appointment of Zhitong Certified Public Accountants (special general partnership) as the company’s 2022 financial report and internal control audit institution, which has the audit franchise qualification of securities and futures related businesses necessary for the audit business of listed companies. We believe that during the period when Zhitong Certified Public Accountants (special general partnership) served as the company’s audit institution, it strictly followed the independent auditing standards for Chinese certified public accountants, diligently and responsibly, and fairly and reasonably expressed independent audit opinions. In order to ensure the smooth progress of the company’s audit work, we agree to continue to hire Zhitong Certified Public Accountants (special general partnership) as the audit institution for the company’s 2022 financial report and internal control, and submit it to the board of directors for deliberation.
Guangxi Liugong Machinery Co.Ltd(000528) independent director’s prior confirmation letter
(there is no text on this page, which is the signature page of Guangxi Liugong Machinery Co.Ltd(000528) independent director’s “prior confirmation letter on relevant deliberations of the second meeting of the ninth board of directors”.)
Guangxi Liugong Machinery Co.Ltd(000528) independent directors:
Li Jiaming, Chen Xueping, Deng tengjiang, Huang Zhimin
March 19, 2022