Independent directors’ opinions on the 15th meeting of the Fourth Board of directors
Independent opinions on matters related to the meeting
As an independent director of Jishi Media Co.Ltd(601929) (hereinafter referred to as “the company”), in accordance with the guiding opinions on the establishment of independent director system in listed companies, the articles of association and the working rules for independent directors and other relevant provisions of the CSRC, he expressed the following independent opinions on the relevant proposals considered at the 15th meeting of the Fourth Board of directors:
1. Independent opinions on the company’s compliance with non-public issuance of corporate bonds
In accordance with the company law, the securities law, the measures for the administration of corporate bond issuance and trading and other relevant laws and regulations, and after checking with the above laws, regulations and departmental rules item by item in combination with the actual situation of the company, we believe that the company meets the requirements for non-public issuance of corporate bonds. We agree to submit the matter to the general meeting of shareholders for deliberation.
2. Independent opinions on the company’s non-public issuance of corporate bonds to professional investors
The company applies to Shanghai stock exchange for non-public issuance of corporate bonds with a limit of no more than (including) 800 million yuan and a term of no more than (including) 3 years, which meets the needs of the company’s overall strategic development, optimizes the company’s debt structure, conforms to the overall interests of the company and shareholders, and does not damage the interests of the company and all shareholders. We agree to submit the company’s non-public issuance of corporate bonds to professional investors to the general meeting of shareholders for deliberation. 3. Independent opinions on requesting the general meeting of shareholders to authorize the board of directors and the authorized persons of the board of directors to fully handle matters related to the non-public issuance of corporate bonds
The company requests the general meeting of shareholders to authorize the board of directors and the authorized persons of the board of directors to fully handle the matters related to the non-public issuance of corporate bonds, which will help to improve the work efficiency of the non-public issuance of corporate bonds. Therefore, we agree to this proposal and submit it to the general meeting of shareholders of the company for deliberation.
4. Independent opinions on the debt financing plan of the company to be listed
The company’s debt financing plan to be listed this time is reasonable and feasible, which is conducive to broadening the company’s financing channels, optimizing the company’s capital structure and meeting the company’s development needs. The plan of the debt financing plan to be issued this time complies with the provisions of the company law, the securities law and other relevant laws and regulations, conforms to the interests of the company and all shareholders, and does not damage the interests of the company’s shareholders, especially the minority shareholders.
We agree that the company applies to Beijing financial assets exchange for filing and issuing a debt financing plan of no more than 700 million yuan (including 700 million yuan), and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
Independent director: Wu Guoping, Wang Wensheng, Dong ruxing, Mao Zhihong
Jishi Media Co.Ltd(601929) May 18, 2022
