Zhejiang Huge Leaf Co.Ltd(600226) independent director
Independent opinions on matters related to the 22nd Meeting of the 8th board of directors of the company, in accordance with the relevant provisions of the governance standards for listed companies, the Listing Rules of Shanghai Stock Exchange, the articles of association of Zhejiang Huge Leaf Co.Ltd(600226) (hereinafter referred to as the “articles of association”) and the working system of Zhejiang Huge Leaf Co.Ltd(600226) independent directors of the China Securities Regulatory Commission, As an independent director of Zhejiang Huge Leaf Co.Ltd(600226) (hereinafter referred to as “the company”), we have carefully reviewed the relevant materials provided by the board of directors, and based on our own independent judgment, we express the following independent opinions on the matters related to the 22nd Meeting of the 8th board of directors of the company:
1、 Independent opinions on the transfer of 100% equity of Tibet Hanqing Technology Co., Ltd., a wholly-owned subsidiary
The transfer of 100% equity of Tibet Hanqing Technology Co., Ltd., a wholly-owned subsidiary of the company, is conducive to optimizing the company’s resource allocation and improving the asset structure, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The transaction price is fair and reasonable, and the deliberation and decision-making procedures comply with the provisions of relevant laws, regulations and the articles of association. We agree to the company’s transfer of 100% equity of Tibet Hanqing Technology Co., Ltd., a wholly-owned subsidiary, and submit relevant proposals to the company’s general meeting for deliberation.
2、 Independent opinions on the transfer of 90% equity of Qingdao Hanquan Investment Co., Ltd., a wholly-owned subsidiary
The transfer of 90% equity of Qingdao Hanquan Investment Co., Ltd., a wholly-owned subsidiary of the company, is conducive to optimizing the company’s resource allocation and improving the asset structure, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The transaction price is fair and reasonable, and the deliberation and decision-making procedures comply with the provisions of relevant laws, regulations and the articles of association. We agree to the company’s transfer of 90% equity of Qingdao Hanquan Investment Co., Ltd., a wholly-owned subsidiary, and submit relevant proposals to the company’s general meeting for deliberation.
3、 Independent opinions on the transfer of 100% equity of Tibet HANFA Technology Co., Ltd., a wholly-owned subsidiary
The transfer of 100% equity of Tibet HANFA Technology Co., Ltd., a wholly-owned subsidiary of the company, is conducive to optimizing the company’s resource allocation and improving the asset structure, which is in line with the interests of the company and all shareholders, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The transaction price is fair and reasonable, and the deliberation and decision-making procedures comply with the provisions of relevant laws, regulations and the articles of association. We agree to the company’s transfer of 100% equity of Tibet HANFA Technology Co., Ltd., a wholly-owned subsidiary, and submit relevant proposals to the company’s general meeting for deliberation.
4、 Independent opinions on cancellation of repurchased shares
The cancellation of the relevant shares repurchased in the special securities account for repurchase by the company this time complies with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 7 – repurchase of shares and other laws and regulations and the articles of association of the company. The cancellation of shares will help to safeguard the value of the company and shareholders’ rights and interests, will not have a significant impact on the future development of the company, and will not damage the interests of the company and all shareholders. It is agreed that the company will cancel the relevant shares repurchased through centralized bidding transaction.
Independent directors: Yu Hongbo, Ma Guoan, Qiao Yutuan January 17, 2022
