Utour Group Co.Ltd(002707) independent director
Independent opinions on matters related to the first meeting of the Fifth Board of directors
According to the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the guidelines for the governance of listed companies and the Utour Group Co.Ltd(002707) articles of Association (hereinafter referred to as the “articles of association”) of China Securities Regulatory Commission As an independent director of Utour Group Co.Ltd(002707) (hereinafter referred to as “the company”), after reviewing the relevant documents and based on the position of independent judgment, we checked the relevant proposals considered at the first meeting of the Fifth Board of directors of the company, and issued independent opinions as follows:
After review, the personal resumes and relevant materials of the general manager, deputy general manager, chief financial officer, Secretary of the board of directors and other senior managers employed by the company, we believe that they have the professional ethics, professional knowledge and management ability required to perform their corresponding duties and are competent for the corresponding posts. There is no situation that senior managers of listed companies are not allowed to serve as required by laws, regulations and normative documents; There is no case that the Securities Regulatory Commission of the people’s Republic of China has confirmed that it is prohibited from entering the market and the prohibition has not been lifted; Have not received any punishment or punishment from the CSRC and the stock exchange; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; Nor does it belong to the “dishonest executee”.
The nomination and appointment procedures of the company’s senior managers comply with the relevant laws, regulations and normative documents such as the company law, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, as well as the relevant provisions of the articles of association. The procedures are legal and effective.
Therefore, we agree to appoint Mr. Feng bin as the general manager of the company; Agree to appoint Ms. Zhang Yiman, Mr. Guo Lei and Mr. Wang Chunfeng as deputy general managers of the company; Agree to appoint Ms. LV Jurong as the chief financial officer of the company; Agree to appoint Mr. Guo Lei as the Secretary of the board of directors of the company.
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(there is no text on this page, which is the signature page of Utour Group Co.Ltd(002707) independent directors’ independent opinions on relevant matters) independent directors:
Zhang Zhishun, Huang Zhenzhong, Huang Haijun
February 17, 2022
