Guangzheng Eye Hospital Group Co.Ltd(002524)
Guangzheng Eye Hospital Group Co.Ltd(002524)
Independent directors’ independent opinions on matters related to the fifth meeting of the Fifth Board of directors are in accordance with the relevant provisions of the company law, the securities law, the guiding opinions on the establishment of independent directors in listed companies, the guidelines for the standardized operation of listed companies, the articles of association and the working system of independent directors, As an independent director of Guangzheng Eye Hospital Group Co.Ltd(002524) (hereinafter referred to as “the company”), we attended the fifth meeting of the Fifth Board of directors held on February 25, 2022. Based on the attitude of being responsible to the company, all shareholders and investors, we express the following independent opinions on the relevant matters considered at the fifth meeting of the Fifth Board of directors:
1、 Independent opinions on participation in related companies and related party transactions
After reviewing relevant materials, the decision to participate in the affiliated company this time is based on expanding business and integrating high-quality medical resources. Through consultation between the company and related parties, the company and related parties determine the equity proportion according to the actual capital contribution, which is carried out in accordance with market rules, and the foreign investment projects of the participating company are in line with the company’s strategic development plan, It is helpful to further develop the ophthalmic medical business. The investment complies with the provisions of relevant laws and regulations, and there is no unfair situation or damage to the interests of the company. The amount involved in this transaction is small, which will not have a significant impact on the company’s financial situation and operating results, and will not damage the interests of shareholders, especially minority shareholders. The decision-making procedures are legal and effective, and comply with the provisions of relevant laws, regulations and the articles of association.
Mr. Zhou Yonglin, chairman of the board of directors of the company, has withdrawn from voting when deliberating the proposal.
Therefore, we agree to participate in related companies and related party transactions this time.
2、 Independent opinions on the remuneration scheme of directors, supervisors and senior managers
The remuneration plan of the company’s directors, supervisors and senior managers is formulated according to the remuneration level of the company’s industry and scale and in combination with the actual operation of the company, which is suitable for the development stage and business task setting of the company. The remuneration scheme of directors, supervisors and senior managers fully reflects the incentive and restraint mechanism of the company’s existing remuneration management system, can effectively stimulate the work enthusiasm and initiative of directors, supervisors and senior managers, and is conducive to the long-term operation and development of the company.
The above matters do not harm the interests of the company and all shareholders, especially small and medium-sized investors. During the deliberation of the proposal by the board of directors of the company, the affiliated directors Zhou Yonglin, Wang Jianmin, Wang Tiejun and Li Junying have avoided voting, and the relevant decision-making procedures, voting process and voting results comply with the relevant national laws, regulations, normative documents and the articles of association.
Therefore, we agree to the remuneration plan for directors, supervisors and senior managers.
Guangzheng Eye Hospital Group Co.Ltd(002524)
(there is no text on this page, which is the signature page of Guangzheng Eye Hospital Group Co.Ltd(002524) independent directors’ independent opinions on matters related to the fifth meeting of the Fifth Board of directors) independent directors:
Ge Jian, Yan, Aimin, Zheng Shiqiao
February 25, 2002
