Hainan Drinda Automotive Trim Co.Ltd(002865) independent director
Independent opinions on relevant proposals of the 10th meeting of the 4th board of directors
As an independent director of Hainan Drinda Automotive Trim Co.Ltd(002865) (hereinafter referred to as the "company") in accordance with the requirements of the independent director rules of listed companies, the stock listing rules of Shenzhen Stock Exchange, the articles of association of Hainan Drinda Automotive Trim Co.Ltd(002865) (hereinafter referred to as the "articles of association"), we are based on independent judgment on the relevant proposals of the 10th meeting of the Fourth Board of directors of the company, Express the following independent opinions:
1、 Opinions of independent directors on signing the supplementary agreement to the custody agreement and related party transactions
We believe that the company's entrusted management of Chongqing Senmai and Suzhou Xinzhongda will help the company effectively solve the problem of horizontal competition between the company and the enterprises invested and controlled by Yang. The transaction price is fair, the voting procedure is legal and fair, and the related directors have avoided voting, which is in line with the company law, securities law and other relevant laws and regulations and the articles of association, There is no situation that damages the interests of the company and all shareholders.
We agree to the above connected transactions and agree to submit the matter to the general meeting of shareholders of the company for deliberation.
2、 Independent opinions on daily operating related party transactions in 2022
After verification, we believe that the explanation of the board of directors on the difference between the actual and expected daily connected transactions in 2021 is in line with the actual situation of the company, the connected transactions follow the principle of "fairness, impartiality and fairness", the transaction matters comply with the market principle, the transaction pricing is fair and reasonable, and no damage to the interests of the company and other shareholders is found, Especially the interests of minority shareholders.
According to the needs of daily business activities in 2022, the company has estimated the daily related party transactions in that year. The expected related party transactions are all due to normal business transactions with related parties in the process of production and operation, which is conducive to the company's business expansion and increase business income. The pricing principle of related party transactions is objective and fair, and does not damage the interests of the company and non related shareholders, There are no problems affecting the independence and standardized operation of the company. The voting procedures of this connected transaction comply with the provisions of laws, regulations and the articles of association.
Therefore, we agree to the above expected daily related party transactions and agree to submit this matter to the general meeting of shareholders of the company for deliberation.
(there is no text on this page, which is the signature page of Hainan Drinda Automotive Trim Co.Ltd(002865) independent directors' independent opinions on matters related to the 10th meeting of the Fourth Board of directors) signature of independent directors:
Zhao hang
Le Hongwei
Yang Youjun
Hainan Drinda Automotive Trim Co.Ltd(002865) January 11, 2022
