Shenzhen Jpt Opto-Electronics Co.Ltd(688025) : prior approval opinions of independent directors on matters related to the 42nd meeting of the second board of directors

Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd

Opinions of independent directors on matters related to the 42nd meeting of the second board of directors

Prior approval opinion

In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of science and Innovation Board of Shanghai Stock Exchange, the rules of independent directors of listed companies, the articles of association of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd., the working system of independent directors of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd., and the related party transaction system of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd, As an independent director of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd. (hereinafter referred to as “the company”), in a serious and responsible attitude, based on the independent, prudent and objective position, we express the following prior approval opinions on the relevant matters considered at the 42nd meeting of the second board of directors held on March 30, 2022:

1、 Proposal on daily connected transactions in 2022

After review, we believe that the daily related party transactions expected to occur in 2022 are necessary for the company’s daily production and operation. The relevant transactions follow the principles of consensus and fair transaction, and the transaction price is determined according to the market price. The company’s main business will not rely on related parties due to the above transactions, will not affect the independence of the company, and will not damage the interests of the company and other shareholders, especially minority shareholders. It is agreed to submit the proposal to the 42nd meeting of the second board of directors for deliberation.

2、 Proposal on reappointment of audit institutions in 2022

After review, we believe that the company hired Grant Thornton Certified Public Accountants (special general partnership) as the company’s audit institution in 2021. In the process of auditing various audits and financial statements of the company, the Institute can carry out audit work in accordance with relevant national regulations and the requirements of Certified Public Accountants’ practice norms, and express audit opinions independently and objectively. Therefore, we suggest that the company continue to appoint Zhitong Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 and pay it 1 million yuan (including tax) of audit fee in 2021. It is agreed to submit the proposal to the 42nd meeting of the second board of directors for deliberation. (no text below)

(there is no text on this page, which is the signature page of the prior approval opinions of the independent directors of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd. on matters related to the 42nd meeting of the second board of directors)

He Zuowen

2022 (no text on this page, which is the signature page of the prior approval opinions of the independent directors of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd. on matters related to the 42nd meeting of the second board of directors)

Lu Ming

2022 (no text on this page, which is the signature page of the prior approval opinions of the independent directors of Shenzhen Shenzhen Jpt Opto-Electronics Co.Ltd(688025) North Electro-Optic Co.Ltd(600184) Co., Ltd. on matters related to the 42nd meeting of the second board of directors)

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Mm / DD / 2022

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