601668: independent opinions of independent directors on employing Zhang Zhaoxiang as president of the company

Independent opinions of independent directors on employing Zhang Zhaoxiang as president of the company

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 Listing Rules of Shanghai Stock Exchange, the articles of association of China State Construction Engineering Corporation Limited(601668) (hereinafter referred to as the “articles of association”) and other relevant laws, regulations and normative documents, we are the independent directors of China State Construction Engineering Corporation Limited(601668) (hereinafter referred to as the “company”), On the proposal on employing Zhang Zhaoxiang as China State Construction Engineering Corporation Limited(601668) president submitted by the company to the 13th meeting of the third board of directors for deliberation, based on independent judgment, the following opinions are expressed:

After reviewing Mr. Zhang Zhaoxiang’s educational background, professional experience and professional quality, we believe that Mr. Zhang Zhaoxiang has the qualification and ability to serve as the president of the company; If it is not found that he is not allowed to serve as a senior manager of the company as stipulated in Article 146 of the company law, or is identified as a market prohibited person by the CSRC and has not been removed, his qualification is legal and compliant. The appointment procedure follows the principles of fairness, impartiality and openness, complies with the relevant provisions of national laws, regulations and the articles of association, and does not damage the interests of the company and other shareholders. We agree to employ Mr. Zhang Zhaoxiang as the president of the company.

Independent director Xu Wenrong Jia Chen sun Chengming Li Ping February 25, 2002

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