Sansure Biotech Inc(688289) independent directors about
Independent opinions on relevant matters of the third meeting of the first board of directors in 2022
As an independent director of Sansure Biotech Inc(688289) (hereinafter referred to as the “company”), in accordance with the requirements of laws and regulations such as the rules for independent directors of listed companies and the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, I reviewed the relevant proposals considered at the third meeting of the first board of directors in 2022 on April 18, 2022, and now give the following independent opinions:
1、 About the profit distribution plan of 2021
The 2021 profit distribution plan of the company comprehensively considers the overall strategic layout and capital demand of the company, and complies with relevant laws and regulations and relevant provisions on profit distribution in the articles of association. The implementation of the plan is conducive to the sustainable and stable development of the company, and there is no damage to the rights and interests of all shareholders, especially small and medium-sized shareholders. We agree to submit the profit distribution plan to the general meeting of shareholders for deliberation.
2、 Proposal on reappointment of 2022 audit institution
Zhongshen Zhonghuan Certified Public Accountants (special general partnership) has relevant business qualification. In the process of providing audit services for the company, it worked diligently, independently, objectively and impartially, followed the independent audit standards for Chinese certified public accountants, completed the company’s audit work on schedule and fulfilled the responsibilities and obligations stipulated by both parties. In order to maintain the continuity of the company’s audit work, we agree to appoint Zhongshen Zhonghuan Certified Public Accountants (special general partnership) as the company’s audit institution in 2022, and agree to submit the proposal to the company’s general meeting for deliberation. 3、 Proposal on the remuneration scheme of directors in 2022
The remuneration standard of the company’s directors is formulated in combination with the remuneration level, annual operation status and post responsibilities of the company’s current industry and region. The review procedures comply with the relevant provisions of the company law and the articles of association, meet the needs of the company’s long-term development, and there is no damage to the interests of the company and minority shareholders. It is agreed to submit the proposal on the remuneration of directors in 2022 to the general meeting of shareholders for deliberation.
4、 Proposal on the remuneration scheme for senior managers in 2022
The salary standard of the company’s senior managers is formulated in combination with the salary level, annual operation status and post responsibilities of the company’s current industry and region. The review procedures comply with the relevant provisions of the company law and the articles of association, meet the needs of the company’s long-term development, and there is no damage to the interests of the company and minority shareholders. We agree to the salary plan of senior managers in 2022.
5、 Special report on the deposit and actual use of raised funds in 2021
It is verified that the deposit and use of the company’s raised funds in 2021 comply with the relevant provisions of the China Securities Regulatory Commission and Shanghai Stock Exchange on the deposit and use of raised funds of listed companies. The raised funds are stored and used in a special account. There is no disguised change in the purpose of raised funds and damage to the interests of shareholders, and there is no violation in the deposit and use of raised funds.
In conclusion, we have no objection to the special report on the deposit and actual use of the company’s raised funds in 2021.
6、 Proposal on confirmation of daily connected transactions in 2021 and expected daily connected transactions in 2022
The actual situation of the company’s daily related party transactions in 2021 is different from the expected situation, which is consistent with the actual situation of the company. The daily related party transactions that have occurred in 2021 are fair and reasonable, and there is no damage to the interests of the company and shareholders. The company’s prediction of daily related party transactions in 2022 is based on the actual needs of the company’s daily business activities. Related party transactions follow the principles of fair and just market, and the pricing is fair and reasonable. There is no situation that damages the interests of the company’s shareholders, especially small and medium-sized shareholders. The deliberation and voting procedures of relevant proposals comply with the provisions of relevant laws, regulations and the articles of association, and agree with the confirmation of the company’s daily connected transactions in 2021 and the prediction of daily connected transactions in 2022.
Independent directors: Ben Shenglin, Cao ya, Qiao Youlin, Shen Jianlin April 18, 2022
