Statement of independent director candidates
I declare that as an independent director of the company, I do not meet the requirements of the laws and regulations of the Fourth Board of directors and Shenzhen Stock Exchange, and I declare that as an independent person of the company, I do not meet the requirements of the laws and regulations of the Fourth Board of directors and Shenzhen Stock Exchange:
1、 I am not prohibited from serving as a director of the company in accordance with Article 146 of the company law of the people’s Republic of China.
\uf0fc yes □ no
If not, please specify:
2、 I meet the qualifications and conditions of independent directors stipulated in the rules for independent directors of listed companies of the CSRC.
\uf0fc yes □ no
If not, please specify:
3、 I am qualified for the appointment of an independent director as stipulated in the articles of association of the company.
\uf0fc yes □ no
If not, please specify:
4、 The nominee has participated in the training and obtained relevant certificates recognized by the stock exchange.
\uf0fc yes □ no
If not, please specify:
5、 As an independent director, I will not violate the relevant provisions of the civil servant law of the people’s Republic of China. \uf0fc yes □ no
If not, please specify:
6、 As an independent director, I will not violate the relevant provisions of the notice on standardizing the resignation of central management cadres from public office or serving as independent directors and independent supervisors of listed companies and fund management companies after retirement (retirement) issued by the Central Commission for Discipline Inspection of the Communist Party of China.
\uf0fc yes □ no
If not, please specify:
7、 As an independent director, I will not violate the relevant provisions of the opinions on further standardizing the part-time (tenure) of Party and government leading cadres in enterprises issued by the Organization Department of the CPC Central Committee.
\uf0fc yes □ no
If not, please specify:
8、 As an independent director, I will not violate the relevant provisions of the opinions on strengthening the anti-corruption construction of colleges and universities issued by the CPC Central Commission for Discipline Inspection, the Ministry of education and the Ministry of supervision.
\uf0fc yes □ no
If not, please specify:
9、 As an independent director, I will not violate the relevant provisions of the guidelines on the system of independent directors and external supervisors of joint-stock commercial banks issued by the people’s Bank of China.
\uf0fc yes □ no
If not, please specify:
10、 As an independent director, I will not violate the relevant provisions of the measures for the supervision of the qualifications of directors, supervisors and senior managers of securities companies issued by the CSRC.
\uf0fc yes □ no
If not, please specify:
11、 As an independent director, I will not violate the relevant provisions of the measures for the administration of the qualifications of directors (directors) and senior managers of banking financial institutions issued by the CBRC.
\uf0fc yes □ no
If not, please specify:
12、 As an independent director, I will not violate the relevant provisions of the regulations on the administration of the qualifications of directors, supervisors and senior managers of insurance companies and the Interim Measures for the administration of independent directors of insurance companies issued by the CIRC.
If not, please specify:
13、 As an independent director, I will not violate other laws, administrative regulations, departmental rules, normative documents, business rules of Shenzhen Stock Exchange and other relevant provisions on the qualification of independent directors.
\uf0fc yes □ no
If not, please specify:
14、 I have the basic knowledge related to the operation of listed companies, be familiar with relevant laws, administrative regulations, departmental rules, normative documents and the business rules of Shenzhen Stock Exchange, and have more than five years of working experience necessary to perform the duties of independent directors.
\uf0fc yes □ no
If not, please specify:
15、 I, my immediate family members and major social relations do not work in the company and its subsidiaries. \uf0fc yes □ no
If not, please specify:
16、 I and my immediate family members are not shareholders who directly or indirectly hold more than 1% of the issued shares of the company, nor are they natural person shareholders among the top ten shareholders of the listed company.
\uf0fc yes □ no
If not, please specify:
17、 I and my immediate family members do not work in the shareholder units that directly or indirectly hold more than 5% of the issued shares of the company, nor in the top five shareholder units of the listed company.
\uf0fc yes □ no
If not, please specify:
18、 I and my immediate family members do not work in the controlling shareholder, actual controller and affiliated enterprises of the company.
\uf0fc yes □ no
If not, please specify:
19、 I am not a person who provides financial, legal, consulting and other services for the company, its controlling shareholders, actual controllers or their respective subsidiaries.
