Beijing Spc Environment Protection Tech Co.Ltd(002573)
Independent directors’ comments on relevant matters of the 32nd meeting of the Fifth Board of directors
Independent opinions expressed
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the stock listing rules of Shenzhen Stock Exchange and the articles of association of China Securities Regulatory Commission, we, as independent directors of Beijing Spc Environment Protection Tech Co.Ltd(002573) (hereinafter referred to as the “company”), are, We hereby express our independent opinions on the relevant matters considered at the 32nd meeting of the Fifth Board of directors as follows:
1、 Independent opinions on signing EPC contract and related party transactions with Beijing aluminum energy Beijing Spc Environment Protection Tech Co.Ltd(002573) Technology Co., Ltd
This connected transaction follows the principles of openness, fairness and impartiality, performs the public bidding procedures, and the pricing is fair and reasonable. This connected transaction does not affect the independence of the company, and no behavior or situation infringing on the interests of the company and minority shareholders is found. The convening, convening and voting procedures of the company’s board of directors to consider this related party transaction comply with the provisions of relevant laws, regulations and the articles of association, and the decision-making procedures are legal and effective.
Therefore, we agree to this related party transaction and submit it to the general meeting of shareholders of the company for deliberation.
2、 Independent opinions on adding non independent directors to the 5th board of directors of the company
The procedure for the controlling shareholder to nominate candidates for the addition of non independent directors to the 5th board of directors complies with the relevant provisions of the company law and the articles of association. We have reviewed the resume and other basic information of Mr. Hong Hao, a non independent director candidate. Mr. Hong Hao meets the relevant provisions of the company law and other laws and regulations and the articles of association on the qualification and conditions of directors, has the ability to perform the duties of directors, and is competent for the requirements of relevant duties. There is no situation that he is prohibited from taking office according to the company law or that he is prohibited from entering the securities market by the CSRC.
Therefore, we agree that Mr. Hong Hao is a non independent director candidate of the 5th board of directors of the company, and serves as a member of the strategy and Business Development Committee of the 5th board of directors after being deliberated and approved by the general meeting of shareholders. His term of office starts from the date of deliberation and approval by the general meeting of shareholders to the date of expiration of the 5th board of directors.
Independent director: Luo Jianhua, Wang Hua, Zhang Min January 10, 2002
