Zhejiang Haers Vacuum Containers Co.Ltd(002615) independent director
Independent opinions on matters related to the 15th meeting of the 5th board of directors
In accordance with the company law of the people's Republic of China (hereinafter referred to as the "company law") and the securities law of the people's Republic of China (hereinafter referred to as the "Securities Law") The guiding opinions on the establishment of independent director system in listed companies, the stock 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 and other laws, regulations and normative documents of the CSRC, as well as the relevant provisions of the Zhejiang Haers Vacuum Containers Co.Ltd(002615) articles of Association (hereinafter referred to as the "articles of association"), As an independent director of the 5th board of directors of Zhejiang Haers Vacuum Containers Co.Ltd(002615) (hereinafter referred to as "the company"), we have carefully considered the relevant materials submitted to the 15th meeting of the 5th board of directors. Based on our independent judgment, we hereby express our independent opinions on the relevant matters of the company as follows:
1、 Independent opinions on repurchase and cancellation of 2020 restricted shares granted to some incentive objects but not unlocked
After review, the independent directors of the company believe that the company's repurchase and cancellation of unqualified incentive objects, the restricted shares granted but not lifted are made in accordance with the 2020 restricted stock incentive plan (Revised Draft) and the measures for the administration of equity incentive of listed companies and other relevant laws and regulations, and the repurchase reason, quantity and price are legal and compliant. The cancellation of this repurchase will not affect the continuous operation of the company or damage the interests of the company and all shareholders. We agree to the cancellation of this repurchase.
2、 Independent opinion on the remuneration scheme for senior managers in 2022
The remuneration plan for senior managers of the company in 2022 is formulated according to the industry and scale of the company and in combination with the actual operation of the company, which is suitable for the development stage and business task setting of the company. The compensation scheme for senior managers in 2022 fully reflects the incentive and restraint mechanism of the company's existing compensation management system, which can effectively stimulate the work enthusiasm and initiative of senior managers, and is conducive to the long-term operation and development of the company.
The above matters do not harm the interests of the company and all shareholders, especially small and medium-sized investors. When the board of directors of the company deliberated the proposal, the affiliated directors LV Qiang, Wu Zifu, LV Lizhen, ou Yangbo and Wu Rulai have avoided voting, and the relevant decision-making procedures, voting process and voting results comply with relevant national laws, regulations, normative documents and the articles of association.
In conclusion, the independent directors of the company unanimously agreed to the remuneration plan for senior managers in 2022. (no text below this page)
(there is no text on this page, which is the signature page of Zhejiang Haers Vacuum Containers Co.Ltd(002615) independent directors' independent opinions on matters related to the 15th meeting of the Fifth Board of directors) independent directors:
Yu Weifeng, Yang Xiguang, Cai Haijing
January 12, 2022
