Shanying International Holdings Co.Ltd(600567) : special instructions and independent opinions of independent directors on the company's external guarantee in 2021

Shanying International Holdings Co.Ltd(600567)

Report of independent directors on the company's external guarantee in 2021

Special instructions and independent opinions

As an independent director of Shanying International Holdings Co.Ltd(600567) (hereinafter referred to as "the company"), in accordance with the provisions of the guidelines for the supervision of listed companies No. 8 - regulatory requirements for capital transactions and external guarantees of listed companies, the rules for the listing of shares of Shanghai Stock Exchange and other laws and regulations, normative documents and the articles of association of China Securities Regulatory Commission, based on the principle of diligence, After carefully reviewing the external guarantee of the company in 2021, the following special instructions and independent opinions are made on the relevant situation:

On April 28, 2021, the company held the 8th meeting of the 8th board of directors and the 6th meeting of the 8th board of supervisors, deliberated and adopted the proposal on the 2021 annual guarantee plan, and agreed that the company expects the guarantee amount in 2021 to not exceed RMB 27754 million, and the validity period of the amount is from the date of deliberation and approval of the 2020 annual general meeting of shareholders to the date of holding the next annual general meeting of shareholders. The above proposal has been deliberated and approved at the 2020 annual general meeting of shareholders.

After verification, in 2021, the amount of external guarantee of the company and its subsidiaries totaled 9997246600 yuan, accounting for 60.53% of the audited net assets of the company in 2021. As of December 31, 2021, the balance of external guarantee of the company and its subsidiaries totaled 12808571300 yuan, accounting for 77.55% of the audited net assets of the company in 2021. The above guarantees are all guarantees for subsidiaries within the scope of consolidated statements, and there is no overdue guarantee. In strict accordance with relevant laws and regulations, normative documents and the articles of association, the company has fulfilled the obligation of information disclosure on the external guarantee of the company.

To sum up, we believe that when providing external guarantees, the company can perform the necessary examination and approval procedures in accordance with the requirements of relevant laws and regulations and the articles of association, the decision-making procedures are legal and effective, and the obligation of information disclosure is performed in a timely manner. There is no situation that damages the interests of the company and all shareholders, especially minority shareholders.

Independent directors: Fang guigan, Chen Han, Wei Xiongwen April 16, 2002

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