Announcement of the Nominator of the Independent Director of
Wafangdian Bearing Company Limited
This is to declare that the nominator, Wafangdian Bearing Group Company and the nominee, Mr. Wen
Bo who is now nominated as the 7th session independent directors of Wafangdian Bearing Company Limited
and the consent in writing to accept the position as independent director of the 7th session of Wafangdian
Bearing Company Limited. The nomination has been made on the basis of full understanding of the career,
education, academic title, detailed resume, all other part time jobs and other consideration (see attached
resume of the nominee).The nominator believes that the nominee accord with the relative laws, administrative
regulations, department regulations, and normative file, and meet the qualification of independent director and
independent requirement made by Shen Zhen Stock Exchange. The details are as the following:
One. Has all the qualifications for the position of director in the listed company in accordance with the
■ YES □ NO
If no, the details description___________________________
Two. Meets all the conditions required for this position in accordance with the Articles of Association of
Wafangdian Bearing Company Limited;
■ YES □ NO
If no, the details description___________________________
Three. Has gain the credentials of independent director according to the list company top manager> made by CSRC ; ■ YES □ NO If no, the details description___________________________ Four. The nominee, his direct relatives and main social companions do not hold any positions in Wafangdian Bearing Company Limited or any of its affiliates; ■ YES □ NO If no, the details description___________________________ Five. The nominee and its direct relatives are neither direct or indirect shareholders with over 1% of the issued stock of this listed company, nor the first ten shareholders of this listed company; ■ YES □ NO If no, the details description___________________________ Six. The nominee and his direct relatives neither hold any positions directly or indirectly in units that hold over 5% of the stock of this listed company, nor hold any positions in units who are the first five 6 shareholders of this listed company; ■ YES □ NO If no, the details description___________________________ Seven. The nominee, his direct relatives and do not hold any positions in the holding shareholder and actual controller of Wafangdian Bearing Company Limited or any of its affiliates; ■ YES □ NO If no, the details description___________________________ Eight. The nominee is not a person who provides financial, legal, managerial and technical consultation or other services to Wafangdian Bearing Company Limited or any of its affiliates and its holding shareholder; ■ YES □ NO If no, the details description___________________________ Nine. The nominee neither hold any positions in the company that has important business connect with Wafangdian Bearing Company Limited ,its holding shareholder and actual controller or any of their affiliates, nor hold any positions in the company that control the company that has important business connect with Wafangdian Bearing Company Limited ■□ YES □ NO If no, the details description___________________________ Ten. The nominee has not been involved in the six situations above in the past one year; ■ YES □ NO If no, the details description___________________________ Eleven. The nominee is not a person who is limited into security market by CSRC, and still during the time of prohibition. ■ YES □ NO If no, the details description___________________________ Twelve. The nominee is not a person who is considered as the person unsuited to be the director, supervisor or the top manager by security Exchange. ■ YES □ NO If no, the details description___________________________ Thirteen. The nominee isn’t punished by CSRC in the past three years. ■ YES □ NO If no, the details description___________________________ Fourteen. The nominee isn’t blamed in public and criticized over three times by security Exchange in the past three years. 7 ■ YES □ NO If no, the details description___________________________ Fifteen.The nominee and the company he had worked doesn’t exist any situation that influent the nominee’s independence in the past one year. ■ YES □ NO If no, the details description___________________________ Sixteen.The nominee doesn’t violate the < a public servant law> as independent director. ■ YES □ NO If no, the details description___________________________ Seventeen.The nominee is not the present central administer in government offices ■ YES □ NO If no, the details description___________________________ Eighteen. The nominee is not the centre administrator cadre who has left office or retirement three years ago and plan to hold the position in the list company that directly connect with his original business ■ YES □ NO If no, the details description___________________________ Nineteen .The nominee is not the centre administrator cadre who has left office or retirement three years ago and plan to hold the position as independent director but is disapprove by his original party unit and centre organization. ■ YES □ NO If no, the details description___________________________ Twenty. The nominee is not the centre administrator cadre who has left office or retirement three years ago and plans to hold the position as independent director but hasn’t report and put on records to the party organization he is in. ■ YES □ NO If no, the details description___________________________ Twenty one.The nominee is not the centre administrator cadre who has left office or retirement three years ago and plan to hold the position as independent director in the list company controlled by his original position area and whose share is kept over 25% by the foreigner businessmen . ■ YES □ NO If no, the details description___________________________ 8 Twenty Two.The nominee hold the position as independent director shall not contravene the rules that the leaders in high school take part-time job in integrity in high school > made by centre Discipline Inspection Commission,Ministry of Education and Ministry of Supervision ■ YES □ NO If no, the details description___________________________ Twenty Three. The nominee hold the position as independent director shall not contravene the rules of CIRC. ■ YES □ NO If no, the details description___________________________ Twenty Four. The nominee hold the position as independent director shall not contravene the rules of made by People’s Bank of China. ■ YES □ NO If no, the details description___________________________ Twenty Five. The nominee hold the position as independent director shall not contravene the rules of ■ YES □ NO If no, the details description___________________________ Twenty Six. The nominee hold the position as independent director shall not contravene the rules of being director and independent director. ■ YES □ NO If no, the details description___________________________ Twenty Seven. Including Wafangdian Bearing Company Limited,the nominee shouldn’t hold his position as independent director in more than five list companies, at the same time hasn’t act as independent director in Wafangdian Bearing Company Limited more than six years continuous. ■ YES □ NO If no, the details description___________________________ Twenty Eigth.The nominee has supervise the board session to publish his career, education, academic title, detailed resume, all other part time jobs and other consideration according to the requirement of 9 independent director measure for reference of Shen Zhen security Exchange> ■ YES □ NO If no, the details description___________________________ Twenty Nine. During the time of being independent director, the nominee isn’t always absent or attend the meeting personally. In the last three years, the nominee should be present the board session for 2 times, and absent for 0 times. ■ YES □ NO If no, the details description___________________________ Thirty . The nominee is not the person who reports the substandard independent opinion or the opinion is found not match with the truth obvious. ■ YES □ NO If no, the details description___________________________ Thirty One. The nominee is not the person who is punished by other department beyond CSRC in the last three years. ■ YES □ NO If no, the details description___________________________ Thirty Two. The nominee is not the person who act as Independent Director in more than five listed companies including the Company. ■ YES □ NO If no, the details description___________________________ Thirty Three. The nominee is not the person who is over 70 and hold his position in many companies, organizations. ■ YES □ NO If no, the details description___________________________ Thirty Four. The nominee will not influent the director to be honest and diligent, or perform duty independently. ■ YES □ NO If no, the details description___________________________ I hereby guarantee that the above statements are true, complete and accurate, and there are no false or misleading contents included. The nominator fully understands the possible results of any false 10 11
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