Polyrocks Chemical Co.Ltd(688669) : special explanation and independent opinions of Polyrocks Chemical Co.Ltd(688669) independent directors on the company’s external guarantee in 2021

Polyrocks Chemical Co.Ltd(688669) independent director

Special description and independent opinions on the company’s external guarantee in 2021

In accordance with the notice on Several Issues Concerning Regulating the capital exchanges between listed companies and related parties and the external guarantees of listed companies, the notice on regulating the external guarantees of listed companies, the Listing Rules of Shanghai Stock Exchange on the science and innovation board and other laws, regulations and normative documents, as well as the Polyrocks Chemical Co.Ltd(688669) articles of Association (hereinafter referred to as the “articles of association”), As an independent director of Polyrocks Chemical Co.Ltd(688669) (hereinafter referred to as the “company”), I hereby make a special explanation on the guarantee arrangement of the company in 2021 (hereinafter referred to as the “reporting period”) and give the following independent opinions:

1、 Special instructions on the company’s guarantees

During the reporting period, the company did not provide guarantee for the company’s shareholders, actual controllers and their related parties, nor did it provide guarantee for the company’s joint-stock companies. The objects of guarantee provided by the company were all wholly-owned and holding subsidiaries of the company. During the reporting period, the total amount guaranteed by the company to its wholly-owned and holding subsidiaries was RMB 435.3 million, and the actual guarantee balance at the end of the period was RMB 425.3 million, accounting for 25.44% of the company’s audited net assets at the end of the period.

As of December 31, 2021, the guarantees provided by the company for subsidiaries with asset liability ratio of more than 70% have been deliberated and approved by the general meeting of shareholders of the company. All guarantees are provided for entities within the scope of consolidated statements, and the risk is controllable.

2、 Independent opinions on the company’s guarantee

During the reporting period, the company strictly followed the relevant laws and regulations, normative documents and the relevant provisions of the articles of association on external guarantee, performed the approval and information disclosure procedures of external guarantee, strictly controlled the risk of external guarantee, and the decision-making and approval procedures of the company’s guarantee matters were legal and effective. As of December 31, 2021, the company had no illegal external guarantee, and there was no illegal external guarantee in previous years that lasted until December 31, 2021.

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