Zhejiang Reclaim Construction Group Co.Ltd(002586) independent director
Prior approval opinions on relevant matters
As an independent director of the sixth board of directors of Zhejiang Reclaim Construction Group Co.Ltd(002586) (hereinafter referred to as “the company”), in accordance with the company law, the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other laws and regulations, as well as the requirements of the articles of association and the detailed rules for the work of independent directors, The proposal on selling illegal capital usufruct and related party transactions to Ningbo Shunnong Group Co., Ltd. and Ningbo Yuanzhen Investment Management Co., Ltd. has been checked in advance, and the prior approval opinions are as follows:
Based on our independent, serious and cautious position, we carefully reviewed the relevant materials of the proposal, understood the transaction and its related party transactions, and had an in-depth discussion with the board of directors and management of the company on our concerns. If the subsequent reorganization of eight companies such as Weihai holdings and the illegal capital usufruct transaction are carried out smoothly, it will effectively solve a series of problems such as illegal guarantee and capital occupation of Weihai holdings to the company. Therefore, this transaction and its related transactions are necessary. There is no situation that damages the legitimate rights and interests of the company and its shareholders, nor will it affect the independence of the company. We unanimously agree to submit the proposal to the 45th meeting of the sixth board of directors for deliberation. When the board of Directors considers this related matter, the related directors shall withdraw from voting.
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[there is no text on this page, Zhejiang Reclaim Construction Group Co.Ltd(002586) signature page of prior approval opinions of independent directors on matters related to the 45th meeting of the sixth board of directors] signature of independent director: Xu Qun
Zhang Bingsheng
Nwill
January 12, 2002
