Hangzhou Onechance Tech Corp(300792)
Report of independent directors on the 33rd meeting of the second board of directors
Independent opinions on relevant matters
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and other laws and regulations, normative documents, the articles of association and other relevant provisions, As an independent director of Hangzhou Hangzhou Onechance Tech Corp(300792) Technology Co., Ltd. (hereinafter referred to as “the company”), based on the position of independent judgment, in line with the attitude of being responsible to the company, all shareholders and investors, and adhering to the principle of seeking truth from facts, on the basis of careful verification of relevant materials, The independent opinions on relevant matters considered at the 33rd meeting of the second board of directors of the company are as follows:
1、 Independent opinions on the general election of the board of directors of the company and the nomination of candidates for non independent directors of the third board of directors
After examination, the independent directors believe that the term of office of the second board of directors of the company has expired. According to the company law, the articles of association and other relevant provisions, the nomination committee of the board of directors has conducted qualification examination and agreed to elect Mr. Lin Zhenyu, Mr. Lu Hualiang, Mr. Deng Xu, Mr. Wu Shu, Mr. Zheng Sufa Mr. Jin Hongzhou is a non independent director candidate of the third board of directors of the company.
After reviewing and understanding the resumes and relevant information of the candidates for non independent directors of the third board of directors of the company, we believe that the candidates have the qualification and ability to serve as non independent directors of the company, and there are no laws and regulations such as the company law, the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM The circumstances stipulated in the normative documents and the articles of association that cannot serve as a director of the company meet the qualifications of directors stipulated in relevant laws and regulations.
The nomination procedures of the above non independent director candidates comply with the company law, the articles of association and other relevant provisions. The nomination of director candidates has obtained the consent of the nominees themselves, the nomination procedures are legal and effective, the deliberation and voting procedures of the general election are legal and compliant, and there is no damage to the interests of shareholders, especially the interests of minority shareholders.
We unanimously agree to the nomination of the above candidates for non independent directors and agree to submit them to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2、 Independent opinions on the general election of the company’s board of directors and the nomination of independent director candidates for the third board of directors
After examination, the independent directors believe that the term of office of the second board of directors of the company has expired. According to the company law, the articles of association and other relevant provisions, the nomination committee of the board of directors has conducted qualification examination and agreed to elect Ms. Du Jian, Mr. Hu Zhengguang and Mr. Wang Wenming as independent director candidates for the third board of directors of the company. Among them, Mr. Wang Wenming, an independent director candidate, is an accounting professional.
After reviewing and understanding the resumes and relevant information of the candidates for independent directors of the third board of directors of the company, we believe that the above candidates have the qualification and ability to serve as independent directors of the company, and there are no relevant laws and regulations such as the company law, the Shenzhen Stock Exchange self regulatory guidance No. 2 – standardized operation of companies listed on the gem The circumstances under which the company is not allowed to serve as an independent director as stipulated in laws and regulations and the articles of association are not dishonest Executees, and meet the qualifications of independent directors as stipulated in relevant laws and regulations. All candidates for independent directors have obtained the qualification certificate of independent directors.
The nomination procedures of the above independent director candidates comply with the company law, the articles of association and other relevant provisions. The nomination of director candidates has been approved by the nominees themselves. The nomination procedures are legal and effective. The deliberation and voting procedures of the general election are legal and compliant, and there is no damage to the interests of shareholders, especially the interests of minority shareholders.
We unanimously agree to the nomination of the above independent director candidates. After the independent director candidates have been filed and reviewed by Shenzhen Stock Exchange and have no objection, we agree to submit them to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
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(there is no text on this page, which is the signature page of the independent opinions of Hangzhou Onechance Tech Corp(300792) independent directors on relevant matters of the 33rd meeting of the second board of directors)
Signature of independent director:
Du Jian, Xu Xuguang
Yang Yangping
March 15, 2022
