Hanshang Group Independent Director’s 2025 Work Report-Wang Xunan

Hanshang Group Co., Ltd.

2025 Independent Directors’ Work Report

——Independent Director Wang Xunan

As an independent director of Hanshang Group Co., Ltd. ("Hanshang Group" or the "Company"), I strictly comply with the provisions of laws, regulations and normative documents such as the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Stock Listing Rules of the Shanghai Stock Exchange, the Administrative Measures for Independent Directors of Listed Companies, as well as the Articles of Association and the Working System of Independent Directors of Hanshang Group. I would like to report the specific performance of my duties in 2025 as follows:

1. Basic information of independent directors

1. Work history, professional background and part-time employment status

Wang Xunan, male, born in December 1977, member of the Communist Party of China, graduate degree. Mr. Wang Xunan’s career began in 2003. He has served state-owned enterprises and more than three large foreign-funded multinational companies, and has held various major positions, including purchasing manager, senior supply chain manager, senior operations director of the Asia-Pacific region, etc. Since 2014, he has been seconded to the State-owned Assets Supervision and Administration Commission of the State Council, the Ministry of Finance, the Ministry of Commerce and other departments, focusing on analyzing and studying the impact of joining the WTO "Government Procurement Agreement" on the procurement management of my country's state-owned enterprises, and participating in important activities such as foreign negotiations of Chinese enterprises. Currently, he has 20 years of rich theoretical and practical experience in the field of international procurement and government procurement. Since April 2017, Mr. Wang Xunan has served as the main person in charge of the China United Nations Procurement Promotion Association. From December 2020 to present, he serves as the Party Branch Secretary of the China United Nations Procurement Promotion Association. In November 2023, he was elected as the President of China United Nations Procurement Promotion Association. From April 2025 to present, he serves as an independent director of Hanshang Group.

2. Self-examination instructions on independence

As an independent director of the company, I do not hold any other positions in the company other than the chairman or member of the special committee of the board of directors. I am not affected by the company's major shareholders, actual controllers and other organizations or individuals with an interest in the company. There is no situation that affects my independence. I possess the independence stipulated in Article 6 of the "Administrative Measures for Independent Directors of Listed Companies".

2. Annual performance overview of independent directors

After I was elected as an independent director of the 12th Board of Directors by the company's shareholders' meeting on April 8, 2025, I also took over the positions of member of the Nomination Committee and Strategy Committee of the Board of Directors. After performing my duties, I actively participated in the company's board of directors meetings, shareholders' meetings, and board of directors special committee meetings. In a diligent and responsible manner, I carefully reviewed the meeting proposals and related materials, actively participated in the discussion and voting of various proposals, and played an active role in the scientific and correct decision-making of the board of directors.

1. Participation in the board of directors, special committees, and shareholders’ meetings

After I took up my duties, the company held 6 board meetings, and I attended them in person without any absence. I carefully reviewed the proposals submitted to the board of directors and exercised my voting rights with caution. I believed that the company's board meetings were in compliance with legal procedures, major business decision-making matters and other major matters were in compliance with relevant procedures, and the meeting procedures and resolutions were legal and valid. I voted in favor of all the board proposals reviewed.

After I took up my duties, the Strategy Committee of the company's board of directors held a meeting. As a member, I attended in person without being absent. I reviewed the "Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the Company's Issuance of Stocks to Specific Objects through Simple Procedures" and voted in favor. After I took up my duties, the Nomination Committee of the company's board of directors held a meeting. I personally attended as a member, reviewed the "Proposal on Nominating Senior Management Personnel" and voted in favor.

During the reporting period, the company held 1 annual shareholders' meeting and 2 extraordinary shareholders' meetings. I attended both meetings in person and was not absent. The convening, convening and voting methods of the shareholders' meeting comply with the relevant provisions of the Company Law and the Articles of Association.

2. Exercising the powers of independent directors

During the reporting period, I did not exercise special powers, propose to convene a board of directors, convene an extraordinary shareholders' meeting, or independently hire an intermediary, etc.

3. Communication with internal audit institutions and accounting firms

As an independent director, I have communicated with the internal audit agency and the accounting firm that audits the company's annual report, so as to keep abreast of the company's financial status and operating results, and give full play to my supervisory role.

