Securities code: Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) securities abbreviation: Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) Announcement No.: 2022016 Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093)
Statement of independent director nominee
The nominee Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) board of Directors hereby makes a public statement on nominating Liu Dan as the candidate for independent director of Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) the Fifth Board of directors. The nominee has agreed in writing to be an independent director candidate of Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) the Fifth Board of directors. This nomination is made after fully understanding the nominee’s occupation, educational background, professional qualification, detailed work experience and all part-time jobs. The nominee believes that the nominee meets the requirements of relevant laws, administrative regulations, departmental rules, normative documents and the business rules of Shenzhen Stock Exchange on the qualification and independence of independent director candidates, The specific statements are as follows: 1. The nominee is not allowed to serve as a director of the company in accordance with Article 146 of the company law of the people’s Republic of China.
√ yes □ no
If not, please specify in detail: 2. The nominee meets the qualifications and conditions of independent directors specified in the rules for independent directors of listed companies of the CSRC.
√ yes □ no
If not, please specify in detail: III. the nominee meets the conditions for the appointment of independent directors as stipulated in the articles of association.
√ yes □ no
If not, please specify: IV. the nominee has participated in the training and obtained relevant certificates recognized by the stock exchange.
√ yes □ no
If not, please specify: v. the nominee’s appointment as an independent director will not violate the relevant provisions of the civil servant law of the people’s Republic of China. √ yes □ no
If not, please specify:
6、 The nominee’s appointment as an independent director will not violate the relevant provisions of the notice on regulating the central management cadres to resign from public office or serve as independent directors and independent supervisors of listed companies and fund management companies after retirement (retirement) issued by the CPC Central Commission for Discipline Inspection.
√ yes □ no
If not, please specify in detail: VII. The appointment of the nominee as an independent director will not violate the relevant provisions of the opinions on further regulating the part-time (tenure) of Party and government leading cadres in enterprises issued by the Organization Department of the CPC Central Committee.
√ yes □ no
If not, please specify in detail: VIII. The appointment of the nominee as an independent director will not violate the relevant provisions of the opinions on strengthening the anti-corruption construction of colleges and universities issued by the CPC Central Commission for Discipline Inspection, the Ministry of education and the Ministry of supervision.
√ yes □ no
If not, please specify in detail: IX. the appointment of the nominee as an independent director will not violate the relevant provisions of the guidelines on the system of independent directors and external supervisors of joint-stock commercial banks issued by the people’s Bank of China.
√ yes □ no
If not, please specify: X. the nominee’s appointment as an independent director will not violate the relevant provisions of the measures for the supervision of the qualifications of directors, supervisors and senior managers of securities companies of the CSRC.
√ yes □ no
If not, please specify in detail: Xi. The nominee’s appointment as an independent director will not violate the relevant provisions of the measures for the administration of the qualifications of directors (directors) and senior managers of banking financial institutions issued by the China Banking and Insurance Regulatory Commission.
√ yes □ no
If not, please specify in detail: XII. The nominee’s appointment as an independent director will not violate the relevant provisions of the administrative provisions on the qualifications of directors, supervisors and senior managers of insurance companies and the administrative measures for independent directors of insurance institutions issued by the China Banking and Insurance Regulatory Commission. √ yes □ no
13、 As an independent director, the nominee will not violate other laws, administrative regulations, departmental rules, normative documents, business rules of Shenzhen Stock Exchange and other relevant provisions on the qualification of independent directors.
√ yes □ no
If not, please specify: 14. The nominee has the basic knowledge related to the operation of listed companies, is familiar with relevant laws, administrative regulations, departmental rules, normative documents and the business rules of Shenzhen Stock Exchange, and has more than five years of working experience necessary for performing the duties of independent directors.
√ yes □ no
If not, please specify in detail: XV. The nominees and their immediate family members and main social relations do not work in the company and its subsidiaries.
√ yes □ no
If not, please specify: XVI. The nominees and their immediate family members do not directly or indirectly hold more than 1% of the issued shares of the company
Dong is also not a natural person shareholder among the top ten shareholders of listed companies.
√ yes □ no
If not, please specify: XVII. The nominees and their immediate family members do not directly or indirectly hold more than 5% of the issued shares of the company
The company holds a post in the east company and does not hold a post in the top five shareholder units of the listed company.
√ yes □ no
If not, please specify: XVIII. The nominees and their immediate family members do not work in the company’s controlling shareholders, actual controllers and their subsidiaries. √ yes □ no
If not, please specify in detail: 19. The nominee is not a person who provides financial, legal, consulting and other services for the company and its controlling shareholders, actual controllers or their respective subsidiaries.
