Annual Report 2025

Sunny Optical Technology (Group) Company Limited • ANNUAL REPORT 2025 58 Corporate Governance Report 企業管治報告 委任、重選及罷免 本公司已實施一套正式、審慎且具透明度的程 序委任董事會新董事。 倪文軍先生獲委任為執行董事，自二零二五年 七月一日起生效。根據上市規則第 3.09D 條， 其於二零二五年六月二十三日於一間有資格就 香港法律提供意見的律師行取得法律意見，明 白上市規則中適用於其擔任董事的規定，以及 向聯交所作出虛假聲明或提供虛假信息所可能 引致的後果。倪文軍先生亦確認明白其作為董 事的責任。 陳剛先生獲委任為獨立非執行董事，自二零 二五年一月一日起生效。根據上市規則第 3.09D 條，其於二零二四年十二月三十一日於 一間有資格就香港法律提供意見的律師行取得 法律意見，明白上市規則中適用於其擔任董事 的規定，以及向聯交所作出虛假聲明或提供虛 假信息所可能引致的後果。陳剛先生亦確認明 白其作為董事的責任。 湯蕙儀女士獲委任為獨立非執行董事，自二零 二五年四月二十二日起生效。根據上市規則第 3.09D 條，其於二零二五年四月十六日於一間 有資格就香港法律提供意見的律師行取得法律 意見，明白上市規則中適用於其擔任董事的規 定，以及向聯交所作出虛假聲明或提供虛假信 息所可能引致的後果。湯蕙儀女士亦確認明白 其作為董事的責任。 程雲鳳女士獲委任為獨立非執行董事，自二 零二六年四月一日起生效。根據上市規則第 3.09D 條，其於二零二六年三月三十一日於一 間合資格就香港法律提供意見的律師行取得法 律意見，明白上市規則中適用於其擔任董事的 規定，以及向聯交所作出虛假聲明或提供虛假 信息所可能引致的後果。程雲鳳女士亦確認明 白其作為董事的責任。 Appointment, Re-election and Removal The Company has implemented a set of formal, prudent and transparent procedures for the appointment of new Directors to the Board. Mr. Ni Wenjun was appointed as an executive Director with effect from 1 July 2025. On 23 June 2025, pursuant to Rule 3.09D of the Listing Rules, he obtained legal advice from a firm of solicitors qualified to advise on Hong Kong law as regards the requirements under the Listing Rules that are applicable to him as a Director and the possible consequences of making a false declaration or giving false information to the Stock Exchange. Mr. Ni Wenjun also confirmed he understood his obligations as a Director. Mr. Chen Gang was appointed as an independent non-executive Director with effect from 1 January 2025. On 31 December 2024, pursuant to rule 3.09D of the Listing Rules, he obtained the legal advice from a firm of solicitors qualified to advise on Hong Kong law as regards the requirements under the Listing Rules that are applicable to him as a Director and the possible consequences of making a false declaration or giving false information to the Stock Exchange. Mr. Chen Gang also confirmed he understood his obligations as a Director. Ms. Thoeng Wai Yee Cheryl was appointed as an independent non-executive Director with effect from 22 April 2025. On 16 April 2025, pursuant to rule 3.09D of the Listing Rules, she obtained the legal advice from a firm of solicitors qualified to advise on Hong Kong law as regards the requirements under the Listing Rules that are applicable to her as a Director and the possible consequences of making a false declaration or giving false information to the Stock Exchange. Ms. Thoeng Wai Yee Cheryl also confirmed she understood her obligations as a Director. Ms. Ching Wan Fung was appointed as an independent non-executive Director with effect from 1 April 2026. On 31 March 2026, pursuant to rule 3.09D of the Listing Rules, she obtained the legal advice from a firm of solicitors qualified to advise on Hong Kong law as regards the requirements under the Listing Rules that are applicable to her as a Director and the possible consequences of making a false declaration or giving false information to the Stock Exchange. Ms. Ching Wan Fung also confirmed she understood her obligations as a Director.