Xuchang Ketop Testing Research Institute Co.Ltd(003008) independent directors
Independent opinions on relevant matters of the 11th meeting of the second board of directors
In accordance with the rules for independent directors of listed companies, the Listing Rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the Xuchang Ketop Testing Research Institute Co.Ltd(003008) articles of Association (hereinafter referred to as the articles of association), the working system of independent directors and other relevant laws, regulations and rules, we, as independent directors of the company, based on the principle of independent judgment, The independent opinions on the relevant matters considered at the 11th meeting of the second board of directors are as follows: 1 Independent opinions on internal control evaluation report of Xuchang Ketop Testing Research Institute Co.Ltd(003008) 2021
Whereas the internal control evaluation report of Xuchang Ketop Testing Research Institute Co.Ltd(003008) 2021 is prepared in accordance with the basic norms of enterprise internal control, the rules for the preparation and reporting of information disclosure of companies offering securities to the public No. 21 – General Provisions on the annual internal control evaluation report, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and relevant laws, regulations and rules, It reflects the construction and operation of corporate governance and internal control. The construction and operation of the company’s internal control in 2021 are effective and in line with relevant regulations. We agree with the company’s internal control evaluation report in 2021.
2. Independent opinions on the prediction of related party transactions of the company in 2022
In view of the related party transactions involved in the company’s proposal on the prediction of related party transactions in Xuchang Ketop Testing Research Institute Co.Ltd(003008) 2022, the expected occurrence of the related party transactions meets the actual needs of the company and does not harm the interests of the company and shareholders, especially the interests of minority shareholders; The related party transactions of the company have fulfilled the relevant internal approval procedures of the company and comply with the decision-making procedures.
We agree to the related party transactions involved in the proposal on the estimation of related party transactions in Xuchang Ketop Testing Research Institute Co.Ltd(003008) 2022.
3. Independent opinions on the company’s 2021 profit distribution plan
In view of the fact that the profit distribution plan for 2021 formulated by the company complies with the relevant provisions of the company law of the people’s Republic of China and the articles of association, the company’s business short-term and future sustainable and stable development plan and long-term interests, gives full consideration to the return of shareholders and the needs of sustainable business development, does not damage the legitimate rights and interests of the company, shareholders and small and medium-sized investors, and complies with the decision-making procedures. We agree to submit the 2021 profit distribution plan to the general meeting of shareholders for deliberation.
4. Independent opinions on the remuneration of directors and senior managers of the company in 2021
In view of the fact that the company’s plan on the remuneration of directors and senior managers in 2021 is in line with the actual situation of the remuneration performance appraisal of directors and senior managers in 2021, the provisions of the articles of association and the current remuneration management system, and the review procedures, there is no damage to the interests of the company and shareholders. We have no objection to the remuneration of directors and senior managers in 2021 and agree to submit the remuneration of directors to the 2021 annual general meeting of shareholders of the company for deliberation.
5. Independent opinions on the special report on the deposit and actual use of raised funds in 2021. In view of the fact that the deposit and use of the company’s raised funds in 2021 reflected in the special report on the deposit and actual use of raised funds in 2021 complies with the relevant provisions of the CSRC and Shenzhen Stock Exchange on the deposit and use of raised funds of listed companies, there is no violation of the deposit and use of raised funds, There is no change or disguised change in the investment direction of the raised funds and damage to the interests of the company and shareholders, especially the interests of minority shareholders. The special report on the deposit and use of raised funds in 2021 prepared by the company is true, accurate and complete without false records, misleading statements and major omissions.
We agree to submit the special report on the deposit and actual use of raised funds in 2021 to the 2021 annual general meeting of shareholders of the company for deliberation.
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(there is no text on this page, which is the signature page of Xuchang Ketop Testing Research Institute Co.Ltd(003008) independent directors’ independent opinions on matters related to the 11th meeting of the second board of directors)
Signature of independent director: Ma Suoming, Tang Minqi
April 8, 2022
