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. Liu Yuping 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<AOA>laws, administrative regulations and other stipulations;
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
Three. Has gain the credentials of independent director according to the<training working guide for list company topmanager> made by CSRC ;
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
Five. The nominee and its direct relatives are neither direct or indirect shareholders with over1% of the issued stock of this listed company, nor the first ten shareholders of this listed company;
■ YES □ NO
If no, the detailsdescription___________________________
Six. The nominee and his direct relatives neither hold any positions directly or indirectly in units that
hold over5% of the stock of this listed company, nor hold any positions in units who are the first five shareholders of this listed company;
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
Ten. The nominee has not been involved in the six situations above in the past one year;
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
Thirteen. The nomineeisn’t punished by CSRC in the past three years.
■ YES □ NO
If no, the detailsdescription___________________________
Fourteen. The nomineeisn’t blamed in public and criticized over three times by security Exchange in the
past three years.
■ YES □ NO
If no, the detailsdescription___________________________
Fifteen.The nominee and the company he had workeddoesn’t exist any situation that influent thenominee’s independence in the past one year.
■ YES □ NO
If no, the detailsdescription___________________________
Sixteen.The nomineedoesn’t violate the< a public servantlaw> as independent director.
■ YES □ NO
If no, the detailsdescription___________________________
Seventeen.The nominee is not the present central administer in government offices
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
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 buthasn’t report and put on records to the party organization he is in.
■ YES □ NO
If no, the detailsdescription___________________________
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 over25% by the foreigner businessmen .
■ YES □ NO
If no, the detailsdescription___________________________
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<The view of strengthening combat corruption and uphold integrity in highschool> made by centre Discipline Inspection Commission,Ministry of Education and Ministry of Supervision
■ YES □ NO
If no, the detailsdescription___________________________
Twenty Three. The nominee hold the position as independent director shall not contravene the rulesof<The temporary management measure of being independent director in insurance company> made by CIRC.
■ YES □ NO
If no, the detailsdescription___________________________
Twenty Four. The nominee hold the position as independent director shall not contravene the rulesof<The system guide of being independent director and external supervisor in stock commercialbank> made byPeople’s Bank of China.
■ YES □ NO
If no, the detailsdescription___________________________
Twenty Five. The nominee hold the position as independent director shall not contravene the rules of<The qualification management of director, supervisor and topmanager> made by CSRC.
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
Twenty Seven. Including Wafangdian Bearing Company Limited,the nomineeshouldn’t hold his position as independent director in more than five list companies, at the same timehasn’t act as independent director in Wafangdian Bearing Company Limited more than six years continuous.
■ YES □ NO
If no, the detailsdescription___________________________
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<The independent director measure for reference of Shen Zhen securityExchange>
■ YES □ NO
If no, the detailsdescription___________________________
Twenty Nine. During the time of being independent director, the nomineeisn’t always absent or attend the meeting personally.
In the last three years, the nominee should be present the board session fo 10 times, and absent for 0 times.
■ YES □ NO
If no, the detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
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 detailsdescription___________________________
Thirty Four. The nominee will not influent the director to be honest and diligent, or perform duty independently.
■ YES □ NO
If no, the detailsdescription___________________________
I hereby guarantee that the above statements are true, complete and accurate, and there are no