Tibet Summit Resources Co.Ltd(600338)
Independent directors’ comments on the 10th meeting of the 8th board of directors
Prior approval of relevant proposals
As an independent director of Tibet Summit Resources Co.Ltd(600338) (hereinafter referred to as the “company”), we reviewed the relevant materials submitted by the company before the meeting in accordance with the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies, the guidelines for the implementation of related party transactions of listed companies and the guidelines for self discipline supervision of listed companies No. 1 – standardized operation of Shanghai Stock Exchange, And conducted necessary investigation, inquiry and consultation, and issued the following prior approval opinions on the related party transaction proposal to be considered at the 10th meeting of the eighth board of directors of the company:
1、 Proposal on estimated daily related party transactions in 2022
After review, we believe that:
1. It is estimated that the daily related party transactions in 2022 will occur due to the needs of the company’s normal production and operation. The price of the related party transactions between the company and related parties is determined fairly and reasonably based on the fair market price and transaction conditions, without damaging the interests of the company and the interests of Guangda, Dazhong and minority shareholders;
2. It is estimated that the daily related party transactions in 2022 comply with the principles of fairness, openness and impartiality. The related parties enjoy their rights and perform their obligations in accordance with the provisions of the contract, and there is no transfer of interests through related party transactions. It has no negative impact on the company’s future financial situation, operating results and independence.
We agree to submit this proposal to the 10th meeting of the 8th board of directors of the company for deliberation.
2、 Proposal on related party transactions of borrowing from controlling shareholders
After review, we believe that this related party transaction is conducted on the basis of consensus between the related parties. Borrowing from the controlling shareholder can alleviate the shortage of working capital of the company, help to maintain the normal operation of the company, comply with the interests of the company and all shareholders, and there is no harm to the interests of the company and its shareholders, especially small and medium-sized shareholders.
We agree to submit this proposal to the 10th meeting of the 8th board of directors of the company for deliberation.
Independent director: Liu Fanglai, Hu Yuechuan, Li Bingxin April 8, 2022