Guangdong Sanhe Pile Co.Ltd(003037)
Independent directors’ opinions on the seventh meeting of the third board of directors
Independent opinions on relevant matters
In accordance with the company law of the people’s Republic of China, the rules for independent directors of listed companies, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the Guangdong Sanhe Pile Co.Ltd(003037) articles of Association (hereinafter referred to as the “articles of association”), and other relevant provisions, As an independent director of Guangdong Sanhe Pile Co.Ltd(003037) (hereinafter referred to as “the company”), we express independent opinions on relevant matters considered at the seventh meeting of the third board of directors of the company as follows:
1、 Agree to the proposal on the prediction of daily connected transactions in 2022
In 2021, there was a difference between the actual amount and the expected amount of related party transactions between the company and its subsidiaries and related parties, which was caused by the company’s normal business activities, adapting to market changes and making reasonable adjustments to the business, which did not have a significant adverse impact on the company’s daily operation and business, which was in line with the actual situation of the company and the overall interests of the company and shareholders, No behavior damaging the interests of the company and non affiliated shareholders is found, which complies with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange and the articles of association.
The daily connected transactions between the company and its subsidiaries and related parties in 2022 are required for normal production and operation, follow the transaction principles of objectivity, openness, fairness and impartiality, and have fair pricing, which will not affect the independence of the company. When the board of directors of the company deliberated on the proposal, the related directors avoided voting, and the deliberation procedure was legal and effective, in line with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and the articles of association, and there was no damage to the interests of the company and minority shareholders, It will not affect the independence of the company.
All independent directors unanimously agree to the proposal on the prediction of the company’s daily connected transactions in 2022, and agree to submit the matter to the general meeting of shareholders for deliberation, and the connected shareholders must avoid voting.
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Guangdong Sanhe Pile Co.Ltd(003037) (there is no text on this page, which is the signature page of Guangdong Sanhe Pile Co.Ltd(003037) independent directors’ independent opinions on matters related to the seventh meeting of the third board of directors) independent directors:
Zhang Zhenzhi, Yang Deming, Jiang Yuanhai
Time: January 20, 2022
