Independent opinions of independent directors on matters related to the third meeting of the third board of directors
As an independent director of Risuntek Inc(002981) (hereinafter referred to as "the company"), in accordance with the relevant provisions of legal norms, rules, regulations and normative documents such as the stock listing rules of Shenzhen Stock Exchange, the rules for independent directors of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and the articles of association, We hereby express our independent opinions on the matters considered at the third meeting of the third board of directors of the company as follows:
1、 Independent opinions on 2022 stock option incentive plan (Draft) and abstract
(I) the company is not prohibited to implement the equity incentive plan as stipulated in the administrative measures for equity incentive of listed companies and other laws and regulations, and the company has the subject qualification to implement the equity incentive plan.
(II) the incentive objects determined in the incentive plan meet the incentive object conditions specified in the measures for the administration of equity incentive of listed companies, meet the scope of incentive objects specified in the company's 2022 stock option incentive plan (Draft) and abstract, and the subject qualification is legal and effective.
(III) the formulation and contents of this incentive plan comply with the provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents.
(IV) the company has no plans or arrangements to provide loans, loan guarantees or any other financial assistance to incentive objects.
(V) the company's implementation of equity incentive plan is conducive to improving the company's incentive mechanism and enhancing the company's management team and business backbone's sense of responsibility and mission for realizing the sustainable and healthy development of the company.
To sum up, we believe that the implementation of the equity incentive plan by the company is conducive to the sustainable development of the company and the formation of a long-term incentive mechanism for core talents, without damaging the interests of the company and all shareholders; The incentive objects to be granted in the incentive plan meet the conditions of incentive objects specified in relevant laws, regulations and normative documents. Therefore, we agree to submit the proposal on 2022 stock option incentive plan (Draft) and summary to the general meeting of shareholders of the company for deliberation.
2、 Independent opinions on the administrative measures for the assessment of 2022 stock option incentive plan
In order to achieve the implementation purpose of this incentive plan, the company has formulated corresponding assessment management measures. Among them, the assessment requirements include company level performance assessment and individual level performance assessment.
At the company level, net profit is taken as the assessment index. Net profit is an important index reflecting the overall profitability of the company, effectively reflecting the final operating results of the company and establishing a good image of the capital market. The assessment objectives set by the company are scientific and reasonable, and fully consider the current business situation, future strategic development plan and other comprehensive factors. In addition to the company level performance appraisal, the company also sets up the individual level performance appraisal, which can make a more accurate and comprehensive evaluation of the work performance of the incentive object. During each exercise period, the company will determine whether the incentive objects meet the exercise conditions of stock options and the actual number of stock options that can be exercised according to the performance evaluation results of the incentive objects.
To sum up, we believe that the assessment system of the incentive plan is comprehensive, comprehensive and operable, and the assessment indicators are set scientifically and reasonably, which can play a good incentive and restraint effect on the incentive objects. Therefore, we agree to submit the proposal on the management measures for the assessment of stock option incentive plan in 2022 to the general meeting of shareholders of the company for deliberation.
Independent director: Zhao Xiaoming, Chen Lixin, Zeng Minhui
