Gosuncn Technology Group Co.Ltd(300098)
Independent opinions of independent directors on relevant matters
As independent directors of Gosuncn Technology Group Co.Ltd(300098) (hereinafter referred to as “the company” or “the company”), in accordance with the company law of the people’s Republic of China (hereinafter referred to as “the company law”), the securities law of the people’s Republic of China (hereinafter referred to as “the securities law”), the rules for independent directors of listed companies and the rules for the listing of shares on the growth enterprise market of Shenzhen Stock Exchange (hereinafter referred to as “the stock listing rules”) Based on the principle of prudence and independent judgment, the guidelines for self-discipline supervision of Listed Companies in Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, the articles of association of Gosuncn Technology Group Co.Ltd(300098) company (hereinafter referred to as the “articles of association”), the working system of independent directors and other relevant laws, regulations and rules, The opinions on the relevant matters considered at the 36th meeting of the Fifth Board of directors are as follows:
1、 Independent opinions on granting stock options to incentive objects in the third phase of the company’s stock option incentive plan
(1) The conditions for granting stock options to incentive objects specified in the third stock option incentive plan (Draft) (hereinafter referred to as “incentive plan (Draft)”) and its abstract of the company have been met.
(2) The incentive objects to be granted stock options this time meet the incentive object conditions specified in the administrative measures and other relevant laws, regulations and normative documents, meet the incentive object scope specified in the company’s incentive plan (Draft), and there is no prohibition of granting stock options specified in the administrative measures for equity incentive of listed companies and the incentive plan (Draft), Its subject qualification as the incentive object of the company’s stock option is legal and effective.
(3) Neither the company nor the incentive object is allowed to grant or receive stock options, and the company has no plans or arrangements to provide loans, loan guarantees or any other financial assistance to the incentive object.
(4) According to the authorization of the company’s first extraordinary general meeting in 2022, the board of directors determined that the grant date of stock options was May 20, 2022, which was in line with the relevant provisions on the grant date in the administrative measures for equity incentive of listed companies and the incentive plan (Draft).
(5) The company’s implementation of this incentive plan is conducive to further establish and improve the company’s long-term incentive mechanism, attract and retain talents, fully mobilize the enthusiasm of the company’s management and employees, effectively combine the interests of shareholders, the company and the personal interests of the core team, and make all parties pay common attention to the long-term development of the company, which is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
In conclusion, it is agreed to grant 36.1 million stock options to 284 incentive objects who meet the grant conditions on May 20, 2022.
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Niu Yan, Ping Jiangbin, Hu Zhiyong
May 20, 2002
