Securities abbreviation: China Reform Health Management And Services Group Co.Ltd(000503) securities code: China Reform Health Management And Services Group Co.Ltd(000503) Announcement No.: 202215 China Reform Health Management And Services Group Co.Ltd(000503)
Statement of independent director candidates (Bai Yan)
The declarant Bai Yan, as an independent director candidate of China Reform Health Management And Services Group Co.Ltd(000503) the 11th board of directors, hereby publicly declares and guarantees that there is no relationship between me and the company that affects my independence, and 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. I am not prohibited from serving 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 explain in detail: II. I meet the qualifications and conditions of independent directors specified in the rules for independent directors of listed companies of China Securities Regulatory Commission. √ yes □ no if not, please specify in detail: III. I meet the conditions for holding the office of independent director specified in the articles of association of the company. √ yes □ no if not, please specify: IV. I have participated in the training and obtained relevant certificates recognized by the stock exchange. □ yes √ no if not, please specify:
I have promised to actively sign up for the latest independent director training organized by Shenzhen Stock Exchange, and promise to obtain the qualification certificate of independent director recognized by Shenzhen Stock Exchange. 5、 As an independent director, I will not violate the relevant provisions of the civil servant law of the people’s Republic of China.
√ yes □ no if not, please specify in detail: VI. as an independent director, I will not violate the relevant provisions of the notice on standardizing the resignation of middle management cadres from public office or serving 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: VII. My appointment as an independent director will not violate the relevant provisions of the opinions on further regulating the part-time (employment) of Party and government leading cadres in enterprises issued by the Organization Department of the CPC Central Committee. √ yes □ no if not, please specify: VIII. As an independent director, I 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 explain in detail: IX. as an independent director, I 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 explain in detail: X. as an independent director, I will not violate the relevant provisions of the measures for the supervision of the qualifications of directors, supervisors and senior managers of securities companies issued by the CSRC. √ yes □ no if not, please specify in detail: Xi. As an independent director, I 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.
XII. Detailed description of the qualifications of the directors and the management personnel of the insurance company in violation of the relevant provisions of the Insurance Regulatory Commission of China □ yes, no, I will not serve as an independent director and the management personnel of the insurance company. √ yes □ no if no, please specify in detail: XIII. As an independent director, I will not violate other laws, administrative regulations, departmental rules, normative documents and business rules of Shenzhen Stock Exchange. √ yes □ no if not, please specify: 14. I have basic knowledge related to the operation of listed companies, am familiar with relevant laws, administrative regulations, departmental rules, normative documents and business rules of Shenzhen Stock Exchange, and have more than five years of working experience necessary to perform the duties of independent directors. √ yes □ no if not, please specify in detail: XV. I, my immediate family and main social relations are not working in the company and its subsidiaries. √ yes □ no if no, please specify: XVI. I and my immediate family members are not shareholders who directly or indirectly hold more than 1% of the issued shares of the company, nor natural person shareholders among the top ten shareholders of the listed company. √ yes □ no if no, please specify: 17. I and my immediate family members do not work in the shareholder units that directly or indirectly hold more than 5% of the issued shares of the company, nor in the top five shareholder units of the listed company.
√ yes □ no if not, please specify in detail: XVIII. I and my immediate family members do not work in the controlling shareholder, actual controller and affiliated enterprises of the company. √ yes □ no if not, please specify: 19. I am not a person who provides financial, legal, consulting and other services for the company and its controlling shareholders, actual controllers or their respective subsidiaries, including but not limited to all personnel of the project team of the intermediary providing services, reviewers at all levels, personnel signing the report, partners and main principals. √ yes □ no if not, please specify: 20. I am not working in the unit with significant business dealings with the company and its controlling shareholders, actual controllers or their respective subsidiaries, nor in the controlling shareholder unit with significant business dealings. √ yes □ no if not, please specify: 21. I do not have any of the situations listed in the first six items in the last 12 months. √ yes □ no if not, please specify: 22. I am not a person who has been banned from entering the securities market by the CSRC and the period has not expired. √ yes □ no if not, please specify: 23. I am not a person who is publicly recognized by the stock exchange as unfit to serve as a director, supervisor and senior manager of a listed company and whose term has not expired. √ yes □ no if not, please specify:
24、 I am not a person who has been subject to criminal punishment by judicial organs or administrative punishment by CSRC for securities and Futures Crimes in the past 36 months. √ yes □ no if not, please specify: 25. I have not been publicly condemned or criticized by the stock exchange for more than three times in the last 36 months. √ yes □ no if not, please specify: XXVI. I have not been identified and restricted by the national development and Reform Commission and other ministries and commissions to serve as a director of a listed company because I am the object of punishment for dishonesty. √ yes □ no if not, please specify: XXVII. I am not an independent director in the past. During my tenure, I have 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. I have been proposed by the board of directors to the general meeting of shareholders for replacement, and I have not been in office for more than 12 months.
□ yes □ no √ not applicable
If not, please specify in detail: 28. Including the company, the number of domestic and foreign listed companies in which I concurrently serve as an independent director shall not exceed 5. √ yes □ no if not, please specify: 29. I have been an independent director of the company for less than six years. √ yes □ no if not, please explain in detail: 30. I have entrusted the board of directors of the company to publicize my occupation, education, professional qualification, detailed work experience, all part-time jobs and other details in accordance with the requirements of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board. √ yes □ no if not, please specify: 31. During my past tenure as an independent director, I did not personally attend the board meeting of the listed company for two consecutive times.
□ yes □ no √ not applicable
If not, please specify in detail: 32. During my previous tenure as an independent director, there was no case that the number of times I did not personally attend the board meetings of the listed company for 12 consecutive months exceeded half of the total number of board meetings during the period.
□ yes □ no √ not applicable
If not, please explain in detail: 33. During my previous tenure as an independent director, I did not express the opinions of independent directors in accordance with the regulations or the independent opinions expressed were proved to be obviously inconsistent with the facts.
□ yes □ no √ not applicable
If not, please explain in detail: 34. I have not been punished by other relevant departments other than the CSRC in the last 36 months. √ yes □ no if no, please specify: 35. Including the company, I do not work as a director, supervisor or senior manager in more than five companies at the same time. √ yes □ no if not, please specify in detail: 36. I am not removed from office by a listed company before the expiration of my previous term of office as an independent director.
□ yes □ no √ not applicable
If not, please specify in detail: XXXVII. I have no other circumstances that affect the integrity and diligence of independent directors. √ yes □ no if not, please specify: the declarant solemnly declares:
I am fully aware of the responsibilities of independent directors and guarantee that the above statement is true, accurate and complete without false records, misleading statements or major omissions; Otherwise, I am willing to bear the legal liability arising therefrom and accept the self-discipline supervision measures or disciplinary measures of Shenzhen Stock Exchange. When I am an independent director of the company, I will strictly abide by the relevant regulations of the CSRC and Shenzhen Stock Exchange, ensure that I have enough time and energy to perform my duties diligently and make independent judgment, and will not be affected by the main shareholders, actual controllers or other units or individuals with interests in the company. During my tenure as an independent director of the company, if I fail to meet the qualification of an independent director, I will report to the board of directors of the company in time and resign as an independent director of the company as soon as possible.
I authorize the Secretary of the board of directors of the company to enter and submit the contents of this statement and other information related to me through the business area of Shenzhen Stock Exchange to Shenzhen Stock Exchange or make an announcement to the public. The above acts of the Secretary of the board of directors shall be regarded as my own acts and I shall bear the corresponding legal liabilities.
Declarant: Bai Yan March 13, 2002
