Special instructions and independent opinions of independent directors on the occupation of the company's funds by the company's controlling shareholders and other related parties and the company's external guarantees
According to the notice on Several Issues Concerning Regulating capital exchanges between listed companies and related parties and external guarantees of listed companies (zjf [2003] No. 56), the notice of China Securities Regulatory Commission and Bank Of China Limited(601988) Industry Regulatory Commission on regulating external guarantees of listed companies (zjf [2005] No. 120) and the stock listing rules of Shenzhen Stock Exchange As an independent director of Berry Genomics Co.Ltd(000710) (hereinafter referred to as "the company" and "the listed company"), we have verified the occupation of the company's funds and the company's external guarantees by the company's controlling shareholders and other related parties in accordance with the provisions of the guiding opinions on the establishment of an independent director system in listed companies, the Berry Genomics Co.Ltd(000710) articles of association, the independent director system and other relevant laws and regulations, and now the relevant information is explained as follows:
1. During the reporting period, the company did not occupy the company's funds by controlling shareholders and other related parties, nor did it occupy the company's funds that occurred in previous years and continued to the reporting period.
2. During the reporting period, the total amount of guarantees provided by the company and its holding subsidiaries was no more than RMB 350 million (both guarantees provided by listed companies for wholly-owned subsidiaries. For details, please refer to the announcement on providing guarantees for wholly-owned subsidiaries (Announcement No.: 2021013, 2021056) disclosed by the company on cninfo.com.
3. As for the guarantee provided by the company for Beijing Beirui Hekang Biotechnology Co., Ltd. (hereinafter referred to as "Beijing Beirui"), we believe that as one of the core enterprises of the company group and the main source of income and profit, the company provides guarantee for Beijing Beirui, which can provide guarantee for Beijing Beirui to obtain and use bank credit and provide daily working capital support for Beijing Beirui; As a wholly-owned subsidiary of the company, this guarantee does not involve the counter guarantee provided by Beijing berry and will not increase Beijing Berry's additional obligations; The company can accurately grasp the financial situation of Beijing Beirui and control its business decisions, which can effectively control and prevent guarantee risks. At the same time, the deliberation and voting procedures of the board of directors of the company on this guarantee comply with the requirements of relevant laws and regulations such as the company law, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of companies listed on the main board of Shenzhen Stock Exchange and other normative documents, and there is no illegal guarantee and damage to the interests of shareholders of listed companies.
4. The above guarantee has fulfilled the corresponding review procedures, and the company is currently operating normally and has not triggered the corresponding guarantee obligations. The above guarantees are required for the normal operation of the company. In addition to the above external guarantees, the listed company and its holding subsidiaries do not have other external guarantees, provide guarantees for units outside the consolidated statements, or guarantee involving overdue debts, litigation and liability due to judgment.
Independent directors: Wang Xiuping, Li Guangchao, Wang Sijia April 14, 2022
