Zte Corporation(000063) : independent opinions of independent non-executive directors on matters related to the 44th meeting of the eighth board of directors of the company

Zte Corporation(000063)

On the 44th meeting of the 8th board of directors of the company

Independent opinions on relevant matters

1、 Independent opinions on nominating candidates for directors of the ninth board of directors

According to the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the relevant provisions of the articles of association, the term of office of the eighth board of directors of the company will expire on March 29, 2022, and the board of directors needs to be elected. We believe that:

1. The nomination procedure of this director candidate complies with the relevant provisions of relevant laws and regulations. The nominee is based on a full understanding of the nominee’s educational background, professional experience and professional quality, and has obtained the nominee’s consent.

2. After reviewing the personal resumes and other materials of the candidates for directors, we have not found that the candidates for directors are not allowed to serve as directors of the company as stipulated in the company law and other laws and regulations and the articles of association, and that the three candidates for independent non-executive directors are not allowed to serve as independent non-executive directors.

3. We agree to the nomination of director candidates and agree to submit the election of director candidates to the general meeting of shareholders for deliberation. 2、 Independent opinions on adjusting directors’ allowances

We believe that the company’s director’s allowance plan is formulated according to the actual situation, and the deliberation and voting procedures of this adjustment of director’s allowance comply with the provisions of relevant laws, regulations and normative documents.

Zte Corporation(000063) independent non-executive director of the 8th board of directors:

Cai Manli, Wu Jundong, Zhuang Jiansheng

February 24, 2022

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