Caissa Tosun Development Co.Ltd(000796) : independent opinions of independent directors on relevant proposals of the 40th meeting of the ninth board of directors

Caissa Tosun Development Co.Ltd(000796)

About the 40th meeting of the 9th board of directors

Independent opinions on relevant proposals

In accordance with the guiding opinions on the establishment of independent director system in listed companies and the articles of association, as Caissa Tosun Development Co.Ltd(000796) independent directors, we express the following independent opinions on the relevant proposals of the 40th meeting of the ninth board of directors of the company:

1、 Proposal on nominating candidates for independent directors of the company

According to the guidelines on the performance of duties of independent directors of listed companies, the term of re-election of independent directors shall not exceed 6 years, and the term of office of Mr. Cheng Zheng has reached the upper limit. Upon the recommendation of the shareholders, Mr. Yu Yin has the qualifications suitable for the exercise of his functions and powers and meets the qualifications of the company’s independent directors. He is not found to have the conditions specified in Article 146 of the company law or to be determined as a prohibited person by the CSRC. His qualifications meet the provisions on the qualifications of independent directors in the company law and the articles of association. Agree to elect Mr. Yu Yin as an independent director candidate of the ninth board of directors of the company.

The procedures for the election of independent directors by the board of directors of the company are legal and compliant.

2、 Proposal on nominating candidates for non independent directors of the company

Mr. Jintao has the qualifications suitable for the exercise of his functions and powers and meets the qualifications of the company’s directors. He is not found to have the conditions specified in Article 146 of the company law or to be prohibited from entering the market by the CSRC. His qualifications meet the provisions on the qualifications of directors in the company law and the articles of association. Agree to elect Mr. Jin Tao as a candidate for non independent director of the ninth board of directors of the company.

The procedures for the election of directors by the board of directors of the company are legal and compliant.

3、 Proposal on the appointment of senior managers of the company

1. The nomination, deliberation and voting procedures of senior managers are standardized and comply with the provisions of the company law and the articles of association.

2. The selection and employment of senior managers of the company is based on a full understanding of the educational background, work experience and professional quality of the proposed senior managers, and has been approved by the proposed senior managers. The proposed senior managers have high professional knowledge and rich practical work experience, have the qualifications suitable for the exercise of their functions and powers, and meet the qualifications of the company’s senior managers. They are not found to have the conditions specified in Article 146 of the company law and are determined to be prohibited from entering the market by the China Securities Regulatory Commission. Their qualifications meet the requirements of the company law Provisions on the qualification of senior managers in the articles of association. Agree to appoint Ms. Yang Min as the vice president of the company.

Independent directors: Wu Banghai, Bi Xiuli, Cheng Zheng, Hu Meng April 1, 2022

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