Special Notes and Independent Opinions of Independent Directors on Matters Related to the 18th Meeting of the Fourth Board of Directors of the Company
Time:2021-08-28
Classification: Company Announcement
In accordance with the provisions and requirements of the China Securities Regulatory Commission's Notice on Regulating Financial Transactions between Listed Companies and Related Parties and Certain Issues Concerning External Guarantees of Listed Companies (Zheng Jian Fa [2003] No. 56) and the Notice on Regulating External Guarantees of Listed Companies (Zheng Jian Fa [2005] No. 120), at the same time, in accordance with the relevant provisions of the China Securities Regulatory Commission's "Guiding Opinions on Establishing an Independent Director System in Listed Companies", "Articles of Association", "Rules of Procedure of the Board of Directors" and "Independent Director Work System", as Shouhang High-tech Energy Technology Co., Ltd. (Hereinafter referred to as the "company") independent directors, on the basis of independent and objective judgment, carefully considered the relevant matters of the 18th meeting of the company's fourth board of the company, special notes and independent opinions on related matters are as follows:
Special note and independent opinion of the 1. on the appropriation of the Company's funds and the Company's external guarantees by the controlling shareholder and other related parties in the first half of 2021
We have reviewed and examined the Company's financial transactions with the controlling shareholder and other related parties and the cumulative and current external guarantees from January to June 2021, and have issued a special note and independent opinion as follows:
1. During the reporting period, the Company did not have any illegal appropriation of funds by the controlling shareholder and other related parties, nor did it have any appropriation of funds by the controlling shareholder and other related parties that occurred in previous years and accumulated to June 30, 2021.
2. During the reporting period, the company provided joint and several liability guarantee for the bank loan principal and interest of 40 million yuan applied by Hami Lijiang Energy Co., Ltd. in Yili Branch of Kunlun Bank Co., Ltd., and provided joint and several liability guarantee for the bank loan principal and interest of 10 million yuan applied by Xituo Energy Group Co., Ltd. in Urumqi Branch of Guangfa Bank Co., Ltd, none of the above guarantees require an independent opinion from an independent director.
To sum up, we believe that the above-mentioned guarantee behaviors of the company are in accordance with the requirements of normative documents such as the notice on standardizing the capital flow between listed companies and related parties and the external guarantee of listed companies (zjf [2003] No. 56), the notice on standardizing the external guarantee behavior of listed companies (zjf [2005] No. 120) and the articles of association, fulfillment of the corresponding review procedures, legal and effective.
Independent opinion of 2. on changes in accounting policies
After verification, we believe that this change in the company's accounting policy is a corresponding change made by the company in accordance with the latest accounting standards revised by the Ministry of Finance, in line with the relevant provisions of the Ministry of Finance, the China Securities Regulatory Commission and the Shenzhen Stock Exchange, there is no harm to the interests of the company and all shareholders, and will not have a significant impact on the company's financial statements. Therefore, we agree to the company's accounting policy changes.
Independent opinion of the 3. on the change of the implementation subject of some fund-raising projects.
After verification, the independent directors of the company believe that: the company's change of part of the fund-raising project implementation subject is a prudent decision made out of business layout considerations and the actual situation of the fund-raising project. The changed implementation subject is the company's wholly-owned grandson company, which is conducive to Optimize the company's resource allocation and improve the manufacturing efficiency of photothermal power generation equipment. The change of the implementation subject of some fund-raising projects has not changed the use of raised funds, will not adversely affect the implementation of the fund-raising projects, and there is no disguised change in the investment direction of raised funds and damage to the interests of shareholders. it is in line with the relevant provisions of the regulatory guidelines for listed companies No. 2-regulatory requirements for the management and use of funds raised by listed companies, guidelines for the standardized operation of listed companies on the Shenzhen Stock Exchange, and the articles of the articles of the company. Therefore, we agree to this change in part of the fund-raising project implementation of the subject matter.
Independent Directors: Peng Zhaoqi, Li Zengyao, Zhao Baoqing
August 27, 2021