Chongqing Sokon Industry Group Stock Co.Ltd(601127) independent director
Independent opinions on matters related to the 23rd Meeting of the 4th board of directors Chongqing Sokon Industry Group Stock Co.Ltd(601127) (hereinafter referred to as "the company") the 23rd Meeting of the 4th board of directors formed an effective resolution on January 26, 2022. In accordance with the provisions of relevant laws, regulations and rules such as the rules for independent directors of listed companies, the rules for the listing of shares on Shanghai Stock Exchange, the articles of association of Chongqing Sokon Industry Group Stock Co.Ltd(601127) and the working system of Chongqing Sokon Industry Group Stock Co.Ltd(601127) independent directors, as independent directors of the company, we carefully reviewed the relevant materials of this meeting on the principle of prudence. Based on the position of independent judgment, we hereby express our independent opinions as follows:
1、 Proposal on meeting the conditions for non-public offering of a shares
In accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of securities issuance by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other relevant laws, regulations and normative documents, we have checked item by item against the qualifications and relevant conditions of non-public offering of shares by listed companies, We believe that the company meets the conditions for non-public offering of A-Shares and agree to submit this proposal to the general meeting of shareholders for deliberation.
2、 Proposal on non-public offering of a shares
The company's non-public offering of A-Shares complies with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of securities issuance of listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies and other laws, regulations, departmental rules and normative documents, and the scheme conforms to the interests of all shareholders and the long-term development plan of the company, There is no situation that damages the interests of the company and shareholders, especially minority shareholders.
Therefore, we agree to this non-public offering of A-Shares and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
3、 Proposal on the plan for non-public offering of a shares
The company's plan for non-public offering of A-Shares complies with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of securities issuance by listed companies, the detailed rules for the implementation of non-public offering of shares by listed companies, and the standards for the content and format of information disclosure by companies offering securities to the public No. 25 - non-public offering plan and issuance report of listed companies The relevant provisions of laws, regulations and normative documents conform to the actual situation of the company. The content of the plan is practical and feasible. It comprehensively considers the industry, development status and business needs of the company, conforms to the current situation and development trend of the industry of the company, and does not damage the interests of the company and shareholders, especially small and medium-sized shareholders.
Therefore, we agree to the plan for this non-public offering of A-Shares and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
4、 Proposal on the report on the use of the previously raised funds
The company strictly abides by laws, regulations and relevant regulations and requirements of China Securities Regulatory Commission on the use of raised funds. The special report on the use of previously raised funds prepared by the company is true, accurate and complete, and there is no violation of the deposit and use of raised funds. Based on the above reasons, we agree to the special report on the use of the company's previously raised funds and agree to submit this proposal to the general meeting of shareholders for deliberation.
5、 Proposal on the feasibility analysis report on the use of funds raised by this non-public offering of a shares
The purpose of the investment project raised by this non-public offering conforms to the provisions of relevant national policies, the actual situation and development needs of the company, the current situation and development trend of the company's industry, the long-term development objectives of the company and the interests of shareholders. Therefore, we unanimously agree to the feasibility analysis report on the use of funds raised by Chongqing Sokon Industry Group Stock Co.Ltd(601127) non-public development banks and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
6、 Proposal on non-public offering of a shares, diluted immediate return and filling measures and commitments of relevant subjects
The company has carefully analyzed and formulated relevant measures on the impact of this non-public offering on the company's main financial indicators and the impact of this non-public offering on diluted immediate return. The dilution of the company's expected immediate income is reasonable, and the measures to fill the immediate income comply with the provisions of relevant laws, regulations and normative documents, which is conducive to safeguarding the legitimate rights and interests of small and medium-sized investors. Therefore, we unanimously express our consent and agree to submit this proposal to the general meeting of shareholders of the company for deliberation.
VII Proposal on the establishment of a special account for the funds raised from the non-public offering of A-Shares the company established a special account for the funds raised from the non-public offering of A-Shares in accordance with the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of funds raised by listed companies, the guidelines for the self discipline supervision of listed companies on Shanghai Stock Exchange No. 1 - standardized operation and Chongqing Sokon Industry Group Stock Co.Ltd(601127) The relevant provisions of the measures for the administration of raised funds are conducive to standardizing the management and use of raised funds and protecting the legitimate rights and interests of shareholders of the company, especially small and medium-sized investors. We agree with the contents of the proposal and agree to submit the proposal to the general meeting of shareholders of the company for deliberation. independent director:
Fu Yuwu, Liu Bin, Liu Kaixiang, Zhao Wanyi
January 26, 2022
