China China Quanjude(Group) Co.Ltd(002186) (Group) Co., Ltd
Independent opinions of independent directors
In accordance with the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shenzhen Stock Exchange and the articles of association of China China Quanjude(Group) Co.Ltd(002186) (Group) Co., Ltd., as independent directors of China China Quanjude(Group) Co.Ltd(002186) (Group) Co., Ltd. (hereinafter referred to as the “company”), we hereby express independent opinions on the following matters:
1. As an independent director of the company, I hereby express the following independent opinions on the proposal on the general election of the eighth board of directors considered at the 19th (Interim) meeting of the eighth board of directors of the company based on my independent judgment:
It is agreed to nominate Mr. Bai fan, Mr. Zhou Yanlong, Mr. Lu Changcai, Ms. Guo Fang, Mr. Pu Jun, Mr. Li Jianwei and Mr. LV Shousheng as candidates for directors of the ninth board of directors of the company.
Among them, Mr. Pu Jun, Mr. Li Jianwei and Mr. LV Shousheng are candidates for independent directors of the ninth board of directors of the company.
The nomination procedures of the above candidates comply with relevant regulations, their qualifications meet the requirements for serving as directors and independent directors of listed companies, and they are competent for the duties of the positions they are employed. There is no situation that they are not allowed to serve as directors and independent directors of the company as stipulated in the company law of the people’s Republic of China and the articles of association, And those who have been identified as market prohibitions by the China Securities Regulatory Commission and have not been lifted, nor have they been subject to any punishment and punishment by the China Securities Regulatory Commission and Shenzhen Stock Exchange.
We agree to the nomination of the above 7 candidates for directors (3 candidates for independent directors) and agree to submit the proposal to the general meeting of shareholders of the company for deliberation. The qualification and independence of three independent director candidates shall be reviewed by Shenzhen Stock Exchange before they can be submitted to the general meeting of shareholders for deliberation.
According to the articles of association, in order to ensure the normal operation of the board of directors, the original directors shall still perform their duties in accordance with relevant regulations and requirements before the new directors take office.
2. After our prior review, the related party transactions of the company increasing the expected amount belong to normal and reasonable transactions in the company’s daily operation and comply with the principles of openness, fairness and impartiality. When the company deliberated the above related party transactions, the related directors avoided voting, which is in line with relevant national regulations and the articles of association. The transactions of products and labor services provided by the company to related parties belong to the continuous business in the production and operation of the company. The transactions are conducive to the normal production and operation activities of the company, and no acts damaging the interests of the company and minority shareholders are found, which is conducive to safeguarding the interests of all shareholders of the company.
(there is no text on this page, only the signature page of independent opinions of independent directors of China China Quanjude(Group) Co.Ltd(002186) (Group) Co., Ltd.) independent director: Pu Jun
Li Jianwei
LV Shousheng
Zhang Li
January 11, 2002