4. Communication with small and medium-sized shareholders

In the course of daily work, we pay close attention to investors' evaluations of the company, promptly verify with the company any questions raised by some investors, and effectively safeguard the interests of all shareholders, especially small and medium shareholders.

5. Work situation at the company site

My total on-site working hours reached 15 working days. I maintain full communication with the company's management, pay close attention to the company's production, operation and financial status, keep informed of the progress of the company's major events, and care about the company's business development. In the process of performing his duties, he used his professional knowledge and experience to provide constructive opinions on the company's business development, standardized operations, and risk prevention, and played a positive role in the company's board of directors making correct decisions.

6. The company’s cooperation with independent directors in performing their duties

The company provided active support and cooperation for me to perform my duties, ensuring the independent directors’ right to know, and there was no situation that hindered the independent directors from performing their duties. Before convening various meetings, the company can provide meeting materials and relevant attachments to me for pre-review, fully ensuring that I have time to conduct in-depth analysis and understand relevant issues; it can conduct necessary communication in advance, which provides convenience and support for me to perform my duties.

3. Matters of focus in annual performance of duties by independent directors

1. Related transactions that should be disclosed

On March 19, 2025, the company held the first special meeting of the independent directors of the board of directors in 2025. This meeting reviewed the "Proposal on Cooperative Investment and Related Transactions with Private Equity Funds." The company's cooperative investments and related-party transactions with private equity funds are in line with the company's development plan and are conducive to the company's sustained, stable and healthy development. This related transaction follows the principles of voluntariness, fairness, reasonableness, and consensus, and does not harm the interests of the company and shareholders, especially small and medium shareholders. It was agreed to submit the proposal to the 22nd meeting of the 11th Board of Directors of the company for consideration.

On April 21, 2025, the company held the second special meeting of the independent directors of the board of directors in 2025 to review the "Proposal on External Investment and Related Transactions." The company's external investment and related-party transactions are in line with the company's strategic development needs, follow the principles of voluntariness, fairness and reasonableness, and consensus through consultation, and will not harm the interests of the company and shareholders, especially small and medium-sized shareholders. Agree to submit the proposal to the second meeting of the 12th Board of Directors for consideration.

2. Plans for listed companies and relevant parties to change or waive their commitments

During the reporting period, there was no change or exemption from commitments by the company and relevant parties.

3. Decisions made and measures taken by the board of directors of the acquired listed company regarding the acquisition

During the reporting period, there was no acquisition.

4. Disclose financial information in financial accounting reports and periodic reports, and internal control evaluation reports

During the reporting period, as an independent director, I carefully reviewed the company's 2024 annual report, 2025 first quarter report, semi-annual report and third quarter report, focusing on financial information, and reviewed the internal control evaluation report.

5. Appointment and dismissal of accounting firms that undertake the audit business of listed companies

During the reporting period, as an independent director, I attended the third meeting of the 12th Board of Directors and believed that China Shen Zhonghuan Accounting Firm (Special General Partnership) could strictly abide by the "Audit Standards for Chinese Certified Public Accountants" and other regulations during the period of providing audit services to the company, follow independent, objective and fair practice standards, and complete the annual review work well. It is agreed that the company will continue to hire China Shen Zhonghuan Accounting Firm (Special General Partnership) to provide the company with 2025 annual report audit and internal control audit services for a period of one year.

6. Appointment or dismissal of financial directors of listed companies

During the reporting period, based on the company's operation and management needs and after discussion by the nomination committee of the company's board of directors, it was decided to appoint Zhang Zhentao as the chief accountant. The qualifications of the above-mentioned personnel are in compliance with the requirements of relevant laws, administrative regulations and departmental rules. They are not prohibited from entering the market as determined by the China Securities Regulatory Commission and relevant regulations, and the prohibition has not yet been lifted. The Nomination Committee of the Board of Directors agreed to submit the above-mentioned relevant proposals to the Board of Directors for consideration.

7. Changes in accounting policies, accounting estimates or correction of major accounting errors due to reasons other than changes in accounting standards

During the reporting period, the Company had no changes in accounting policies, accounting estimates or correction of major accounting errors.

