Shenzhen Yhlo Biotech Co.Ltd(688575)
Opinions of independent directors on matters related to the fifth meeting of the third board of directors
separate opinion
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), and the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (hereinafter referred to as the “Listing Rules”) As an independent director of Shenzhen Yhlo Biotech Co.Ltd(688575) (hereinafter referred to as the “company”), we have carefully reviewed the relevant documents and materials after reviewing the relevant laws and regulations such as the guidelines for self-discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation, the rules for independent directors of listed companies and the relevant provisions of the articles of association of Shenzhen Yhlo Biotech Co.Ltd(688575) (hereinafter referred to as the “articles of association”), We hereby express the following independent opinions on the relevant matters of the fifth meeting of the third board of directors of the company:
1、 Proposal on adjusting the incentive plan for restricted stocks in 2022
The company’s adjustment of the list of incentive objects and the number of rights and interests granted for the first time in the 2022 restricted stock incentive plan complies with the administrative measures for equity incentive of listed companies (hereinafter referred to as the “administrative measures”) and other laws and regulations, as well as the company’s 2022 restricted stock incentive plan (Draft) (hereinafter referred to as the “incentive plan (Draft)” ）The relevant provisions of the company and the necessary examination and approval procedures have been performed, and there is no situation damaging the interests of the company and shareholders.
In conclusion, we agree that the company will adjust the list of incentive objects and the number of rights and interests granted for the first time under the restricted stock incentive plan in 2022.
2、 Proposal on granting restricted shares to incentive objects for the first time
1. According to the authorization of the company’s first extraordinary general meeting in 2022, the board of directors determined that the first grant date of the company’s 2022 restricted stock incentive plan (hereinafter referred to as “the incentive plan”) was February 7, 2022, which was in line with the administrative measures for equity incentive of listed companies and other laws Regulations and relevant provisions on the grant date in the incentive plan (Draft).
2. It is not found that the company is prohibited from implementing the equity incentive plan as stipulated in the management measures and other laws, regulations and normative documents, and the company has the subject qualification to implement the equity incentive plan.
3. The incentive objects granted with restricted shares determined by the company comply with the relevant laws and regulations and the provisions on the qualification of the incentive plan in the articles of association, the incentive object conditions specified in the management measures and the scope of incentive objects specified in the incentive plan. As the incentive object of the company’s restricted stock incentive plan in 2022, its subject qualification is legal Effective.
4. The company’s implementation of this incentive plan is conducive to further improve the corporate governance structure, establish and improve the company’s incentive and restraint mechanism, enhance the company’s management team and key personnel’s sense of responsibility and mission to realize the sustainable and healthy development of the company, and is conducive to the sustainable development of the company without damaging the interests of the company and all shareholders. In conclusion, we agree that the first grant date of the incentive plan of the company is February 7, 2022, and 1633000 restricted shares are granted to 63 eligible incentive objects at the grant price of RMB 16.00/share. (no text below)
Shenzhen Yhlo Biotech Co.Ltd(688575) independent directors:
Zhang Shunwen, Liu Dengming and Li Xuejin February 7, 2022
