Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd
Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd
Independent opinions of independent directors on relevant matters
As an independent director of Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd. (hereinafter referred to as "the company" or "the company"), we attended the 23rd Meeting of the Fourth Board of directors held by the company. According to the rules for independent directors of listed companies, the guiding opinions on the pilot implementation of employee stock ownership plan by listed companies (hereinafter referred to as the "guiding opinions"), the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM (hereinafter referred to as the "guidelines for standardized operation of gem"), the working system of independent directors and In accordance with the relevant provisions of the articles of association and other relevant laws, regulations and rules, based on the principle of prudence and independent judgment, we hereby express the following independent opinions on the relevant matters considered at the 23rd Meeting of the Fourth Board of directors:
1、 The company does not prohibit the implementation of the ESOP as stipulated in the guiding opinions, guidelines for the standardized operation of gem and other laws, regulations and normative documents.
2、 The company's procedures for formulating employee stock ownership plans are legal and effective. The content of the company's employee stock ownership plan complies with the provisions of laws, regulations and normative documents such as the guiding opinions and the guidelines for the standardized operation of gem. 3、 Before the company launched the employee stock ownership plan, the employee congress has been held and the opinions of employees have been fully consulted. The company's decision-making procedures for reviewing the proposals related to the employee stock ownership plan are legal and effective, and there is no situation that damages the interests of the company and the legitimate rights and interests of minority shareholders, forces employees to participate in the employee stock ownership plan by means of apportionment and forced distribution, and provides loans to the holders of the employee stock ownership plan Loan guarantee or any other plan or arrangement of financial assistance.
4、 The proposed holders of the company's employee stock ownership plan meet the holder conditions specified in the guiding opinions, guidelines for the standardized operation of gem and other laws, regulations and normative documents, meet the holder scope specified in the employee stock ownership plan, and their subject qualification as the holder of the company's employee stock ownership plan is legal and effective. The total number of shares held by all effective employee stock ownership plans of the company shall not exceed 10% of the total share capital of the company, and the share held by any holder shall not exceed 1% of the total share capital of the company.
5、 The implementation of employee stock ownership plan by the company is conducive to establishing and improving the benefit sharing mechanism between workers and owners, further improving the level of corporate governance, improving the cohesion of employees and the competitiveness of the company, fully mobilizing the enthusiasm and creativity of employees, attracting and retaining excellent management talents, and realizing the sustainable development of the company. Therefore, we unanimously agree on the company's employee stock ownership plan in 2022 and agree to submit the above proposal to the company's first extraordinary general meeting in 2022 for deliberation.
Independent directors: Qian Nankai, Wan Guangcai, Zhou Lei January 25, 2022
