Shanghai Weaver Network Co.Ltd(603039) independent director
Prior approval opinions on matters related to the 14th meeting of the 4th board of directors in accordance with the relevant provisions of the Listing Rules of Shanghai Stock Exchange, the guiding opinions on the establishment of independent director system in listed companies and the articles of association, we, as independent directors of Shanghai Shanghai Weaver Network Co.Ltd(603039) Technology Co., Ltd., based on our own independent judgment, The proposal on supplementary confirmation of related parties and supplementary disclosure of related party transactions in previous years and the proposal on sale of assets and supplementary disclosure of related party transactions deliberated at the 14th meeting of the Fourth Board of directors held on April 15, 2022 are reviewed in advance, and the following independent opinions are expressed:
1、 On supplementary confirmation of related parties and supplementary disclosure of related party transactions in previous years
Before the 14th meeting of the 4th board of directors, the company had fully communicated with the independent directors on the contents of the proposal on supplementary confirmation of related parties and supplementary disclosure of related transactions in previous years. The independent directors agreed that the above matters met the development needs of the company’s business at that time, the transaction price was fair, did not damage the interests of the company and other non related parties, and did not damage the interests of minority shareholders. The above connected transactions did not fulfill the approval procedures and information disclosure obligations of the board of directors in advance, and agreed that the company would submit the above matters to the 14th meeting of the Fourth Board of directors for deliberation, fulfill the approval procedures and make supplementary disclosure.
2、 On the sale of assets and supplementary disclosure of related party transactions
Before the 14th meeting of the 4th board of directors, the company had fully communicated with the independent directors on the contents of the proposal on selling assets and supplementary disclosure of related party transactions. The independent directors agreed that the related party transactions of selling assets between the company and related parties were conducted in accordance with the principle of “fairness, voluntariness and mutual benefit”, and the transaction price was determined according to the evaluation price, which did not violate the principles of openness, fairness and impartiality, No damage to the interests of the company and other non related parties, and no damage to the interests of minority shareholders. The above connected transactions did not fulfill the approval procedures and information disclosure obligations of the board of directors in advance, and agreed that the company would submit the above matters to the 14th meeting of the Fourth Board of directors for deliberation, fulfill the approval procedures and make supplementary disclosure.
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