Sunshine Guojian Pharmaceutical(Shanghai) Co.Ltd(688336) : Sunshine Guojian Pharmaceutical(Shanghai) Co.Ltd(688336) : independent opinions of independent directors on matters related to the seventh meeting of the Fourth Board of directors

Independent director of Sunshine Guojian Pharmaceutical(Shanghai) Co.Ltd(688336) Pharmaceutical (Shanghai) Co., Ltd

Independent opinions on matters related to the 7th Meeting of the 4th board of directors

In accordance with the company law of the people’s Republic of China, the rules for independent directors of listed companies, the rules for listing shares on the science and Innovation Board of Shanghai Stock Exchange, the articles of association of Sunshine Guojian Pharmaceutical(Shanghai) Co.Ltd(688336) Pharmaceutical (Shanghai) Co., Ltd., the rules of procedure of the board of directors, the working system of independent directors and other relevant laws, regulations and normative documents, As an independent director of Sunshine Guojian Pharmaceutical(Shanghai) Co.Ltd(688336) Pharmaceutical (Shanghai) Co., Ltd. (hereinafter referred to as “the company”), on the basis of carefully reading relevant materials and fully verifying the actual situation, we express the following independent opinions on the relevant matters considered at the 7th Meeting of the Fourth Board of directors on March 28, 2022:

1、 Independent opinions on the proposal on the company’s annual profit distribution plan for 2021

After verification, we agree that the board of directors has fully discussed the rationality of the annual profit distribution plan for 2021 and fully listened to the opinions of independent directors. The annual profit distribution plan for 2021 of the company complies with the provisions of relevant laws and regulations on cash dividends, meets the reasonable needs of the company’s future development, and does not damage the interests of the company and shareholders or the interests of small and medium-sized investors. Therefore, we agree with the proposal on the company’s annual profit distribution plan for 2021 proposed by the board of directors and agree to submit the proposal to the general meeting of shareholders for deliberation.

2、 Independent opinions on the proposal on the renewal of the company’s audit institution in 2022

After verification, we agree that Ernst & Young Huaming Certified Public Accountants (special general partnership) has the qualification to engage in securities related business, has the experience and ability to provide audit services for listed companies, and can provide corresponding services for the company. We agree to renew the appointment of Ernst & Young Huaming Certified Public Accountants (special general partnership) as the company’s audit institution in 2022, and agree to submit the proposal to the general meeting of shareholders for deliberation.

3、 Independent opinions on the proposal on the remuneration of directors of the company in 2022

After verification, we agree that the decision-making procedures and determination basis of the company’s 2022 directors’ remuneration plan comply with relevant regulations, take full account of the company’s operation and industry remuneration level, comply with the company’s development stage, conducive to the stable operation and development of the company, and there is no damage to the interests of the company and shareholders. Therefore, we agree with the proposal on Directors’ remuneration in 2022 proposed by the board of directors and agree to submit the proposal to the general meeting of shareholders for deliberation.

4、 Independent opinions on the proposal on the remuneration scheme for senior managers of the company in 2022

After verification, we agree that the decision-making procedure and determination basis of the company’s 2022 senior management salary plan comply with relevant regulations, take full account of the company’s operation and industry salary level, comply with the company’s development stage, conducive to the stable operation and development of the company, and there is no damage to the interests of the company and shareholders. Therefore, we agree with the proposal on the compensation scheme for senior managers of the company in 2022 proposed by the board of directors. 5、 Independent opinions on the special report on the deposit and actual use of the company’s raised funds in 2021

After verification, we agree that the content of the special report on the deposit and actual use of the company’s raised funds in 2021 is true, accurate and complete, there are no false records, misleading statements and major omissions, comply with relevant laws and regulations and the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange on the deposit and use of raised funds, and there are no violations of the deposit and use of raised funds. Therefore, we agree with the special report on the deposit and actual use of the company’s raised funds in 2021 prepared by the board of directors.

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