Zjbc Information Technology Co.Ltd(000889) : independent opinions of independent directors on matters related to the first meeting of the eighth board of directors in 2022

Zjbc Information Technology Co.Ltd(000889) independent director

Independent opinions on matters related to the first meeting of the eighth board of directors in 2022. In accordance with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, the rules for independent directors of listed companies and the articles of association, we, as independent directors of Zjbc Information Technology Co.Ltd(000889) (hereinafter referred to as "the company"), based on independent judgment, We hereby express the following independent opinions on the matters related to the first meeting of the eighth board of directors in 2022:

1、 Independent opinions on the appointment of vice president of the company

The nomination and deliberation procedures of the company's appointment of vice president comply with the provisions of the company law and other relevant laws and regulations and the articles of association.

After careful verification of the resume and relevant materials of the vice president candidate, we believe that the vice president appointed by the company has the management ability and professional ability required for holding corresponding positions and meets the requirements for performing relevant duties. We have not found any situation in which the company law and the articles of association stipulate that he shall not serve as senior managers of the company, There is no case that he has been identified as a market prohibited person by the CSRC and the prohibition has not been lifted, and he has not been subject to any punishment and punishment by the China Securities Regulatory Commission and Shenzhen Stock Exchange. His qualification meets the conditions for serving as a senior manager of a listed company.

Therefore, we agree that the board of directors of the company shall appoint Zhu Lin as the vice president of the company.

2、 Independent opinions on the proposed change of accounting firm

After verification, Unitech Zhenqing Certified Public Accountants (special general partnership) (hereinafter referred to as "Unitech Zhenqing") has sufficient independence and necessary professional competence to complete the annual audit, and can meet the requirements of the company's financial and internal control audit in 2021. The appointment of younita Zhenqing as the company's 2021 financial statement and internal control audit institution complies with the requirements of relevant laws and regulations, and there is no situation that damages the interests of the company and all shareholders. The decision to change the accounting firm was made by the company after comprehensive consideration of the business development and the demand for audit services. The reasons are legitimate, and the deliberation procedures for changing the accounting firm comply with the relevant laws, regulations, normative documents and the articles of association.

Therefore, we unanimously agree that the company will change Unitech Zhenqing as the company's audit institution in 2021, and agree to submit the matter to the general meeting of shareholders of the company for deliberation.

Independent directors: Hao Zhenping, Hu Feng, Wang Yan February 11, 2022

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