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水发燃气: 水发派思燃气股份有限公司监事会关于调整公司2023年度向特定对象发行股票相关事项的书面审核意见

Core Viewpoint - The supervisory board of Shandong Water Development Gas Co., Ltd. has reviewed and approved the adjustments to the company's 2023 private placement plan, confirming compliance with relevant laws and regulations, and ensuring no harm to the interests of shareholders, especially minority shareholders [1][2][4]. Summary by Sections Adjustment of the 2023 Private Placement Plan - The supervisory board believes that the adjustment of the 2023 private placement plan aligns with the Company Law, Securities Law, and other relevant regulations, and does not harm the interests of the company or its shareholders, particularly minority shareholders [1]. Review of the Revised Private Placement Proposal - The supervisory board finds that the revised private placement proposal is feasible and operable, complying with legal regulations and benefiting all shareholders without harming minority shareholders' interests [1]. Analysis Report of the Private Placement Plan - The supervisory board confirms that the analysis report for the revised private placement plan adheres to legal requirements and does not harm the interests of the company or its shareholders, especially minority shareholders [2]. Conditional Share Subscription Agreement - The supervisory board states that the conditional share subscription agreement with Water Development Group is legal and valid, ensuring no harm to shareholder rights, particularly those of minority shareholders [2]. Related Party Transactions - The supervisory board acknowledges that the issuance of shares to Water Development Group constitutes a related party transaction, and the terms of the subscription agreement are fair and reasonable, not harming the interests of the company or its shareholders [2]. Feasibility Analysis of Fund Utilization - The supervisory board asserts that the feasibility analysis report for the use of funds from the private placement complies with legal regulations and does not harm the interests of the company or its shareholders, especially minority shareholders [4]. Dilution of Immediate Returns and Compensation Measures - The supervisory board indicates that the company has conducted a thorough analysis of the impact on immediate returns due to dilution and has proposed specific compensation measures, with commitments from controlling shareholders and management to fulfill these measures, ensuring compliance with relevant regulations [4]. Overall Approval - The supervisory board agrees with the overall arrangements for the private placement, which requires approval from the shareholders' meeting and subsequent reviews by the Shanghai Stock Exchange and the China Securities Regulatory Commission before implementation [4].