Independent Directors of Kairuide Holdings Co., Ltd.
Independent Opinions on Matters Related to the 43rd Meeting of the 7th Board of Directors
In accordance with the "Guiding Opinions on Establishing an Independent Director System in Listed Companies," "Shenzhen Stock Exchange Main Board Listed Company Self-Regulatory Management Guidelines No. 1 - Normative Operation of Main Board Listed Companies," "Articles of Association," and the "Independent Director Work System," etc., we, as independent directors of the company, have reviewed the following matters and hereby express our independent opinions.
I. Independent Opinion on the "Proposal on Judicial Transfer and Transfer of Ownership of Retained Shares in the Restructuring Plan"
After review, we believe: Firstly, the judicial transfer of 51.5 million retained shares in the restructuring plan is based on the effective legal documents, including the "Civil Ruling" (2021) E 08 Civil Po 1 issued by the Intermediate People's Court of Jingmen City, and the Kairuide Restructuring Plan approved by the company's破产重整债权人大会 (including the investor group) on December 6, 2021. The disposal complies with relevant regulations. Secondly, the judicial transfer of retained shares is to maximize the protection of the interests of the company and all shareholders. The company has submitted this matter for review by the Board of Directors and will submit it for review by the shareholders' meeting. The procedures comply with the provisions of the restructuring plan. Therefore, we agree that the company will transfer 51.5 million retained shares in the restructuring plan to Ningbo Gede Yingxiang Trading Co., Ltd. at a transfer price of RMB 297.67 million through judicial transfer.