Zhejiang Ssaw Boutique Hotels Co.Ltd(301073) : independent opinions of independent directors on matters related to the sixth meeting of the third board of directors

Zhejiang Ssaw Boutique Hotels Co.Ltd(301073) independent director

Independent opinions on matters related to the sixth meeting of the third board of directors

As an independent director of Zhejiang Ssaw Boutique Hotels Co.Ltd(301073) (hereinafter referred to as “the company”), we have reviewed the relevant materials of the sixth meeting of the third board of directors with a prudent and dutiful attitude. After review, we believe that:

1. Independent opinions on changing the purpose of part of the raised funds for the acquisition of the company’s equity and trademark

The company’s change in the purpose of the raised funds for the acquisition of the company’s equity and trademark is an adjustment based on the actual situation of the company, which is in line with the actual business needs of the company, is conducive to improving the use efficiency of the raised funds, is conducive to safeguarding the interests of all shareholders, and is in line with the company’s development strategy. The change of the purpose of the raised funds for the acquisition of the company’s equity and trademarks has fulfilled the necessary legal procedures, and is in line with the relevant provisions of the Shenzhen Stock Exchange gem stock listing rules and the Shenzhen Stock Exchange listed companies self regulatory guidance No. 2 – standardized operation of GEM listed companies. Therefore, all independent directors agree that the company will change the purpose of the raised funds for the acquisition of the company’s equity and trademark, and agree to submit the matter to the company’s first extraordinary general meeting in 2022 for deliberation.

2. Independent opinions on cash acquisition of equity and trademark of the company

The company has fulfilled the necessary deliberation procedures for the acquisition of equity and trademark, and the voting procedures comply with the provisions of relevant laws and regulations and the articles of association, do not harm the interests of the company’s shareholders, especially the minority shareholders, and comply with the Listing Rules of Shenzhen Stock Exchange gem Relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies. Therefore, all independent directors agree to the company’s cash acquisition of the company’s equity and trademark, and agree to submit the matter to the company’s first extraordinary general meeting in 2022 for deliberation.

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Xie Jianmin, Yu Tingting, Zhang Hongying

Date: January 21, 2022

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