Securities code: 688080 Securities abbreviation: Yinghantong Announcement No.: 2023-048

Beijing yinghantong network technology co., ltd. on the expiration of the term of office of independent directors and the by-election of independent directors and the adjustment of the board of directors

Announcement of Committee Members

Beijing yinghantong Network Technology Co., Ltd. (hereinafter referred to as "the company") held the eighth meeting of the Fourth Board of directors on November 17, 2023, deliberated and passed the proposal on the expiration of the term of office of independent directors and by election of independent directors of the Fourth Board of directors, and the proposal on adjusting the members of the special committees of the Fourth Board of directors of the company. The specific situation is hereby announced as follows:

Expiration of Term of Independent Directors in 1.

The current independent directors of the company, Mr. Ren Jia, Mr. Wang Zhan, and Mr. Zhou Shunxiang, have served as independent directors of the company since December 6, 2017. According to the the People's Republic of China Company Law (hereinafter referred to as the Company Law) and the Independent Directors of Listed Companies According to relevant laws and regulations such as the Administrative Measures, independent directors shall not serve in the same listed company for more than six consecutive years. Therefore, the terms of office of Mr. Ren Jia, Mr. Wang Zhan and Mr. Zhou Shunxiang will expire soon. The company recently received applications for resignation from Mr. Ren Jia, Mr. Wang Zhan, and Mr. Zhou Shunxiang. After the expiration of the term of office, they resigned as independent directors of the company's fourth board of directors and related positions on the special committee of the fourth board of directors. Position.

In order to ensure that the number of directors and the number of independent directors of the company comply with the Articles of Association and statutory requirements, the resignation reports of Mr. Ren Jia, Mr. Wang Zhan and Mr. Zhou Shunxiang will take effect after the company's general meeting of shareholders elects new independent directors to fill their vacancies. Before the company convenes a general meeting of shareholders to by-elect new independent directors, Mr. Ren Jia, Mr. Wang Zhan, and Mr. Zhou Shunxiang will continue to perform the relevant duties of the company's independent directors and special committees of the board of directors in accordance with relevant laws and regulations and the "Articles of Association.

As of the disclosure date of this announcement, Mr. Ren Jia, Mr. Wang Zhan, and Mr. Zhou Shunxiang do not hold shares in the company, nor do they have any commitments that should be fulfilled but not fulfilled. Mr. Ren Jia, Mr. Wang Zhan and Mr. Zhou Shunxiang served as

During the period of independent directors of the company, they performed their duties diligently and dutifully, and played a positive role in the standardized operation and healthy development of the company. The board of directors of the company expressed heartfelt thanks to Mr. Ren Jia, Mr. Wang Zhan and Mr. Zhou Shunxiang for their contributions to the company during their tenure!

2. by-election of independent directors

In order to improve the corporate governance structure and ensure the standardized operation of the company's board of directors, in accordance with the "Company Law", "Articles of Association" and other relevant regulations, the company held the eighth meeting of the fourth board of directors on November 17, 2023. The "Proposal on the Expiration of the Term of Independent Directors and the By-election of Independent Directors of the Fourth Board of Directors", after the company's fourth board of directors nomination committee reviewed the qualifications of independent director candidates, the company's board of directors agreed to nominate Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu as independent director candidates for the company's fourth board of directors (see the attachment for the resume). The term of office is from the company's third extraordinary shareholders in 2023. From the date of approval of the general meeting to the date of expiration of the fourth board of directors.

As of the disclosure date of this announcement, Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu do not hold company shares, and the company's controlling shareholders, actual controllers, shareholders holding more than 5% of the company's shares, and other directors, supervisors, There is no relationship between senior management personnel, and there is no situation that they are not allowed to serve as directors of the company in Article 146 of the Company Law, there is no situation that the China Securities Regulatory Commission has determined that it is prohibited from entering the market and is still in the prohibited period, and there is no situation that the stock exchange has publicly determined that it is not suitable to serve as a director of a listed company, and has not been punished by the China Securities Regulatory Commission, the Shanghai Stock Exchange and other relevant departments And punishment, in line with the "Company Law" and other relevant laws, regulations and regulations require the qualifications.

Independent director candidates Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu have rich professional knowledge, are familiar with relevant laws, administrative regulations, rules and rules, and have obtained independent director qualification certificates or completed independent director performance platform Learning, their qualifications and independence need to be filed and reviewed by the Shanghai Stock Exchange before they can be submitted to the company's shareholders meeting for deliberation.