8. Nominate or appoint or remove directors, hire or dismiss senior managers

During the reporting period, the term of the company’s eleventh board of directors expired in March 2025, and a general election was required. Relevant shareholders of the company nominated directors for the 12th board of directors: shareholder Zhuoer Holdings Co., Ltd. nominated Yan Zhi and Ren Dongchuan as non-independent director candidates for the 12th board of directors; shareholder Yan Zhi nominated Du Shuwei and Peng Chi as non-independent director candidates for the 12th board of directors; shareholder Wuhan Hanyang Investment Development Group Co., Ltd. nominated Feng Zhenyu and Pan Xiyu as candidates The company's non-independent director candidate for the twelfth board of directors; shareholder Yan Zhi nominated Fu Caiwu as the company's independent director candidate for the twelfth board of directors; shareholder Zhuoer Holdings Co., Ltd. nominated Gu Jihong as the company's independent director candidate for the twelfth board of directors; shareholder Wuhan Hanyang Investment Development Group Co., Ltd. nominated Wang Xunan as the company's independent director candidate for the twelfth board of directors. The qualifications of the above candidates meet the requirements of relevant laws, administrative regulations and departmental rules. They have not been determined to be prohibited from entering the market by the China Securities Regulatory Commission and relevant regulations, and the prohibition has not yet been lifted. The nomination committee of the board of directors agreed to submit the list of candidates to the board of directors and shareholders' meeting for review.

During the reporting period, according to the company's operation and management needs, and after discussion by the nomination committee of the company's board of directors, it was decided to appoint Dongchuan, Wei Zeqing, Feng Fan, Li Zouqiang, Zhang Zhentao and Wang Guannan as deputy general managers of the company, and Zhang Zhentao concurrently serves as the chief accountant and secretary of the board of directors. The qualifications of the above-mentioned personnel are in compliance with the requirements of relevant laws, administrative regulations and departmental rules. They are not prohibited from entering the market as determined by the China Securities Regulatory Commission and relevant regulations, and the prohibition has not yet been lifted. The Nomination Committee of the Board of Directors agreed to submit the above-mentioned relevant proposals to the Board of Directors for consideration.

9. Remuneration of directors and senior managers, formulating or changing equity incentive plans and employee stock ownership plans, ensuring that incentive objects are granted rights and conditions for exercising rights and interests are met, and directors and senior managers arrange stock ownership plans in subsidiaries to be spun off

During the reporting period, this situation did not exist in the company.

10. External guarantees and capital occupation

The company strictly complies with the relevant provisions of the China Securities Regulatory Commission on external guarantees, the "Shanghai Stock Exchange Stock Listing Rules" and the relevant requirements of the "Articles of Association" to regulate the company's external guarantee behavior and control external guarantee risks. During the reporting period, the company's external guarantees were all guarantees for bank loans between the company and its holding subsidiaries and subsidiaries. All guarantees were within the total guarantee limit estimated by the annual shareholders' meeting. The company has never provided guarantees to the controlling shareholder, actual controller, or any unincorporated unit or individual. I believe that the company's decision-making process for external guarantees complies with relevant laws, administrative regulations and the Articles of Association, and that information disclosure is sufficient and complete.

During the reporting period, the company's controlling shareholder and its related parties did not occupy the company's funds for non-operational purposes.

4. Overall evaluation and suggestions

During the reporting period, as an independent director, I conscientiously performed my duties stipulated in laws and regulations, the "Articles of Association" and "Independent Director Work System", strengthened on-site research and performance of duties, paid close attention to the company's finances, internal control management, production and operations, etc., gave full play to my expertise and work experience, adhered to the principles of prudence, objectivity and independence, worked diligently and conscientiously, took the initiative to deeply understand the company's operations and operations, and made suggestions for the company's sustainable and steady development.

In 2026, I will continue to act in a spirit of integrity and diligence, in accordance with the provisions and requirements of laws, regulations, normative documents and the company's articles of association, fulfill the obligations of an independent director, give full play to the role of an independent director, resolutely safeguard the legitimate rights and interests of all shareholders, especially small and medium-sized shareholders, and make efforts to promote the company's sustainable, stable and healthy development.

Independent Director:

(Wang Xunan)

April 27, 2026