Independent opinions of Guangzhou Development Group Incorporated(600098) independent directors on relevant matters of the 40th meeting of the eighth board of directors according to the guiding opinions on the establishment of independent director system in listed companies, the governance standards of listed companies and the articles of association, we, as the independent directors of Guangzhou Development Group Incorporated(600098) , are responsible to the company and all shareholders, After carefully considering the matters considered at the 40th meeting of the eighth board of directors, we express the following independent opinions:
1、 Use the raised funds to replace the self raised funds invested in advance
The company has used the raised funds to replace the self raised funds invested in advance, and the time from the arrival of the raised funds has not exceeded 6 months, and the company has performed the necessary deliberation and decision-making procedures for the replacement of the raised funds. Lixin Certified Public Accountants (special general partnership) has issued an assurance report on the projects invested in advance by the company’s self raised funds, The above decisions and procedures comply with the relevant provisions of the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022), the guidelines for the self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 – standardized operation, etc. The use of raised funds to replace the self raised funds invested in the raised investment project in advance does not conflict with the implementation plan of the raised investment project, does not affect the normal progress of the raised investment project, nor does it change the investment direction of the raised funds in a disguised manner and damage the interests of the shareholders of the company. The use of the raised funds to replace the self raised funds invested in advance is conducive to improving the use efficiency of the raised funds, which is in line with the interests of the company and all shareholders. In conclusion, we agree that the company will use the raised fund of 1026100800 yuan to replace the self raised funds invested in advance.
2、 Use the raised funds to inject capital and provide loans to wholly-owned subsidiaries to implement projects invested with raised funds
The company uses the raised funds to inject capital into its wholly-owned subsidiaries and provide loans for the construction of investment projects with raised funds, which meets the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (revised in 2022) of the CSRC The requirements of relevant laws and regulations such as self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 – standardized operation are conducive to improving the use efficiency of raised funds, meeting the needs of the company’s strategic development and the interests of the company and all shareholders. There is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of shareholders of the company. The review and decision-making procedures related to the use of raised funds to inject capital into wholly-owned subsidiaries, provide loans and implement raised investment projects comply with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange on the management of raised funds of listed companies. To sum up, we agree that the company will use the raised funds to inject capital into the wholly-owned subsidiary, provide loans and implement the raised investment project. independent director:
Xie Kang, Ma Xiaoxi, Yang Deming, Zeng Ping January 19, 2022