3. to adjust the membership of special committees of the board of directors

The company held the eighth meeting of the fourth board of directors on November 17, 2023, and reviewed and approved the "Proposal on Adjusting the Members of the Special Committees of the Fourth Board of Directors of the Company." According to the relevant provisions of the Measures for the Administration of Independent Directors of Listed Companies, the members of the audit committee shall be directors who are not senior managers of listed companies. Recently, Mr. Han Chuanjun, director and deputy general manager of the company, submitted a resignation report to the board of directors of the company, applying to resign as a member of the audit committee of the fourth board of directors of the company. The above resignation report was delivered to the board of directors of the company

Effective from the date, the company's board of directors agreed to by-elect Mr. Li Ming as a member of the audit committee of the fourth board of directors. At the same time, if the appointment of independent director candidates Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu is approved by the general meeting of shareholders, the company's board of directors agrees to by-elect the above-mentioned independent director candidates to serve as the audit committee, strategy committee, remuneration and assessment committee, and Nomination Committee of the Fourth Board of Directors. After the adjustment, the composition of the special committee of the fourth board of directors of the company is as follows:

The term of office of the above members is the same as that of the fourth board of directors of the company, and their duties, authority, decision-making procedures and rules of procedure are implemented in accordance with the articles of association and other relevant provisions. Among them, the effective premise of the appointment of Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu is that the company's shareholders meeting reviewed and approved the "Proposal on the Expiration of the Term of Independent Directors and By-election of Independent Directors of the Fourth Board of Directors".

4. opinion of independent directors

The independent directors of the company carefully reviewed the qualifications of the candidates for independent directors of the fourth board of directors and concluded that: this by-election of independent directors of the fourth board of directors complies with relevant laws and regulations and the relevant provisions of the Articles of Association and the needs of the company's operation. The nomination and voting procedures of the candidates for independent directors of the fourth board of directors of the company, Ms. Zhu Zhaohui, Ms. Yang Hui, and Mr. Yao Wu, are legal and effective, comply with the "Company Law", "Securities Law" and other laws and regulations and the relevant provisions of the "Articles of Association", there is no harm to the interests of the company and all shareholders, especially small and medium shareholders.

the candidates nominated this time have the qualification and ability to serve as independent directors of listed companies. there is no situation that Article 146 of the Company Law stipulates that they are not allowed to serve as directors of companies. there is no situation that the Company Law and the measures for the Administration of Independent Directors of listed companies are not allowed to serve as independent directors of listed companies, and there is no situation that the CSRC has identified as a market ban and has not been lifted ", nor has it been punished or disciplined by the China Securities Regulatory Commission and the stock exchange.

Therefore, we agree to the nomination of the above three independent director candidates and agree to submit the proposal to the company's general meeting of shareholders for deliberation.

It is hereby announced.

Board of Directors of Beijing Yinghantong Network Technology Co., Ltd.

18 November 2023

Attachments:

Resume of Independent Director Candidates for the Fourth Board of Directors

1. Ms. Zhu Zhaohui, born in January 1970, Chinese nationality, no permanent residence abroad, doctor of management science and engineering, certified public accountant, professor. From August 1991 to September 1993, he served as a teacher in Ningbo Lishe Township Junior High School. From September 1993 to August 1996, he was a graduate student. From August 1996 to 2004In May, he served as an assistant professor, lecturer, and associate professor in the Accounting Department of Hangzhou Business School. From May 2004 to May 2013, he served as an associate professor and professor of finance and accounting at Zhejiang Gongshang University. From May 2013 to December 2019, he served as the deputy dean of the School of Finance and Accounting of Zhejiang Gongshang University. Since January 2020, he has been a professor at the School of Accounting of Zhejiang Gongshang University. Since October 2020, he has been an independent director of Jiaxing Zhongrun Optical Technology Co., Ltd.

as of the disclosure date of this announcement, Ms. Zhu Zhaohui does not hold shares of the company, has no relationship with the controlling shareholder and actual controller of the company, and has no relationship with other shareholders, directors, supervisors and senior managers who hold more than 5% of the company's shares.

