Independent directors’ opinions on the company’s involvement in China Construction Finance Co., Ltd. in 2021
Independent opinions on related party transactions
In accordance with the relevant provisions of the rules for independent directors of listed companies, the Listing Rules of Shanghai Stock Exchange, the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 5 – transactions and related party transactions, and the China State Construction Engineering Corporation Limited(601668) articles of Association (hereinafter referred to as the “articles of association”), we are the independent directors of China State Construction Engineering Corporation Limited(601668) (hereinafter referred to as the “company”), Having reviewed the special notes on China State Construction Engineering Corporation Limited(601668) deposits, loans and other financial businesses involving related party transactions of financial companies issued by Ernst & Young Huaming certified public accountants, and the report on China State Construction Engineering Corporation Limited(601668) continuous risk assessment of China Construction Finance Co., Ltd. deliberated at the 15th meeting of the third board of directors of the company, Independent opinions on the company’s related party transactions involving China Construction Finance Co., Ltd. (hereinafter referred to as “China Construction Finance”) in 2021 are as follows:
CSCEC finance is the holding subsidiary of the company. The company holds 80% of its equity, and the controlling shareholder China State Construction Engineering Corporation Limited(601668) Group Co., Ltd. (hereinafter referred to as “CSCEC group”) holds 20% of its equity. CSCEC finance has legal and effective business qualification, operates in accordance with laws and regulations, has a sound risk management system, and the risk of related deposit and loan business at present is controllable.
CSCEC finance provides deposit, loan, financial and financing consulting and other financial services for CSCEC group and its subsidiaries (excluding the company and its subsidiaries, hereinafter referred to as “CSCEC group and its subsidiaries”), which constitutes a connected transaction. As of December 31, 2021, the related party transactions between CSCEC group and its subsidiaries and CSCEC finance comply with the financial services framework agreement signed by both parties, belong to the legal and reasonable economic behavior of the company, and the transaction price complies with the relevant laws and regulations such as the stock listing rules of Shanghai Stock exchange, the articles of association and the management system of related party transactions of the company, without any impact on the capital independence There is no risk of fund occupation by related parties or damage to the interests of minority shareholders, which is in line with the interests of the company and all shareholders and embodies the principles of openness, fairness and impartiality.
China State Construction Engineering Corporation Limited(601668) independent director Xu Wenrong Jia Chen sun Chengming Li Ping April 15, 2002
