Securities code: 002823 securities abbreviation: Shenzhen Kaizhong Precision Technology Co.Ltd(002823) Announcement No.: 2022-007 bond Code: 128042 bond abbreviation: Kaizhong convertible bond
Shenzhen Kaizhong Precision Technology Co.Ltd(002823)
Announcement on the resolution of the first holders’ meeting of the employee stock ownership plan in 2021
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Shenzhen Kaizhong Precision Technology Co.Ltd(002823) (hereinafter referred to as “the company”) the first meeting of the holders of the 2021 employee stock ownership plan was held in the company’s conference room on February 8, 2022 by means of on-site combined communication. The meeting was convened and presided over by Ms. Qin Rong, Secretary of the board of directors of the company. There are 87 holders who should attend this time and 87 actual holders who represent 8500000 shares of the employee stock ownership plan, accounting for 85.00% of the total share of the company’s employee stock ownership plan (the total share includes reserved shares). The convening, convening and voting procedures of the meeting shall comply with the provisions of relevant laws and regulations, normative documents and management measures of employee stock ownership plan. The meeting deliberated and adopted the following proposals by open ballot:
1、 Deliberated and passed the proposal on establishing the Management Committee of employee stock ownership plan in 2021
In order to ensure the smooth implementation of the company’s employee stock ownership plan and protect the legitimate rights and interests of the holders, according to the relevant provisions of the measures for the administration of employee stock ownership plan in Shenzhen Kaizhong Precision Technology Co.Ltd(002823) 2021, the holders’ meeting agreed to establish an employee stock ownership plan management committee as the daily management and supervision organization of the employee stock ownership plan to exercise shareholders’ rights on behalf of the holders. The Management Committee of the employee stock ownership plan is composed of three members and one chairman of the management committee. The term of office of the members of the management committee is the duration of the employee stock ownership plan. Voting results: 8500000 votes were agreed, accounting for 100% of the total shares held by the holders attending the shareholders’ meeting; No objection, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting; 0 abstention, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting.
2、 The proposal on electing members of the Management Committee of the employee stock ownership plan in 2021 was reviewed and passed. According to the relevant provisions of the measures for the management of the employee stock ownership plan in 2021, Shen Quanli, Fu Yan and Liu Yongqiang were agreed to be elected as members of the Management Committee of the company’s employee stock ownership plan after deliberation at the holders’ meeting. The term of office is consistent with the duration of the company’s employee stock ownership plan in 2021.
Among the above members of the management committee, Shen Quanli, Fu Yan and Liu Yongqiang have no relationship with the largest shareholder and actual controller of the company, shareholders holding more than 5% of the shares of the company, other directors, supervisors and senior managers of the company.
Voting results: 8500000 votes were agreed, accounting for 100% of the total shares held by the holders attending the shareholders’ meeting; No objection, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting; 0 abstention, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting.
On the same day, the Management Committee of the employee stock ownership plan held its first meeting in 2021 and elected Shen Quanli as the chairman of the Management Committee of the company’s employee stock ownership plan, with a term of office consistent with the duration of the employee stock ownership plan in 2021. 3、 Deliberated and passed the proposal on Authorizing the 2021 ESOP Management Committee to handle matters related to this ESOP
According to the relevant provisions of the measures for the administration of the employee stock ownership plan in Shenzhen Kaizhong Precision Technology Co.Ltd(002823) 2021, in order to ensure the smooth progress of the company’s employee stock ownership plan in 2021, the holder meeting agreed to authorize the management committee to handle the relevant matters of the employee stock ownership plan. The specific authorized matters are as follows:
1. Be responsible for convening the shareholders’ meeting and implementing the resolutions of the shareholders’ meeting;
2. Supervise the daily management of ESOP on behalf of all holders;
3. Exercise the shareholder rights of the shares held by the employee stock ownership plan on behalf of all holders or authorize the management authority to exercise the shareholder rights;
4. Decide whether to hire relevant professional institutions to provide management, consulting and other services for the daily management of the shareholding plan; 5. Sign relevant agreements and contracts on behalf of the ESOP;
6. Manage the equity distribution of the employee stock ownership plan, and decide on the sale and distribution of the underlying shares when the legal lock-in period of the employee stock ownership plan and the expiration, liquidation and early termination of the share lock-in period expire;
7. Make decisions on the ownership of shares abandoned and forcibly recovered by the employee stock ownership plan;
8. Handle share registration and inheritance registration of employee stock ownership plan;
9. Be responsible for the reduction arrangement of employee stock ownership plan;
10. According to the authorization of the holders’ meeting, during the duration of the employee stock ownership plan, the company will decide whether to participate in the financing and capital solutions when financing by means of allotment, additional issuance and convertible bonds;
11. Other duties to be performed by the management committee or other duties authorized by the shareholders’ meeting as agreed in the employee stock ownership plan and relevant laws and regulations.
This authorization is valid from the date of approval of the first holders’ meeting of the company’s employee stock ownership plan in 2021 to the date of termination of the company’s employee stock ownership plan in 2021.
Voting results: 8500000 votes were agreed, accounting for 100% of the total shares held by the holders attending the shareholders’ meeting; No objection, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting; 0 abstention, accounting for 0% of the total shares held by the holders attending the shareholders’ meeting.
It is hereby announced.
Shenzhen Kaizhong Precision Technology Co.Ltd(002823) board of directors
February 9, 2022
