China Railway Signal & Communication Corporation Limited(688009) independent director
Independent opinions on the 33rd meeting of the third board of directors of the company
In accordance with the provisions of the company law, the securities law, the rules for independent directors of listed companies, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange and other laws and regulations, as independent directors of China Railway Signal & Communication Corporation Limited(688009) (hereinafter referred to as the “company”), we, based on the principle of seeking truth from facts and being responsible to the company and all shareholders, are responsible for some matters of the 33rd meeting of the third board of directors of the company, The independent opinions are as follows:
1. Independent opinions on the appointment of Mr. Hu Shaofeng as the Secretary of the board of directors of the company
All independent directors of the company reviewed the nomination procedure, qualification and comprehensive quality of the board of directors’ appointment of the Secretary of the board of directors, and considered that the procedure of the board of directors’ appointment of the Secretary of the board of directors of the company complied with the provisions of relevant laws and regulations, normative documents and the articles of association. The Secretary of the board of directors appointed this time meets the qualification requirements of relevant laws and regulations, normative documents and the articles of Association for senior managers, and his educational background, employment experience, professional ability and professional quality are competent for the position. Agree to appoint Mr. Hu Shaofeng as the Secretary of the board of directors of the company.
2. Independent opinions on nominating candidates for the Fourth Board of directors of the company
All independent directors of the company believe that after understanding the personal resume and work performance of non independent director candidates Mr. Zhou Zhiliang, Mr. Xu Zongxiang, Mr. Yang Yongsheng and Mr. Guo Yonghong, and independent director candidates Mr. Yao Guiqing, Mr. Yao Zuhui and Mr. Fu Junyuan, they believe that their qualifications meet the conditions for serving as directors of listed companies, their educational background Job experience, professional ability and professional quality can meet the requirements of performing the duties of directors of the company. It is not found that there are any conditions prohibited from taking office as stipulated in the company law and the articles of association, or the punishment of being prohibited from entering the securities market by the CSRC. The nomination procedures of the above director candidates are standardized, in line with the provisions of the company law and other relevant laws and regulations, normative documents and the articles of association, and there is no situation that damages the interests of the company and all shareholders. Agree to nominate Mr. Zhou Zhiliang, Mr. Xu Zongxiang, Mr. Yang Yongsheng and Mr. Guo Yonghong as candidates for non independent directors of the Fourth Board of directors of the company, agree to nominate Mr. Yao Guiqing, Mr. Yao Zuhui and Mr. Fu Junyuan as candidates for independent directors of the Fourth Board of directors of the company, and agree to submit the matter to the general meeting of shareholders of the company for deliberation.