√ yes □ no
If not, please specify:
20、 The nominees do not work in the units with significant business dealings with the company, its controlling shareholders, actual controllers or their respective subsidiaries, nor in the controlling shareholder units with significant business dealings. √ yes □ no
If not, please specify in detail: 21. The nominee does not have any of the circumstances listed in the preceding six items in the last 12 months.
√ yes □ no
If not, please specify in detail: 22. The nominee is not a person who has been banned from entering the securities market by the CSRC and whose term has not expired.
√ yes □ no
If not, please specify in detail: 23. The nominee is not a person publicly recognized by the stock exchange as unfit to serve as a director, supervisor and senior manager of a listed company, and the term has not expired.
√ yes □ no
If not, please specify in detail: 24. The nominee is not a person who has been subject to criminal punishment by the judicial organ or administrative punishment by the CSRC for securities and Futures Crimes in the past 36 months.
√ yes □ no
If not, please explain in detail: 25. The nominee has not been publicly condemned or criticized by the stock exchange for more than three times in the past 36 months. √ yes □ no
If not, please specify in detail: XXVI. The nominee has not been identified and restricted from holding the post of director of a listed company by the national development and Reform Commission and other ministries and commissions because he is the object of punishment for dishonesty.
√ yes □ no
If not, please specify:
27、 The nominee is not an independent director who has not attended the board meeting in person for three consecutive times, or failed to attend the board meeting in person for two consecutive times and did not entrust other directors to attend the board meeting. The nominee is proposed by the board of directors to be replaced by the general meeting of shareholders for less than 12 months.
√ yes □ no
If not, please specify in detail: XXVIII. Including the company, the number of listed companies with nominees concurrently serving as independent directors shall not exceed 5. √ yes □ no
If not, please specify: 29. The nominee has served as an independent director in the company for no more than six consecutive years.
√ yes □ no
If not, please specify in detail: 30. The nominee has urged the board of directors of the company to disclose the nominee’s occupation, academic history, professional qualifications and detailed work experience in accordance with the requirements of the guidelines for self discipline supervision of listed companies No. 2 – Guidelines for standardized operation of companies listed on GEM (hereinafter referred to as the guidelines for standardized operation of GEM) Detailed information such as all part-time jobs shall be publicized.
√ yes □ no
If not, please specify in detail: 31. During the past period of serving as an independent director, the nominee did not personally attend the board meeting of the listed company for two consecutive times.
√ yes □ no
If not, please specify in detail: 32. During the past period of serving as an independent director, the nominee did not personally attend the meetings of the board of directors of the listed company for 12 consecutive months, which exceeded half of the total number of meetings of the board of directors during the period.
√ yes □ no
If not, please specify in detail: 33. During the past period of serving as an independent director, the nominee did not express the independent director’s opinions in accordance with the regulations or the independent opinions expressed were proved to be obviously inconsistent with the facts.
√ yes □ no
If not, please specify:
34、 The nominees have not been punished by other relevant departments other than the CSRC in the last 36 months.
√ yes □ no
If not, please specify in detail: 35. Including the companies nominated this time, the nominees do not serve as directors, supervisors or senior managers in more than five companies at the same time.
□ yes √ no
If not, please specify in detail: Although the nominees may serve as directors, supervisors or senior managers in more than five companies at the same time, they have enough time and energy to perform their duties diligently and will not have an adverse impact on the standardized operation and corporate governance of listed companies. 36、 The nominee is not removed by the listed company before the expiration of the term of office of the previous independent director.
√ yes □ no
If not, please specify in detail: XXXVII. The nominee has no other circumstances that affect the integrity and diligence of independent directors.
√ yes □ no
If not, please specify:
The declarant solemnly declares that:
The nominee warrants that the above statement is true, accurate and complete without false records, misleading statements or major omissions; Otherwise, the nominee is willing to bear the legal liability arising therefrom and accept the self-discipline supervision measures or disciplinary sanctions of Shenzhen Stock Exchange.
The nominee authorizes the Secretary of the board of directors of the company to enter and submit the contents of this statement to the Shenzhen Stock Exchange or make an announcement through the gem business area of Shenzhen Stock Exchange. The above acts of the Secretary of the board of directors are deemed to be the acts of the nominee, and the nominee shall bear corresponding legal liabilities.
Nominee (seal): Jiangsu Hualan New Pharmaceutical Material Co.Ltd(301093) board of directors March 2, 2022
