Securities code: Tangrenshen Group Co.Ltd(002567) securities abbreviation: Tangrenshen Group Co.Ltd(002567) Announcement No.: 2022055 Tangrenshen Group Co.Ltd(002567) board of supervisors
About the 30th meeting of the 8th board of supervisors
Review opinions on relevant matters
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Tangrenshen Group Co.Ltd(002567) (hereinafter referred to as "the company") the board of supervisors, in accordance with the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and other relevant provisions, after reviewing and discussing the relevant documents and materials of the company's non-public offering of shares in 2022, issued the following written review opinions:
1. Combined with the actual situation of the company, we believe that the company meets the conditions for non-public offering of shares.
2. The plan and plan for this non-public offering of shares comply with the provisions of the company law, the securities law, the measures for the administration of securities issuance by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other relevant laws, regulations and normative documents. The subscription objects of the non-public offering include Hunan Tangrenshen Group Co.Ltd(002567) holding Investment Co., Ltd., the controlling shareholder of the company. The non-public offering constitutes a related party transaction. The related party transaction follows the principles of fairness, impartiality and voluntariness, the transaction price is fair, the transaction method complies with market rules, there is no damage to the rights and interests of shareholders, especially the rights and interests of minority shareholders, and the related supervisors avoid voting.
3. According to the feasibility analysis report on the use of funds raised from non-public Development Bank A shares in 2022, the investment project of the raised funds complies with relevant national industrial policies, the current actual development situation of the company and its own development strategy, has good economic benefits, and is conducive to expanding the business scale of the company, enhancing the core competitiveness and sustainable development ability of the company, It is necessary and feasible to meet the requirements of the long-term and healthy development of the company and the interests of all shareholders.
4. According to the relevant provisions of the CSRC, the company prepared the report on the use of the company's previously raised funds for this non-public offering of shares, and hired an accounting firm to issue the verification report on the use of the previously raised funds. We believe that the company can strictly abide by laws, regulations and relevant provisions and requirements of the CSRC on the use of the previously raised funds, and there is no violation of laws and regulations in the storage and use of the previously raised funds.
5. According to relevant regulations of China Securities Regulatory Commission, the company analyzed the impact of the non-public offering on the dilution of immediate return and put forward specific measures to fill the return. We believe that the filling measures to be taken by the company can effectively reduce the dilution of the non-public offering on the company's immediate income and fully protect the interests of the company's shareholders, especially small and medium-sized shareholders.
6. The preparation and review procedures of the company's documents related to the non-public offering of shares in 2022 comply with the provisions of laws, regulations, the articles of association and the company's internal management system.
Tangrenshen Group Co.Ltd(002567) board of supervisors April 8, 2002
