Securities code: 600252 securities abbreviation: Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) No.: pro 2022-4 Guangxi Wuzhou Zhongheng Group Co.Ltd(600252)
Announcement on the resolution of the 35th meeting of the 9th board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. The notice of the 35th meeting of the ninth board of directors of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) (hereinafter referred to as " Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) " or "the company") was sent by e-mail on January 21, 2022, and the meeting was held by communication on January 27, 2022. There are 7 directors who should participate in the meeting and 7 directors who actually participate in the meeting. The convening and convening of the meeting comply with the relevant provisions of the company law, Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the articles of association and the rules of procedure of the board of directors, and the resolutions made are legal and effective. The meeting deliberated and adopted the following proposals and matters by open ballot:
1、 The meeting deliberated and approved the proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on adjusting matters related to the restricted stock incentive plan in 2021;
Whereas the 36 incentive objects identified in the Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) 2021 restricted stock incentive plan (Draft) (hereinafter referred to as "incentive plan (Draft)") voluntarily give up all or part of the restricted shares to be granted to them due to resignation or personal reasons, with a total of 6.705 million shares, according to the authorization of the fourth extraordinary general meeting of shareholders of the company in 2021 to the board of directors, The board of directors of the company shall adjust the list of incentive objects granted for the first time, the number of shares granted for the first time and the reserved shares of the incentive plan.
After this adjustment, the number of incentive objects granted for the first time was adjusted from 250 to 218, the number of restricted shares granted for the first time was adjusted from 43.08 million shares to 36.375 million shares, the grant price was 1.76 yuan / share, and the number of reserved restricted shares was adjusted from 6.818443 million shares to 9.093750 million shares.
Mr. Liang Jiansheng, the director, is the incentive object of this incentive plan and has avoided voting on this proposal.
Voting results: 6 in favor, 0 against, 0 abstention and 1 avoidance.
The independent directors of the company have expressed their independent opinions on this proposal.
The specific contents of this proposal are detailed in the announcement disclosed by the company on the website of Shanghai Stock Exchange.
2、 The meeting deliberated and adopted the Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) proposal on granting restricted shares to incentive objects for the first time;
According to the relevant provisions of the measures for the administration of equity incentive of listed companies, the incentive plan (Draft) and the authorization of the fourth extraordinary general meeting of shareholders in 2021 held by the company on December 8, 2021, the board of directors of the company believes that the conditions for the first grant of the restricted stock incentive plan have been met, There is no situation that restricted shares cannot be granted or become incentive objects. It is agreed to determine January 27, 2022 as the first grant date of restricted shares, and grant a total of 36.375 million restricted shares to 218 eligible incentive objects for the first time.
Mr. Liang Jiansheng, the director, is the incentive object of this incentive plan and has avoided voting on this proposal.
Voting results: 6 in favor, 0 against, 0 abstention and 1 avoidance.
The independent directors of the company have expressed their independent opinions on this proposal.
The specific contents of this proposal are detailed in the announcement disclosed by the company on the website of Shanghai Stock Exchange.
3、 The meeting deliberated and adopted the Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) proposal on adjusting the organizational structure and functions of the group.
In order to better facilitate the strategic development of the company, further standardize the corporate governance, strengthen the functional support platform, and improve the internal operation efficiency and comprehensive operation level, the board of directors agreed to adjust the organizational structure of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) headquarters and optimize the distribution of some functions and responsibilities according to the needs of production and operation management and the relevant provisions of the articles of association. After the adjustment, Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) headquarters is equipped with offices (Party committee office / Party Committee Publicity Department), marketing department, science and innovation quality department, securities department (Board Office), investment and development department, financial management department, safety and environment production department, human resources department, party masses work department (trade Union Office), discipline inspection and supervision department (Party Committee inspection team), risk control and legal department Audit compliance department and other 12 departments.
Voting results: 7 in favor, 0 against, 0 abstention and 0 avoidance.
It is hereby announced.
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Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) board of directors January 28, 2022
