Giant Network Group Co.Ltd(002558)
Independent directors’ opinions on the 17th meeting of the 5th board of directors of the company
Independent opinions on relevant matters
As an independent director of Giant Network Group Co.Ltd(002558) (hereinafter referred to as “the company”), we, in accordance with the rules for independent directors of listed companies, the standards for corporate governance of listed companies, the Giant Network Group Co.Ltd(002558) articles of Association (hereinafter referred to as “the articles of association”) and other relevant provisions, in a serious and responsible manner and based on independent and objective judgment, Special explanations and independent opinions on relevant matters of the 17th meeting of the 5th board of directors of the company are as follows:
Independent opinions on the plan on repurchase of shares of the company by means of centralized bidding transaction
The company’s share repurchase plan complies with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the rules for share repurchase of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 9 – share repurchase and other laws and regulations, as well as the convening and attendance of the board meeting The voting procedure shall comply with relevant laws and regulations and the relevant provisions of the articles of association.
The implementation of the company’s share repurchase is conducive to enhancing the long-term investment value of the company’s shares and promoting the reasonable return of the company’s share value. The company’s use of the shares repurchased in the new phase for the implementation of equity incentive or employee stock ownership plan can fully mobilize the work enthusiasm of the company’s managers and core team, which is conducive to the long-term development of the company. The company plans to repurchase through centralized bidding. The total amount of funds used for repurchase shall not exceed 600 million yuan and not less than 300 million yuan. The source of funds is the company’s own funds. The repurchase price shall not exceed 15 yuan / share. The repurchase price is reasonable and fair. This repurchase will not have a significant impact on the company’s operation, finance, R & D, capital status and future development, will not affect the company’s listing status, and will not damage the legitimate rights and interests of the company and shareholders.
To sum up, the independent directors believe that the company’s share repurchase is legal and compliant, in line with the interests of the company and all shareholders, and the repurchase scheme is feasible. Therefore, we unanimously agree on this share repurchase. (no text below)
(there is no text on this page, which is the signature page of Giant Network Group Co.Ltd(002558) independent directors’ independent opinions on matters related to the 17th meeting of the 5th board of directors)
Hu Jianji Gong Yan Zhang Yongye
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