Ms. Zhu Zhaohui does not have the situation that she is not allowed to serve as a company director in Article 146 of the Company Law, has not been identified by the China Securities Regulatory Commission as a market ban and is still in the ban period, nor has she been publicly determined by the stock exchange as not suitable to serve as a director of a listed company, has not been punished and punished by the China Securities Regulatory Commission, Shanghai Stock Exchange and other relevant departments, and meets the requirements of the Company Law and other relevant laws, regulations.

2. Ms. Yang Hui, born in September 1969, Chinese nationality, no permanent residency abroad, doctoral degree in cognitive psychology at Beijing Normal University. From July 1994 to February 2001, he was a lecturer in the Department of Psychology, Beijing Normal University; from June to September 1996, he was a visiting scholar in the Department of Psychology, University of New South Wales, Australia; from August 1997 to September 1998, he was a visiting scholar at the University of Pittsburgh Learning Research and Development Center; from February to May 2001, he was a training consultant for Lenovo Digital China Co., Ltd.; from May 2001 to May 2004, he was a senior training consultant for Siemens (China); from May 2004 to November 2010, he served as the human resources business partner of Siemens (China) Co., Ltd. Automation and Drive Group; from December 2010 to January 2015, he served as the senior human resources director of Danfoss (China) Investment Co., Ltd. From February 2015 to April 2018, he served as the president, learning and development director of Schneider Electric (China) Co., Ltd. Enterprise University; since April 2018, he is the executive director, manager and chief consultant of Beijing Xiyou Enterprise Management Consulting Co., Ltd.

as of the disclosure date of this announcement, Ms. Yang Hui does not hold shares of the company, has no relationship with the controlling shareholder and actual controller of the company, and has no relationship with other shareholders, directors and supervisors who hold more than 5% of the company's shares

There is no relationship with senior management.

Ms. Yang Hui does not have the situation that she is not allowed to serve as a director of a company in Article 146 of the Company Law, has not been determined by the China Securities Regulatory Commission as a market ban and is still in the ban period, nor has she been publicly determined by the stock exchange as not suitable to serve as a director of a listed company, has not been punished and punished by the China Securities Regulatory Commission, Shanghai Stock Exchange and other relevant departments, and meets the requirements of the Company Law and other relevant laws, regulations.

3. Mr. Yao Wu, born in October 1964, Chinese nationality, no permanent residency abroad, master's degree in circuits and systems, Department of Electronic Engineering, Beijing University of Technology. From July 1987 to August 1990, he served as an assistant engineer at Hefei Institute of Intelligent Machinery, Chinese Academy of Sciences; from September 1990 to March 1993, he studied for a master's degree in the Department of Electronic Engineering, Beijing University of Technology; from March 1993 to March 1995, he served as an engineer in the network department of Lenovo Group Co., Ltd.; from April 1995 to March 1997, he served as the deputy general manager of the network department of Lenovo Technology Co., Ltd; from April 2000 to March 2001, he served as Deputy General Manager of Lenovo Network Technology Co., Ltd.; from April 2001 to December 2004, he served as Vice President of Digital China Group Co., Ltd. and General Manager of Digital China Network Company; from January 2005 to December 2008, he served as Executive Vice President of Digital China Technology Development Co., Ltd.; from January 2009 to December 2010, he served as General Manager of Enterprise Development Department of Digital China (China) Co., Ltd.; from January 2011 to December 2016, serve as Vice President of Digital China Smart City Business Group, Chairman of Digital China Octopus Information System Service Co., Ltd., and General Manager of Wuhan City Card Co., Ltd.; From January 2017 to June 2020, he served as Director of Audit Department of Digital China Holdings Co., Ltd.; Since July 2020, he has served as Director of Business Development of Xinchuang Supply Chain of Digital China Group Co., Ltd.

as of the disclosure date of this announcement, Mr. Yao Wu does not hold shares of the company, has no relationship with the controlling shareholder and actual controller of the company, and has no relationship with other shareholders, directors, supervisors and senior managers who hold more than 5% of the company's shares.

Mr. Yao Wu does not have the situation that he is not allowed to serve as a company director in Article 146 of the Company Law, has not been determined by the China Securities Regulatory Commission as a market ban and is still in the ban period, nor has he been publicly determined by the stock exchange that he is not suitable to serve as a director of a listed company, has not been punished and punished by the China Securities Regulatory Commission, Shanghai Stock Exchange and other relevant departments, and meets the requirements of the Company Law and other relevant laws, regulations.

Attachment: Original Announcement