Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) independent director
About the 34th meeting of the 9th board of directors of the company
Independent opinions on relevant matters
In accordance with the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) articles of association, as independent directors of Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) (hereinafter referred to as “the company”), we, in a serious and responsible manner, based on an independent, prudent and objective position, Having reviewed the proposals and relevant materials of the 34th meeting of the 9th board of Directors provided by the board of directors of the company, we express the following independent opinions:
1、 Independent opinions on the proposal on annual profit distribution and capital reserve converted into share capital in 2021
The company’s 2021 annual profit distribution plan and the plan for converting capital reserve into share capital comply with the company law, the regulatory regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, the articles of association and other relevant provisions, comply with the company’s current operation and financial situation, match the needs of the company’s performance growth and steady development, and fully consider the demands of shareholders, which will not affect the cash flow required by the company’s future operation, Moreover, there is no situation that damages the interests of shareholders, especially small and medium-sized shareholders. We agree to this plan and submit this proposal to the 2021 annual general meeting for deliberation.
2、 Independent opinions on the proposal on withdrawing assets, credit impairment reserves and estimated liabilities
The company’s provision for assets and credit impairment and estimated liabilities this time comply with the relevant provisions of the accounting standards for business enterprises and the company’s accounting policies, truly and fairly reflect the company’s financial situation as of December 31, 2021 and its operating results in 2021, which is in line with the overall interests of the company, helps to provide investors with more authentic, reliable and accurate accounting information, and does not harm the interests of the company and all shareholders, especially small and medium-sized shareholders. The necessary approval procedures have been performed for the provision for asset and credit impairment and estimated liabilities, and the basis is sufficient. We agree to this proposal.
3、 Independent opinions on the proposal on using self owned funds to carry out entrusted financial management
The company has established a relatively perfect internal control system and system, which can effectively control investment risks and ensure capital safety. The funds authorized by the company for financial investment this time are used to buy low-risk financial products issued by banks, securities companies, fund companies and other professional institutions. They do not invest in medium and high-risk products such as stocks and their derivatives. The risk is controllable and the income is stable. The company’s use of its own funds for financial investment is conducive to improving the use efficiency of its own funds, will not affect the company’s daily operation and the development of its main business, and will not damage the interests of the company and all shareholders, especially small and medium-sized shareholders. The relevant approval procedures comply with the relevant provisions of laws and regulations and the articles of association of the company. We agree to this motion.
4、 Independent opinions on the proposal on self evaluation report of internal control in 2021
In 2021, the company established and continuously improved the internal control system and promoted the effective implementation of the internal control system in accordance with the company law, the securities law, the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the basic norms of enterprise internal control and its supporting guidelines, as well as other internal control regulatory requirements. The units, businesses, matters and high-risk areas included in the evaluation scope of the company this year cover the main aspects of the company’s operation and management, there are no major omissions, the evaluation method is scientific, the evaluation process is compliant, and the evaluation results truly and objectively reflect the actual situation of corporate governance and internal control. We agree to this motion.
5、 Independent opinions on the proposal on the performance appraisal objectives of the company’s senior managers in 2022
The 2022 annual assessment plan of the company’s senior managers and relevant personnel who refer to senior managers for salary management meets the needs of the company’s future development and is conducive to the realization of the company’s business objectives under management coordination. When the board of directors of the company deliberates this proposal, interested directors avoid voting, and the deliberation procedure is legal. This proposal does not harm the interests of the company and shareholders. We agree to this motion.
6、 Special instructions and independent opinions on the occupation of the company’s funds and the company’s external guarantees by the controlling shareholders and other related parties in 2021
As of December 31, 2021, the controlling shareholders and other related parties of the company have not occupied the company’s funds for non operation, nor have the controlling shareholders and other related parties illegally occupied the company’s funds in the previous period but continued to the reporting period. All capital transactions between the company and related parties are normal business transactions in the company’s production and operation activities.
As of December 31, 2021, the guarantee balance of the company and its holding subsidiaries was 373356 million yuan, accounting for 14.85% of the company’s latest audited net assets. The accumulated amount of overdue guarantee is RMB 0, 000, the amount of guarantee involved in litigation is RMB 0, and the amount of loss due to the judgment of losing the guarantee is RMB 0; The company does not provide external guarantees in violation of regulations, and does not provide guarantees for controlling shareholders and their affiliates, any unincorporated units or individuals.
We will continue to pay attention to relevant matters of the company, supervise the company to fulfill its decision-making procedures and information disclosure obligations according to law, and effectively protect the rights and interests of shareholders, especially minority shareholders. (no text below)
(there is no text on this page, which is the signature page of Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) independent directors’ independent opinions on relevant matters of the 34th meeting of the ninth board of directors of the company) independent directors:
Yang Chunlin, Shen Hongtao
Wang Xi, Xie Shisong
April 1, 2022
