Pubang Landscape Architecture Co.Ltd(002663) : independent opinions on relevant proposals of the 33rd meeting of the Fourth Board of directors of the company

Independent director about Pubang Landscape Architecture Co.Ltd(002663)

Independent opinions on relevant matters of the 33rd meeting of the 4th board of directors

In accordance with the guidance on the establishment of independent director system in listed companies issued by China Securities Regulatory Commission, the filing measures for independent directors of Shenzhen Stock Exchange and the articles of association, we, as the independent director of Pubang Landscape Architecture Co.Ltd(002663) (hereinafter referred to as the “company”), carefully checked the relevant proposals of the 33rd meeting of the Fourth Board of directors of the company, The independent opinions are as follows:

1、 Independent opinions on the wholly-owned subsidiary’s plan to jointly establish a partnership and related party transactions with related parties

The establishment of Zhuhai Hengqin Pubang investment partnership (limited partnership) is conducive to the company’s strengthening of investment and financing functions, accelerating the pace of extension development, realizing the company’s industrial chain integration and industrial expansion, which is in line with the company’s development strategy and business practices. The related party transactions involved strictly follow the principles of fairness, impartiality, fairness, voluntariness and integrity, and the transaction pricing is fair and reasonable. The deliberation procedures and contents of this related party transaction are legal and compliant. The related directors avoided voting on this proposal at the board of directors, which is in line with the provisions of relevant laws, regulations and the articles of association, will not have an adverse impact on the company’s production and operation, and will not damage the interests of the company and all shareholders, especially minority shareholders. Therefore, the independent directors agree that Guangdong Pubang Ecological Environment Construction Co., Ltd., a wholly-owned subsidiary of the company, intends to establish Zhuhai Hengqin Pubang investment partnership (limited partnership) with the related party Mr. Tu Shanzhong.

Pubang Landscape Architecture Co.Ltd(002663) independent director

January 15, 2002

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