Utour Group Co.Ltd(002707) independent director
Independent opinions on matters related to the 46th meeting of the 4th board of directors are in accordance with the guiding opinions on the establishment of independent director system in listed companies, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidance of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the governance standards of listed companies and《 According to the relevant provisions of the articles of association of Utour Group Co.Ltd(002707) (hereinafter referred to as the “articles of association”), as the independent director of Utour Group Co.Ltd(002707) (hereinafter referred to as the “company”), after reviewing the relevant documents and based on the position of independent judgment, we have verified the relevant proposals considered at the 46th meeting of the Fourth Board of directors of the company and issued independent opinions as follows:
1、 Proposal on election of non independent directors of the 5th board of directors of the company
After careful review of the resumes and relevant materials of the candidates for non independent directors, we agree to nominate Mr. Feng bin, Mr. Guo Hongbin, Mr. Zhang Lei, Ms. Zhang Yiman, Mr. Guo Lei and Mr. Zhao Lei as the candidates for non independent directors of the Fifth Board of directors of the company.
The nomination of the above candidates has been approved by the nominees, the nomination procedures and the deliberation procedures of the board of directors comply with relevant regulations, the candidates’ qualifications meet the conditions for serving as directors of listed companies, and there are no circumstances that are not suitable for serving as directors of listed companies as stipulated in the company law, the securities law and other relevant laws and regulations.
Based on the above situation, we agree to nominate the above six candidates for non independent directors and submit the above six candidates for non independent directors to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2、 Proposal on election of independent directors of the 5th board of directors of the company
After careful review of the resumes and relevant materials of independent director candidates, we agree to nominate Mr. Zhang Zhishun, Mr. Huang Zhenzhong and Mr. Huang Haijun as independent director candidates for the Fifth Board of directors of the company.
The nomination of the above candidates has been approved by the nominees, the nomination procedures and the deliberation procedures of the board of directors comply with relevant regulations, and the candidates’ qualifications meet the conditions for serving as independent directors of listed companies, It is not found that it is not suitable to serve as an independent director of a listed company as stipulated in the company law, the guiding opinions on the establishment of an independent director system in a listed company and other relevant laws and regulations.
Based on the above situation, we agree to the nomination of the above three independent director candidates and submit the above three independent director candidates to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation.
(there is no text below, followed by the signature page)
(there is no text on this page, which is the signature page of Utour Group Co.Ltd(002707) independent directors’ independent opinions on relevant matters) independent directors:
Ding Xiaoliang, Sun Yun, Zhang Zhishun
January 21, 2022
