Funeng Oriental Equipment Technology Co.Ltd(300173)
Independent opinions of independent directors on matters related to the 28th meeting of the 5th board of directors
In accordance with the relevant provisions of relevant laws, regulations and rules, such as the guidelines for self-regulation of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, the rules for independent directors of listed companies and the articles of association, as an independent director of the company, he expressed the following independent opinions on the relevant matters considered at the 28th meeting of the Fifth Board of directors of the company:
1、 Independent opinions on changes in accounting estimates
The change of the company's accounting estimates complies with the relevant provisions of the accounting standards for Business Enterprises No. 28 - accounting policies, changes in accounting estimates and error correction, conforms to the actual situation of the company, can more objectively and fairly reflect the company's financial situation and operating results, and is in line with the interests of the company and all shareholders. The review procedure of this accounting estimate change complies with relevant laws and regulations and the relevant provisions of the articles of association, and does not harm the interests of the company and minority shareholders.
We agree with the changes in accounting estimates of the company.
2、 Independent opinions on the external guarantee of the company
As of December 31, 2021, except for the guarantee matters described in the 2021 annual report, the company has no other major external guarantee, no guarantee for the controlling shareholder, actual controller and other related parties, any unincorporated unit or individual, and the controlling shareholder, actual controller and other related parties have not forced the company to provide guarantee for others.
3、 Independent opinions on the company's profit distribution plan in 2021
The company's profit distribution plan for 2021 is in line with the current actual situation of the company. The profit distribution plan is reasonable, in line with the provisions of the company law, the accounting standards for business enterprises, the notice on further implementing matters related to cash dividends of listed companies issued by the CSRC, the CSRC's regulatory guidelines for listed companies No. 3 - cash dividends of listed companies and the articles of association, and in line with the profit distribution policies determined by the company Profit distribution plan, long-term return plan of shareholders and relevant commitments made.
We agree to the 2021 profit distribution plan and submit it to the 2021 annual general meeting for deliberation.
4、 Independent opinions on the occupation of funds by the company's controlling shareholders and other related parties in 2021. In accordance with the requirements of the notice on Several Issues Concerning Regulating the capital exchanges between listed companies and related parties and the external guarantees of listed companies (CSRC Zheng Jian Fa [2003] No. 56) and the Listing Rules of GEM stocks of Shenzhen Stock Exchange, as an independent director of the company, in line with the requirements of the company All shareholders and investors have carefully checked the capital transactions between the company and related parties with a responsible attitude, and expressed the following independent opinions:
In 2021, the company's controlling shareholders and other related parties did not occupy the company's funds, and agreed to submit them to the 2021 annual general meeting for deliberation.
5、 Independent opinion on self-evaluation report of internal control in 2021
In accordance with the requirements of the company law, the securities law, the standards for the governance of listed companies, the guidelines for self-regulation of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of GEM listed companies, the basic norms of enterprise internal control and the supporting guidelines for enterprise internal control, as independent directors of the company, we have carefully reviewed the company's 2021 internal control self-evaluation report and issued independent opinions on the report as follows:
In accordance with relevant laws and regulations, following the basic principles of internal control and in combination with the actual situation of the company, the company has formulated an effective internal control system to ensure the normal operation and risk control of the company, without major defects and matters, and generally meet the relevant requirements of the regulatory authorities of listed companies; The self-evaluation of the company's internal control truly, objectively and completely reflects the establishment, implementation and effect of the company's internal control system, and the evaluation conclusion is objective and true. However, there are general defects in the internal control of non-financial reporting. We believe that the company must strengthen internal control, improve the level of corporate governance, ensure that the internal control system can meet the requirements of the company's management, ensure the healthy operation of various business activities and the implementation of relevant national laws, regulations and the company's internal rules and regulations, and ensure the safety and integrity of the company's assets.
We agree to the proposal of 2021 internal control self evaluation report.
6、 Independent opinions on the provision of credit impairment loss and asset impairment loss in 2021
The company's provision for asset impairment this time complies with and complies with the provisions of the accounting standards for business enterprises and relevant accounting policies of the company. The provision for asset impairment this time is based on the principle of prudence and sufficient basis, which can effectively avoid financial risks, truly reflect the company's financial situation and operating results, help to provide reliable and accurate accounting information, and do not damage the legitimate rights and interests of the company and minority shareholders.
We agree that the company will withdraw 10142308093 yuan of credit impairment loss and 16249296487 yuan of asset impairment loss in 2021. (no text below)
(there is no text on this page, which is the signature page of independent directors' independent opinions on relevant matters of the 28th meeting of the 5th board of directors)
Cao Li, Mei Ge Lei, Li Zhenghua
April 23, 2022