\uf0fc yes □ no
If not, please specify:
20、 I do not work in the unit with significant business dealings with the company and its controlling shareholders, actual controllers or their respective subsidiaries, nor in the controlling shareholder unit with significant business dealings. \uf0fc yes □ no
If not, please specify:
21、 I do not have any of the situations listed in the preceding six items in the last 12 months.
\uf0fc yes □ no
If not, please specify:
22、 I am not a person who is prohibited from serving as a director, supervisor or senior manager of a listed company from entering the securities market by the CSRC and whose term has not expired.
\uf0fc yes □ no
If not, please specify:
23、 I am not a person who has been publicly recognized by the stock exchange as unfit to serve as a director, supervisor and senior manager of a listed company and whose term has not expired.
\uf0fc yes □ no
If not, please specify:
24、 I am not a person who has been subject to criminal punishment by judicial organs or administrative punishment by CSRC for securities and Futures Crimes in the past 36 months.
\uf0fc □ no
If not, please specify:
25、 I have not been publicly condemned or criticized by the stock exchange for more than three times in the past 36 months.
\uf0fc yes □ no
If not, please specify:
26、 I have not been identified and restricted by the national development and Reform Commission and other ministries and commissions from holding the post of director of a listed company because I am the object of punishment for dishonesty.
\uf0fc yes □ no
If not, please specify:
27、 I am not an independent director in the past. I have not attended the board meeting in person for three consecutive times or failed to attend the board meeting in person for two consecutive times and did not entrust other directors to attend the board meeting. I have been proposed by the board of directors to the general meeting of shareholders for replacement for less than 12 months.
\uf0fc yes □ no
If not, please specify:
28、 Including the company, the number of Listed Companies in which I concurrently serve as an independent director shall not exceed 5. \uf0fc yes □ no □ not applicable
If not, please specify:
29、 I have been an independent director of the company for less than six years.
\uf0fc yes □ no
If not, please specify:
30、 I have entrusted the board of directors of the company to publicize my occupation, educational background, professional qualifications, detailed work experience, all part-time jobs and other details in accordance with the requirements of the guidelines for self discipline supervision of listed companies No. 2 – Guidelines for standardized operation of companies listed on GEM.
\uf0fc yes □ no
If not, please specify:
31、 During my past tenure as an independent director, I did not personally attend the board meeting of the listed company for two consecutive times.
\uf0fc yes □ no
If not, please specify:
32、 During my past tenure as an independent director, there was no case that the number of times I did not personally attend the board meetings of the listed company for 12 consecutive months exceeded half of the total number of board meetings during that period.
\uf0fc yes □ no
If not, please specify:
33、 During my past tenure as an independent director, I did not express the opinions of independent directors in accordance with the regulations or the independent opinions expressed were proved to be obviously inconsistent with the facts.
\uf0fc yes □ no
If not, please specify:
34、 I have not been punished by other relevant departments other than the CSRC in the last 36 months.
\uf0fc yes □ no
If not, please specify:
35、 Including the company, I am not a director, supervisor or senior manager of more than five companies at the same time.
\uf0fc yes □ no
If not, please specify:
36、 I have not been removed from office by a listed company before the expiration of my previous independent director’s term of office.
\uf0fc yes □ no
If not, please specify:
37、 I have no other circumstances that affect the integrity and diligence of independent directors.
\uf0fc yes □ no
The declarant solemnly declares that:
I am fully aware of the responsibilities of independent directors and guarantee that the above statement is true, accurate and complete without false records, misleading statements or major omissions; Otherwise, I am willing to bear the legal liability arising therefrom and accept the self-discipline supervision measures or disciplinary measures of Shenzhen Stock Exchange. When I am an independent director of the company, I will strictly abide by the relevant regulations of the CSRC and Shenzhen Stock Exchange, ensure that I have enough time and energy to perform my duties diligently and make independent judgment, and will not be affected by the main shareholders, actual controllers or other units or individuals with interests in the company. During my tenure as an independent director of the company, if I fail to meet the qualification of an independent director, I will report to the board of directors of the company in time and resign as an independent director of the company as soon as possible.
I authorize the Secretary of the board of directors of the company to enter and submit the contents of this statement and other information related to me through the gem business area of Shenzhen Stock Exchange to Shenzhen Stock Exchange or make an announcement to the public. The above acts of the Secretary of the board of directors shall be regarded as my own acts and I shall bear the corresponding legal liabilities.
Declarant: Prince winter, April 21, 2022
