Guangdong Transtek Medical Electronics Co.Ltd(300562) independent director
Independent opinions on matters related to the 28th meeting of the third board of directors
In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the guiding opinions on the establishment of independent director system in listed companies (hereinafter referred to as the “guiding opinions”), the Listing Rules of gem shares of Shenzhen Stock Exchange (hereinafter referred to as the “Listing Rules”) and the Guangdong Transtek Medical Electronics Co.Ltd(300562) articles of Association (hereinafter referred to as the “articles of association”) and other relevant provisions, As an independent director of Guangdong Transtek Medical Electronics Co.Ltd(300562) (hereinafter referred to as “the company”), based on the position of complete independence, seriousness and prudence, in the attitude of being responsible to the company and all shareholders, and on the basis of carefully reading and reviewing relevant materials, we have verified the relevant situation of the proposal considered at the 28th meeting of the third board of directors of the company, and issued independent opinions as follows:
1、 Independent opinions on the appointment of general manager
After careful review, the independent directors agreed that the procedure for the appointment of the general manager of the company was legal and effective, in line with relevant laws and regulations and the relevant provisions of the articles of association. Mr. Pan Weichao, the new general manager, is qualified to serve as the general manager of a listed company. There are no circumstances in which he is not allowed to serve as a senior manager as stipulated in the company law, the rules for the listing of shares on the gem of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem, and the articles of association. Therefore, all independent directors of the company unanimously agreed on the appointment of the general manager.
2、 Independent opinions on the election of non independent directors of the third board of directors
After careful review, the independent directors agreed that: according to the verification of the background information, personal resume and work performance of Mr. Liang HuaQuan and Ms. Zhong Ling, the above-mentioned personnel meet the qualifications of directors of listed companies, and there is no situation that they have been determined as market prohibitions by CSRC and have not been lifted, There are also no conditions that prohibit employment in the company law, the articles of association and the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM. The procedure of nominating Mr. Liang HuaQuan and Ms. Zhong Ling as candidates for non independent directors of the third board of directors is legal and effective, and does not damage the rights and interests of shareholders. Therefore, the independent directors unanimously agree to nominate Mr. Liang HuaQuan and Ms. Zhong Ling as candidates for non independent directors of the third board of directors of the company, and formally elect them as non independent directors of the third board of directors of the company after being deliberated and approved by the general meeting of shareholders of the company. Their term of office starts from the date of deliberation and approval by the general meeting of shareholders to the expiration of this board of directors.
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Independent directors: Song Pingping, Xu Jia, Zeng Chao, etc. April 4, 2002
