Youngy Co.Ltd(002192) independent director
Independent opinions on relevant matters considered at the 24th Meeting of the seventh board of directors
In accordance with the relevant provisions of the company law, the standards for the governance of listed companies, the guiding opinions on the establishment of independent director system in listed companies, the guidelines on self-discipline supervision of listed companies, the articles of association, the company’s independent director system and other relevant provisions, we, as independent directors of the seventh board of directors of Youngy Co.Ltd(002192) (hereinafter referred to as the “company”), The independent opinions on the relevant matters considered at the 24th Meeting of the seventh board of directors are as follows: I. independent opinions on the expected matters of daily connected transactions in 2022
1. The daily connected transactions in 2022 are expected to be based on the needs of both parties to carry out normal production and operation activities due to their upstream and downstream of the industrial chain. The pricing of these related party transactions is fair and reasonable, and the relevant agreements will be signed on a fair, just and reasonable basis, without damaging the interests of the company and minority shareholders.
2. The expected voting procedure of the board of directors on the related party transaction complies with the relevant provisions of the stock listing rules, the guidelines for self discipline supervision of listed companies, the articles of association and so on. The related directors avoided voting. We voted in favour of the proposal and agreed to submit it to the general meeting of shareholders for deliberation.
2、 Independent opinions on the amount of financial assistance and guarantee provided by the controlling shareholders and actual controllers for the company in 2022
1. The related party transaction is a powerful measure for the controlling shareholders and actual controllers of the listed company to support the development of the company, which is conducive to ensuring the implementation of the company’s strategic objectives and meeting the capital needs of the company’s production, operation and project construction, and reflects the confidence and support of the controlling shareholders for the development of the company, There is no situation that damages the interests of the company and its shareholders, especially the minority shareholders and non affiliated shareholders, and will not have a significant adverse impact on the company’s financial status, operating results and independence.
2. The voting procedure of the board of directors on the related party transaction complies with the relevant provisions of the stock listing rules, the guidelines for self regulatory supervision of listed companies, the articles of association and so on. The related directors avoided voting. We voted in favour of the proposal and agreed to submit it to the general meeting of shareholders for deliberation.
3、 Independent opinions on the prediction of guarantee amount for holding subsidiaries in 2022
1. After verification, the guarantee amount provided by the company this time is based on the business development and capital needs of the holding subsidiaries within the scope of the consolidated statements, which is conducive to broadening the financing channels of the subsidiaries and promoting the smooth implementation of the business plans of the subsidiaries, which is in line with the development strategy of the company, and the guarantee risk is controllable, and in line with the relevant provisions of relevant laws and regulations and the articles of association, There is no damage to the rights and interests of listed companies and minority shareholders.
2. The voting procedures of the board of directors on the above matters comply with the relevant provisions of the stock listing rules, the guidelines for self regulatory supervision of listed companies, the articles of association and so on. The related directors avoided voting. We voted in favour of the proposal and agreed to submit it to the general meeting of shareholders for deliberation.
4、 Independent opinions on the amount of financial assistance provided to the holding subsidiary in 2022
1. After verification, on the premise of not affecting the normal operation, the amount of financial assistance provided by the company this time is to support the development of the company’s lithium battery equipment business, meet the capital turnover and daily operation needs of the subsidiary, facilitate the business development and fund-raising of Dongguan Derui, improve the efficiency of the company’s fund use, comply with the company’s development strategy and the overall interests of the company. The capital occupation rate of the amount of financial assistance provided this time is calculated with reference to the loan interest rate of the financial institution that does not exceed the funds obtained by the company in the same period, and there is no damage to the interests of listed companies and shareholders, especially small and medium-sized shareholders.
2. The voting procedures of the board of directors on the above matters comply with the relevant provisions of the stock listing rules, the guidelines for self regulatory supervision of listed companies, the articles of association and so on. The related directors avoided voting. We voted in favour of the proposal and agreed to submit it to the general meeting of shareholders for deliberation.
5、 Independent opinions on using self owned idle funds for entrusted financial management plan in 2022
1. On the premise of ensuring the company’s production and operation capital demand and capital safety, the company uses idle self owned funds to choose the opportunity to buy financial products with high safety, good liquidity and controllable risk, which is conducive to improving the use efficiency of idle self owned funds and increasing income, will not have an adverse impact on the company’s production and operation, and will not damage the company and all shareholders, Especially the interests of minority shareholders.
2. The voting procedures of the board of directors on the above matters comply with the relevant provisions of the stock listing rules, the guidelines for self regulatory supervision of listed companies, the articles of association and so on. We voted in favour of the proposal. (no text below)
(there is no text on this page, which is the signature page of Youngy Co.Ltd(002192) independent directors’ independent opinions on relevant matters considered at the 24th Meeting of the seventh board of directors) signature of independent directors:
Shen Hongtao, Lei Jinghua
January 26, 2022
