Wuxi Dk Electronic Materials Co.Ltd(300842) independent director
Independent opinions on relevant proposals of the seventh meeting of the second board of directors
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guiding opinions on the establishment of independent director system in listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and the Wuxi Dk Electronic Materials Co.Ltd(300842) articles of Association (hereinafter referred to as the “articles of association”) According to relevant regulations such as Wuxi Dk Electronic Materials Co.Ltd(300842) independent director system, as an independent director of Wuxi Dk Electronic Materials Co.Ltd(300842) (hereinafter referred to as “the company”), after consulting the relevant materials and understanding the relevant situation provided by the company and based on the position of independent judgment, we express our independent opinions as follows:
1、 Independent opinions on the proposal on confirmation of daily connected transactions in 2021 and prediction of daily connected transactions in 2022
After verification, we believe that the daily related party transactions between the company and related parties are normal business activities carried out according to the company’s strategic planning and meet the needs of the company’s operation and development. There is a certain difference between the actual amount and the expected amount of the company’s daily related party transactions in 2021, which is mainly due to the changes in the actual procurement demand of related parties caused by industrial policy changes, market supply and demand fluctuations and other factors. It is reasonable, and there is no damage to the interests of shareholders, especially small and medium-sized shareholders, and will not affect the company’s current and future financial situation It has a significant impact on the operating results and does not affect the independence of the company.
The daily connected transactions of the company in 2022 are expected to be based on the needs of the company’s normal production and operation activities, which are the normal business behavior of the company. The transaction pricing is reasonable and fair, and follows the principles of openness, fairness and impartiality. There is no situation that damages the interests of the company and other shareholders, especially small and medium-sized shareholders, and will not affect the independence of the company, There is no violation of relevant laws and regulations. When the board of directors deliberated on the matter, the relevant related directors have avoided voting according to law, and the relevant decision-making and approval procedures comply with the provisions of relevant laws and regulations, normative documents and the articles of association. Therefore, we agree to the above related party transactions and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
2、 Independent opinions on the proposal on the company’s financial derivatives trading plan in 2022
After verification, we believe that the derivatives trading business carried out by the company and its subsidiaries is closely related to the daily business needs, which is conducive to avoiding the risk of raw material price fluctuation and exchange rate fluctuation, enhancing the company’s financial stability and meeting the needs of the company’s business development. The company has formulated the financial derivatives trading business management system and relevant risk control measures, and formulated specific operating procedures for the company to engage in financial derivatives business. The decision-making procedures for financial derivatives trading business this time comply with relevant regulations, relevant laws, regulations and normative documents such as Shenzhen Stock Exchange gem stock listing rules, Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies, and the interests of the company and all shareholders. Therefore, it is agreed that the company and its subsidiaries carry out financial derivatives trading business within the approved limit, and it is agreed to submit the proposal to the general meeting of shareholders of the company for deliberation. (there is no text below, which is the signature page)
(there is no text on this page, which is the signature page of independent directors’ independent opinions on matters related to the seventh meeting of the second board of directors)
Tang Jianrong
Yu Lixin
Qin Shu
specific date
