Ningbo Kbe Electrical Technology Co.Ltd(300863) : independent opinions of independent directors on the 24th Meeting of the second board of directors

Ningbo Kbe Electrical Technology Co.Ltd(300863)

Independent opinions of independent directors on the 24th Meeting of the second board of directors

According to the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the rules for independent directors of listed companies, the detailed rules for the work of independent directors, and the rules for the listing of shares on the gem of Shenzhen Stock Exchange As an independent director of Ningbo Kbe Electrical Technology Co.Ltd(300863) (hereinafter referred to as “the company”), after reviewing the relevant documents and materials, based on the position of independent and objective judgment, After carefully checking the relevant proposals of the 24th Meeting of the second board of directors, we hereby express the following independent opinions:

1、 Proposal on downward revision of convertible corporate bond conversion price proposed by the board of directors

After verification, the independent directors believe that:

After examination, we believe that the closing price of the company’s shares is lower than 85% (i.e. 78.63 yuan / share) of the current conversion price for at least 15 trading days in 30 consecutive trading days, which has met the conditions for downward correction of the conversion price specified in the prospectus for the issuance of convertible corporate bonds to unspecified objects. The company’s downward revision of the conversion price of convertible corporate bonds complies with the provisions of relevant laws, regulations and normative documents, and there is no situation that damages the interests of the company and shareholders, especially small and medium-sized shareholders. The voting procedures of the company’s consideration of such matters comply with the provisions of laws, regulations and normative documents, and the related directors avoided voting. We unanimously agree that the company will revise the conversion price of convertible corporate bonds downward, and agree to submit the proposal to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.

Ningbo Kbe Electrical Technology Co.Ltd(300863) independent directors: Bao Yifeng, Liu Xialing and Zhao Ping February 22, 2022

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