Shandong Link Science And Technology Co.Ltd(001207)
Independent directors' opinions on the sixth meeting of the second board of directors
Independent opinions on relevant matters
In accordance with the company law, the securities law, the guiding opinions on the establishment of independent director system in listed companies, the measures for the administration of equity incentive of listed companies, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the articles of association and other laws, regulations and relevant systems, we, as independent directors of Shandong Link Science And Technology Co.Ltd(001207) (hereinafter referred to as the "company"), are, Based on the position of independent judgment, we hereby express the following independent opinions on the relevant matters considered at the sixth meeting of the second board of directors of the company:
1、 Independent opinions on the proposal on using part of the raised funds to borrow from the holding subsidiary to implement the raised investment project
The company's use of the raised funds to provide loans to the holding subsidiary Lianke kaldik is conducive to the smooth implementation of the raised investment project and the planned use of the raised investment project on time. The loan will not change the purpose of the raised funds and will not affect the investment plan of the raised funds; The review procedures for the use of the above raised funds comply with the provisions of relevant laws and regulations and the articles of association, and there is no harm to the interests of shareholders. Therefore, we agree that the company will use the raised funds to provide loans to its holding subsidiaries.
2、 Independent opinions on the proposal on adjusting the list of incentive objects and the number of awards
The company's adjustment of the list of incentive objects and the number of awards in the 2022 restricted stock incentive plan complies with the relevant provisions on the adjustment of the incentive plan in the company's 2022 restricted stock incentive plan (Draft) (hereinafter referred to as the "incentive plan") of the company law, securities law, administrative measures and other laws, regulations and normative documents, Within the scope of authorization given to the board of directors by the company's first extraordinary general meeting in 2022, the adjustment content has fulfilled the necessary deliberation procedures. After the adjustment, the incentive object is not prohibited from being granted restricted shares, and the subject qualification of the incentive object is legal and effective.
To sum up, we unanimously agree to adjust the list and number of incentive objects granted for the first time in the 2022 restricted stock incentive plan. The number of incentive objects for the first time is adjusted from 106 to 101, and the number of restricted shares granted for the first time is adjusted from 1.88 million to 1.86 million.
3、 Independent opinions on the proposal on adjusting the list of incentive objects and the number of awards
1. The conditions for granting restricted shares to incentive objects specified in the company's incentive plan (Draft) have been met.
2. The company is not prohibited from granting restricted shares as stipulated in the administrative measures and other laws, regulations and normative documents. The company has the subject qualification to grant restricted shares to incentive objects.
3. The incentive objects determined by the company for granting restricted shares this time meet the subject qualification and conditions as incentive objects specified in the company law, management measures and other laws and regulations and the incentive plan (Draft), meet the scope of incentive objects specified in the incentive plan, and there is no prohibition of granting restricted shares, Its subject qualification as the object of the company's restricted stock incentive plan is legal and effective.
4. The company has no plans or arrangements to provide loans, loan guarantees or other financial assistance to incentive objects.
5. The company's implementation of equity 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 business backbone's sense of responsibility and mission for the sustainable and healthy development of the company, is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
6. 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 restricted shares in the incentive plan was February 17, 2022, and the determination of the grant date was in line with the relevant provisions on the grant date in the administrative measures and the incentive plan (Draft). In conclusion, we unanimously agree that February 17, 2022 is the first grant date, and 1860000 restricted shares will be granted to 106 incentive objects who meet the grant conditions, with the grant price of 11.17 yuan / share.
(not below)
(there is no text on this page, which is the signature page of Shandong Link Science And Technology Co.Ltd(001207) independent directors' independent opinions on matters related to the sixth meeting of the second board of directors) independent directors attending the meeting:
Huang Fangliang
On February 17, 2022 (there is no text on this page, which is the signature page of Shandong Link Science And Technology Co.Ltd(001207) independent directors' independent opinions on matters related to the sixth meeting of the second board of directors):
Yu Xingquan
On February 17, 2022 (there is no text on this page, which is the signature page of Shandong Link Science And Technology Co.Ltd(001207) independent directors' independent opinions on matters related to the sixth meeting of the second board of directors):
Du Yeqin
February 17, 2022
