Statement of candidate for independent director of Weili Medical (Ouyang Wenjin)
Statement of Independent Director Candidates of Guangzhou Weili Medical Devices Co., Ltd.
I, Ouyang Wenjin, have fully understood and agreed to be nominated by the nominator, the Board of Directors of Guangzhou Weili Medical Equipment Co., Ltd., as an independent director candidate for the sixth session of the Board of Directors of Guangzhou Weili Medical Equipment Co., Ltd. (hereinafter referred to as the "Company"). I publicly declare that I have the qualifications to serve as an independent director and guarantee that there is no relationship that would affect my independence as an independent director of the company. The specific statement is as follows:
- I have basic knowledge of the operation of listed companies, am familiar with relevant laws, administrative regulations, rules and other normative documents, and have more than 5 years of legal, economic, accounting, financial, management or other work experience necessary to perform the duties of an independent director.
I have participated in the Shanghai Stock Exchange’s 2023 Phase 2 follow-up training for independent directors of listed companies and obtained a training certificate.
2. My qualifications meet the requirements of the following laws, regulations, departmental rules and company rules:
(1) The provisions of the "Company Law of the People's Republic of China" on the qualifications of directors;
(2) The provisions of the Civil Servant Law of the People's Republic of China regarding civil servants holding concurrent positions;
(3) The relevant provisions of the China Securities Regulatory Commission's "Administrative Measures for Independent Directors of Listed Companies", the self-regulatory rules of the Shanghai Stock Exchange and the company's articles of association regarding the qualifications and conditions for independent directors;
(4) The regulations of the Central Commission for Discipline Inspection of the Communist Party of China and the Organization Department of the Central Committee of the Communist Party of China on "Notice on Regulating Central Management Cadres to Resign from Public Office or Serve as Independent Directors and Independent Supervisors of Listed Companies and Fund Management Companies after Retirement";
(5) Relevant regulations of the Organization Department of the Central Committee of the Communist Party of China on "Opinions on Further Regulating Part-time Work (Office) of Party and Government Leading Cadres in Enterprises";
(6) Relevant provisions of the "Opinions on Strengthening Anti-corruption and Integrity Construction in Colleges and Universities" issued by the Central Commission for Discipline Inspection of the Communist Party of China, the Ministry of Education, and the Ministry of Supervision;
(7) Other laws, regulations, departmental rules, normative documents and situations stipulated by the Shanghai Stock Exchange.
3. I am independent and do not fall into the following situations:
(1) Personnel working in the company or its affiliated enterprises and their spouses, parents, children, and major social relations (main social relations refer to brothers and sisters, spouses of brothers and sisters, parents of spouses, brothers and sisters of spouses, spouses of children, parents of children’s spouses, etc.);
(2) Directly or indirectly hold more than 1% of the company’s issued shares or are natural person shareholders and their spouses, parents, and children among the top 10 shareholders of the company;
(3) Shareholders who directly or indirectly hold more than 5% of the company’s issued shares or persons who serve among the top five shareholders of the company and their spouses, parents, and children;
(4) Personnel working in affiliated enterprises of the controlling shareholder or actual controller of a listed company and their spouses, parents, and children;
(5) Persons who have significant business dealings with listed companies, their controlling shareholders, actual controllers, or their respective subsidiaries, or persons who serve in units that have significant business dealings, their controlling shareholders, or actual controllers;
(6) Personnel who provide financial, legal, consulting, sponsorship and other services to listed companies, their controlling shareholders, actual controllers or their respective affiliated enterprises, including but not limited to all members of the project team of the intermediary agency providing services, reviewers at all levels, persons who signed the report, partners, directors, senior managers and principal persons in charge;
(7) Persons who have had the circumstances listed in the first six items in the past 12 months;
(8) Other circumstances in which the Shanghai Stock Exchange determines that it is not independent.
4. I do not have the following bad records:
(1) Subject to administrative penalties from the China Securities Regulatory Commission or criminal penalties from judicial authorities within the last 36 months;
(2) Being investigated by the China Securities Regulatory Commission or judicial authorities for suspected securities and futures crimes, but no clear conclusion has been reached;
(3) Those who have been publicly condemned by the stock exchange or criticized more than three times in the past 36 months;
(4) There are bad records such as major breach of trust;
(5) Other circumstances determined by the Shanghai Stock Exchange.
I am not a person who was dismissed from his position by the board of directors as proposed by the board of directors for convening a shareholders' meeting because he failed to attend in person or entrust other directors to attend board meetings twice in a row during his previous term as an independent director.
Including Guangzhou Weili Medical Equipment Co., Ltd., the number of domestic listed companies in which I am an independent director does not exceed 3, and I have not served in Guangzhou Weili Medical Equipment Co., Ltd. for more than 6 consecutive years.
I have rich professional accounting knowledge and experience, and possess the qualifications of a certified public accountant and a senior accounting professional title.
I have passed the qualification review of the Nomination Committee of the fifth session of the Board of Directors of Guangzhou Weili Medical Devices Co., Ltd., and the nominator has no interest relationship with me or other relationships that may hinder the independent performance of my duties.
I have complied with the "Shanghai Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1" of the Shanghai Stock Exchange——