Jiangsu Alcha Aluminium Group Co.Ltd(002160) : prior approval opinions of independent directors on matters related to the 12th meeting of the 6th board of directors

Jiangsu Alcha Aluminium Group Co.Ltd(002160) independent director

The prior approval opinions on the relevant matters to be considered at the 20th meeting of the sixth board of directors are in accordance with the relevant provisions of the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies on the main board of Shenzhen Stock Exchange and the Jiangsu Alcha Aluminium Group Co.Ltd(002160) articles of association of the CSRC, As an independent director of Jiangsu Alcha Aluminium Group Co.Ltd(002160) (hereinafter referred to as "the company"), we have reviewed and checked in advance the relevant matters and materials to be considered at the 20th meeting of the sixth board of directors in a serious and responsible manner, and based on our independent judgment, we issue the following prior approval opinions:

1、 Prior approval opinions on the renewal of the company's audit institution in 2022

Lixin Certified Public Accountants (special general partnership) has rich audit experience and ability of listed companies. In the audit process of 2020, Lixin Certified Public Accountants (special general partnership) follows the principles of integrity, independence, objectivity and impartiality, and can better meet the requirements of the company for establishing and improving internal control and financial audit. As an independent director of the company, It is agreed to submit the proposal on renewing the appointment of Lixin Certified Public Accountants (special general partnership) as the audit institution of the company in 2021 to the board of directors of the company for deliberation.

2、 Prior approval opinions on the company's expected annual daily connected transactions

It is expected that the daily connected transactions between the company and Jiangsu Dingxin cooler Co., Ltd. in 2022 are normal commercial transactions. The transaction pricing principle is to price according to the market price, which is fair and reasonable, which is in line with the fundamental interests of the joint stock company, does not damage the interests of non connected shareholders, and does not damage the interests of the company and shareholders, especially small and medium-sized shareholders, and complies with the provisions of relevant laws, regulations, articles of association and systems, It is agreed that the above matters shall be submitted to the board of directors of the company for deliberation.

3、 Prior approval opinions on related party transactions in which the company borrows from controlling shareholders

The connected transaction between the company and the controlling shareholder is a normal commercial transaction. The transaction is objective, fair and reasonable, which is in line with the fundamental interests of the company, does not damage the interests of non connected shareholders, and complies with relevant laws, regulations, articles of association and systems. The decision-making procedure of the transaction shall be carried out in strict accordance with relevant systems. The related directors shall withdraw from the voting of the proposal and agree to submit the above matters to the board of directors of the company for deliberation.

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(there is no text on this page, which is the signature page of Jiangsu Alcha Aluminium Group Co.Ltd(002160) independent directors' prior approval opinions on matters related to the 20th meeting of the sixth board of directors)

independent director:

Gu Weijun, Gong juming, Zhao Zengyao

April 27, 2022

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