Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) : independent opinions of independent directors on matters related to the 21st Meeting of the Fifth Board of directors

Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) independent director

Independent opinions on matters related to the 21st Meeting of the 5th board of directors

According to the guiding opinions on the establishment of independent director system in listed companies, the guidelines for the governance of listed companies, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the stock listing rules of Shenzhen Stock Exchange and other laws and regulations, normative documents and the Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) articles of association of China Securities Regulatory Commission As an independent director of Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) (hereinafter referred to as “the company”), according to the relevant provisions of Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) working system of independent directors, the independent opinions on relevant matters considered at the 21st Meeting of the Fifth Board of directors are as follows:

1、 Independent opinions on the proposal on adjusting the company’s 2021 stock option and restricted stock incentive plan

After review, we believe that the company’s adjustment of the list of incentive objects and the number of rights and interests granted for the first time in the 2021 stock option and restricted stock incentive plan (hereinafter referred to as the “incentive plan”) is in line with the administrative measures for equity incentive of listed companies (hereinafter referred to as the “administrative measures”) and relevant laws and regulations, The decisions made have fulfilled the necessary examination and approval procedures; The adjusted incentive object has the qualification specified in the company law, securities law, articles of association and other laws, regulations and normative documents, meets the incentive object conditions specified in the management measures, and its subject qualification as the incentive object of this incentive plan is legal and effective.

Therefore, we agree that the company will adjust the list of incentive objects and the number of rights and interests granted for the first time in this incentive plan accordingly.

2、 Independent opinions on the proposal on granting stock options and restricted stocks to the incentive objects of the company’s 2021 stock option and restricted stock incentive plan for the first time

After review, we believe that:

1. The board of directors determined that the first grant date of the company’s incentive plan is February 25, 2022, which complies with the administrative measures and the relevant provisions on the grant date in the company’s incentive plan. At the same time, the conditions for the incentive objects to be granted rights and interests set in the company’s incentive plan have also been met.

2. The incentive objects determined in this incentive plan of the company do not have the situation of prohibiting the grant of equity incentive specified in the management measures, and the subject qualification of the incentive objects is legal and effective.

3. The company has no plans or arrangements to provide loans, loan guarantees or other financial assistance to incentive objects.

4. The implementation of the equity incentive plan will help the company further improve the corporate governance structure, promote the company to establish and improve the medium and long-term incentive and restraint mechanism, fully mobilize the enthusiasm of directors, senior managers and core backbone employees, effectively combine the interests of shareholders, the company and the personal interests of managers, and make all parties pay common attention to the long-term development of the company.

In conclusion, we agree that the first grant date of the company’s incentive plan is February 25, 2022, and agree to grant 8.4726 million stock options to 591 eligible incentive objects and 5.6484 million restricted shares to 591 eligible incentive objects for the first time in accordance with the provisions of the company’s incentive plan.

(no text below)

(there is no text on this page, which is the signature page of Shenzhen Jieshun Science And Technology Industry Co.Ltd(002609) independent directors’ independent opinions on matters related to the 21st Meeting of the Fifth Board of directors)

independent director:

An Henan, Hong can, Lin Zhiwei

February 25, 2022

- Advertisment -