China National Complete Plant Import And Export Co.Ltd(000151) independent director
Prior approval opinion
According to the relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, as an independent director of China National Complete Plant Import And Export Co.Ltd(000151) (hereinafter referred to as “the company”), we have conducted a conscientious and responsible review of the relevant matters to be submitted to the 28th meeting of the 8th board of directors of the company in a practical and realistic manner, and issued the following prior approval opinions:
1、 About the implementation of the company’s daily related party transactions in 2021 and the forecast of related party transactions in 2022
1. The implementation of the company’s daily connected transactions in 2021 was normal, and the decision-making and performance procedures did not violate the provisions of relevant national laws and regulations;
2. The company’s estimated related party transactions in 2022 are necessary;
3. The pricing of related party transactions is fair, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders;
4. The implementation of related party transactions is conducive to the sustainable and sound development of the company.
2、 Proposal on adjusting the audit fees of financial final accounts and internal control in 2021 and renewing the employment of the audit institution of financial final accounts and internal control in 2022
1. In 2021, Singapore Yade Co., Ltd. was included in the scope of the company’s consolidated statements, the scope of audit work was increased, and the original audit fees could not meet the requirements of audit work. Combined with the actual work of zhongxinghua Certified Public Accountants (special general partnership), it is proposed to adjust and increase the audit fee of RMB 300000 in 2021, including the audit fee of financial final accounts in 2021 from RMB 500000 to RMB 700000, and the audit fee of internal control from RMB 200000 to RMB 300000.
2. Zhongxinghua Certified Public Accountants (special general partnership) is an audit institution with securities qualification. It has many years of experience and ability to provide audit services for listed companies, can meet the requirements of the company’s financial final accounts and internal control audit, and has sufficient independence, professional competence and investor protection ability, which is conducive to ensuring and improving the quality of audit work of listed companies.
The above matters are in line with the actual situation of the company, the review procedures are in line with the provisions of the company law and the articles of association, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. We agree to adjust the audit fees of financial statements and internal control in 2021 and renew the appointment of zhongxinghua Certified Public Accountants (special general partnership) as the company’s audit agency for financial statements and internal control in 2022. The audit fees of financial statements and internal control in 2022 are 700000 yuan and 300000 yuan respectively. 3、 Proposal on the holding subsidiary applying for working capital loan from Rongshi International Financial Management Co., Ltd
In order to ensure the normal development of the company’s business, Yucheng international, the holding subsidiary of the company, plans to apply for a working capital loan of no more than US $65 million from Rongshi International Asset Management Co., Ltd. in 2022; The above connected transactions are conducive to the business development of the company, will not affect the independence of the company, and there is no situation that damages the interests of the company and shareholders, especially minority shareholders.
Independent directors: Yu taixiang, Zhang Wei, song Dongsheng, Niu Tianxiang April 22, 2002
