Ygsoft Inc(002063) : independent opinions on matters related to the 12th meeting of the seventh board of directors

Ygsoft Inc(002063) independent director

Independent opinions on matters related to the 12th meeting of the seventh board of directors

In accordance with the relevant provisions of the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange and the articles of association, as independent directors of the company, after careful study of the meeting materials and based on our independent judgment, we express independent opinions on the relevant matters of the 12th meeting of the seventh board of directors as follows: 1 Proposal on the appointment of senior managers

The reasons for Mr. Wang Xinyong’s resignation as president disclosed by the company are consistent with the actual situation. After resigning as president, Mr. Wang Xinyong still serves as a director of the company, which will not have a significant impact on the company.

After careful examination of the personal resumes of Mr. Zhao Jinfeng and Mr. Li Chen, it is not found that they are not allowed to serve as senior managers of the company as stipulated in the company law and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board. Mr. Zhao Jinfeng and Mr. Li Chen have the necessary management ability, leadership ability, professional knowledge, technical skills and work experience for corresponding positions, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. The nomination and voting procedures for the appointment of senior managers of the company comply with the company law, the articles of association and other relevant provisions.

Therefore, we agree that the company appoints Mr. Zhao Jinfeng as the president of the company and Mr. Li Chen as the vice president of the company.

2. Proposal on listed transfer of equity of holding subsidiaries

The public listing and transfer of Gaoyuan electric energy equity complies with the provisions of relevant laws, regulations and the articles of association. The relevant deliberation and decision-making procedures are legal and effective, which is conducive to optimizing the asset allocation of the company, further promoting the overall strategic layout of the company, accelerating the high-quality development of the company, and there is no damage to the interests of the company and all shareholders, especially small and medium-sized shareholders. Therefore, we agree to transfer 63% equity of Gaoyuan electric energy through public listing.

Independent directors: Fan Yong, Qi Feng, Liang HuaQuan April 6, 2022

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