Beijing Beimo High-Tech Frictional Material Co.Ltd(002985)
Independent directors' opinions on the 19th meeting of the second board of directors of the company
Independent opinions on relevant proposals
The 19th meeting of the second board of directors of Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) (hereinafter referred to as "the company") was held on December 31, 2021 in the form of on-site meeting and communication. As independent directors of the company, we participated in the meeting in accordance with the guiding opinions on establishing independent director system in listed companies, the standards for governance of listed companies According to the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the articles of association and other relevant documents, based on the position of individual independent judgment, we hereby express independent opinions on the appointment of senior managers of the company as follows:
1、 Independent opinions on the resignation of the general manager
After Ms. Wang Shumin, chairman and general manager of the company, resigned as general manager, she continued to serve as chairman, special committee of the board of directors and other relevant positions. After verification, the reason for resignation is consistent with the actual situation, and the procedure is legal and compliant. Ms. Wang Shumin's resignation as general manager will not affect the normal production and operation of the company.
2、 Independent opinions on the appointment of senior managers
1. After careful review before the meeting, the resumes of Mr. Zhang Tianchuang, Mr. Yang Changkun and Mr. Zheng Zhen and other relevant materials comply with the company law, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws, regulations and normative documents, as well as the job requirements specified in the articles of association. Mr. Zhang Tianchuang, Mr. Yang Changkun and Mr. Zheng Zhen's educational background, working experience, professional ability and professional quality can meet the requirements of the employed position, and their qualifications meet the conditions for serving as the general manager and deputy general manager of the listed company.
2. Mr. Zhang Tianchuang, Mr. Yang Changkun and Mr. Zheng Zhen are not allowed to be nominated as senior managers of listed companies: there is no violation of Article 146 of the company law; There is no case that the CSRC has taken measures to prohibit entry into the securities market and the period has not expired; There is no situation that the stock exchange publicly determines that it is not suitable to serve as a director, supervisor and senior manager of a listed company, and the term has not expired; Nor has he been subject to any punishment or punishment from the CSRC and Shenzhen Stock Exchange, and he is not a dishonest person subject to execution announced by the Supreme People's court; There are no other circumstances that do not meet the qualifications.
3. This proposal is proposed after discussion by the nomination committee of the board of directors. The nomination, review and voting procedures comply with the provisions of normative documents such as the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the articles of association, and are legal and effective. Therefore, we agree to appoint Mr. Zhang Tianchuang as the general manager of the company and Mr. Yang Changkun and Mr. Zheng Zhen as the deputy general managers of the company.
(there is no text on this page, which is the signature page of Beijing Beimo High-Tech Frictional Material Co.Ltd(002985) independent directors' independent opinions on relevant proposals of the 19th meeting of the second board of directors of the company)
independent director:
Yu Liangyao, Zhao Yanbin, pan Yuzhong
January 4, 2022
