Statement of independent director nominee
The board of directors of the nominee Anhui Genuine New Materials Co.Ltd(603429) hereby nominates Zhao Xuqiang as the candidate for independent director of the third board of directors of Anhui Genuine New Materials Co.Ltd(603429) and has fully understood the nominee's professional expertise, educational background, work experience, concurrent positions, etc. The nominee has agreed in writing to be an independent director candidate of Anhui Genuine New Materials Co.Ltd(603429) the third board of directors (see the statement of the independent director candidate). The nominees believe that the nominees are qualified to serve as independent directors and have no relationship with Anhui Genuine New Materials Co.Ltd(603429) that affects their independence. The specific statement is as follows:
1、 The nominees have basic knowledge of the operation of listed companies, are familiar with relevant laws, administrative regulations, rules and other normative documents, and have more than five years of working experience in law, economy, finance, management or other necessary work experience for performing the duties of independent directors, And has obtained the qualification certificate of independent director in accordance with the guidelines for the training of senior managers of listed companies and relevant regulations.
2、 The qualifications of the nominees meet the requirements of the following laws, administrative regulations and departmental rules:
(I) provisions of the company law on the qualification of directors;
(II) provisions of the Civil Servant Law on civil servants holding concurrent posts;
(III) provisions of the Central Commission for Discipline Inspection and the Organization Department of the Central Committee on standardizing the notice of central management cadres on resigning from public office or serving as independent directors and independent supervisors of listed companies and fund management companies after retirement (retirement);
(IV) the provisions of the opinions on strengthening the construction of anti-corruption in Colleges and universities issued by the Central Commission for Discipline Inspection, the Ministry of education and the Ministry of supervision on the concurrent appointment of members of the leading group of colleges and universities;
(V) the provisions of the Interim Measures for the administration of independent directors of insurance companies issued by the CIRC;
(VI) other circumstances stipulated by laws, administrative regulations and departmental rules.
3、 The nominee is independent and does not fall under the following circumstances:
(I) persons who work in listed companies or their affiliated enterprises and their immediate family members and major social relations (immediate family members refer to spouses, parents, children, etc.; major social relations refer to brothers and sisters, parents in law, daughter-in-law and son-in-law, spouses of brothers and sisters, brothers and sisters of spouses, etc.); (II) directly or indirectly holding more than 1% of the issued shares of the listed company or being a natural person shareholder among the top ten shareholders of the listed company and their immediate family members;
(III) persons who work in shareholder units that directly or indirectly hold more than 5% of the issued shares of the listed company or in the top five shareholder units of the listed company and their immediate family members;
(IV) persons who hold posts in the actual controllers of listed companies and their affiliated enterprises;
(V) personnel who provide financial, legal, consulting and other services for the listed company and its controlling shareholders or their respective subsidiaries, including all personnel of the project team of the intermediary providing services, reviewers at all levels, personnel signing the report, partners and main responsible persons; (VI) a director or a supervisor of a listed company or a controlling shareholder or a senior manager of a listed company who has a significant business relationship with the company;
(VII) persons who have had the situations listed in the preceding six items in the most recent year;
(VIII) other situations where the Shanghai stock exchange determines that it does not have independence.
4、 Independent director candidates have no following bad records:
(I) having been administratively punished by the CSRC in the past three years;
(II) during the period when the stock exchange publicly determines that it is not suitable to serve as a director of a listed company;
(III) having been publicly condemned by the stock exchange or criticized twice or more in the past three years; (IV) during the period when he served as an independent director, he did not attend the meeting of the board of directors for two consecutive times or did not attend the meeting of the board of directors in person, accounting for more than one-third of the meetings of the board of directors in that year; (V) during his tenure as an independent director, the independent opinions expressed are obviously inconsistent with the facts. 5、 Including Anhui Genuine New Materials Co.Ltd(603429) , the number of domestic listed companies in which the nominees concurrently serve as independent directors does not exceed five, and the nominees have served in Anhui Genuine New Materials Co.Ltd(603429) for no more than six consecutive years.
The nominee has verified the qualifications of independent director candidates and confirmed that they meet the requirements in accordance with the guidelines for the filing and training of independent directors of listed companies of Shanghai Stock Exchange of Shanghai Stock Exchange.
The proposer guarantees that the above statement is true, complete and accurate, and there is no false statement or misleading element. The proposer fully understands the possible consequences of making a false statement.
It is hereby declared.
Nominee: Anhui Genuine New Materials Co.Ltd(603429) board of directors February 22, 2022
