2021-015 Yan'an Pharmaceutical: Independent opinions of independent directors on matters related to the resolutions of the 13th meeting of the company's second board of directors
classification: Notice
Time:2021-10-25 13:40
Shanghai Yan’an Pharmaceutical Yangpu Co., Ltd. (hereinafter referred to as the “Company”) held the 13th meeting of the second board of directors on April 19, 2021. According to relevant laws, regulations, regulatory documents and the “Shanghai Yan’an Pharmaceutical Yangpu Co., Ltd. The Articles of Association of a Limited Company (hereinafter referred to as the "Articles of Association") stipulates that, as an independent director, after reviewing and supervising the company’s business activities, and carefully studying the meeting materials, I will conduct meetings based on an independent, objective, and impartial standpoint. The independent opinions on the matters involved are as follows:
1. Independent opinions on the 2020 profit distribution plan
According to the "Audit Report" of Xinhuishibaozi [2021] No. ZA11404 of Lixin Certified Public Accountants (Special General Partnership), the company realized a net profit of 20,550,734.28 yuan in 2020, of which the net profit attributable to the owners of the parent company was 26,374,578.81 yuan, which is the long-term company. Development, no profit distribution will be made in 2020.
I believe that the company’s 2020 profit distribution plan conforms to the company’s actual conditions, effectively protects the interests of small and medium shareholders, and complies with the relevant provisions of the "Company Law", "Articles of Association" and "Enterprise Accounting System", and I agree to the profit distribution plan.
2. Independent opinions on the "Proposal on the Special Explanation of the Occupation of Funds by Controlling Shareholders and Other Related Parties in 2020"
Lixin Certified Public Accountants (special general partnership) issued the "Special Audit Notes on the Occupation of Funds by the Controlling Shareholders and Other Related Parties of Shanghai Yanan Pharmaceutical Yangpu Co., Ltd." (No.: Xinhuishibaozi [2021] No. ZA11405) , After investigation, in 2020, the company does not have controlling shareholders, actual controllers and their related parties occupying the company’s funds. There is no situation that harms the interests of company shareholders, especially small and medium shareholders. I agree to the proposal and agree to submit the matter to the company’s general meeting of shareholders for deliberation.
3. Independent opinions on the proposal to renew the engagement of an accounting firm
Lixin Certified Public Accountants (Special General Partnership) has securities-related business qualifications. During the period of serving as the company's audit agency, it can follow the "Chinese Certified Public Accountants' Independent Auditing Standards" and diligently and dutifully express independent audit opinions. I agree to the company's re-appointment of Lixin Certified Public Accountants (Special General Partnership) as the company's 2021 audit agency.
IV. Independent opinions on the "Company's 2020 Annual Report and Annual Report Summary" and its preparation process
According to the "National SME Share Transfer System Listed Companies Information Disclosure Rules", "National SME Share Transfer System Innovation Layer Listed Companies Annual Report Content and Format Guidelines", "Articles of Association" and other relevant laws and regulations, the company's 2020 annual The report and the summary of the annual report have been reviewed, and I think:
1. The procedures for preparing and reviewing the 2020 annual report comply with laws and regulations, the regulations of the China Securities Regulatory Commission, the National SME Share Transfer System Co., Ltd., the company's articles of association, and the company's internal management system;
2. The content and format of the annual report meet the requirements of the "Innovation-level listed company's 2020 annual report content and format template (general company)". No information contained in the company's 2020 annual report is found to be inconsistent with the actual situation. The annual report basically truly reflects the company's operating results and financial status in 2020;
3. Prior to the submission of this opinion, no violation of confidentiality regulations by the personnel involved in the preparation and review of the annual report was found.
Conducted a serious and detailed inspection of the company’s financial status, and believed that the company’s 2020 financial report truly reflected the company’s financial status and operating results; Lixin Certified Public Accountants (special general partnership) issued a standard unqualified audit report, which was fair It reflects the actual situation of the company. I have no objection and agree to the "Company's 2020 Annual Report and Annual Report Summary" and submit it to the shareholders meeting for deliberation.
Independent Director: Chen Daofeng
Shanghai Yan'an Pharmaceutical Yangpu Co., Ltd.
Board of Directors
April 20, 2021