Securities code: 300207 securities abbreviation: Sunwoda Electronic Co.Ltd(300207) Announcement No.: 2022-031 Sunwoda Electronic Co.Ltd(300207)
Announcement of resolutions of the 25th meeting of the 5th board of directors
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.
The notice of the 25th meeting of the 5th board of directors of Sunwoda Electronic Co.Ltd(300207) (hereinafter referred to as ” Sunwoda Electronic Co.Ltd(300207) ” or “the company”) was sent by hand, telephone, wechat and other means on January 24, 2022. The meeting was held at 15:30 p.m. on February 11, 2022 in the company’s conference room in a combination of on-site and communication. The board of directors should have 7 directors and actually 7 directors. The meeting was presided over by Mr. Wang Wei, chairman of the board. The convening and convening of this meeting comply with the provisions of the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the Sunwoda Electronic Co.Ltd(300207) articles of Association (hereinafter referred to as the “articles of association”). The meeting was presided over by Mr. Wang Wei, chairman of the company. After careful deliberation, the directors attending the meeting adopted the following resolutions by open ballot:
1、 The proposal on adjusting the list of incentive objects and the number of grants of the restricted stock and stock option incentive plan in 2022 was reviewed and approved.
Among the 3306 incentive objects determined in the Sunwoda Electronic Co.Ltd(300207) 2022 restricted stock and stock option incentive plan (Draft) (hereinafter referred to as the “incentive plan” or the “incentive plan”), 6 incentive objects give up 6000 restricted shares granted by the incentive plan due to resignation or personal reasons, Ten incentive objects abandoned 20000 stock options granted by the incentive plan due to resignation or personal reasons. The board of directors of the company adjusted the equity shares abandoned by the above 16 incentive objects according to the authorization of the general meeting of shareholders. After the adjustment, the number of incentive objects was adjusted from 3306 to 3290, the number of restricted shares granted for the first time was adjusted from 8.24 million to 8.234 million, the number of stock options granted for the first time was adjusted from 16.69 million to 16.67 million, and the reserved number remained unchanged. In addition to the above adjustments, the incentive plan implemented by the company this time is consistent with the incentive plan deliberated and adopted at the second extraordinary general meeting of shareholders in 2022.
The specific contents of the company’s announcement on adjusting the list of incentive objects and the number of grants of the restricted stock and stock option incentive plan in 2022 are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Mr. Zeng Yu, the director, is the incentive object of this incentive plan. He avoids voting on this proposal and the other non affiliated directors will vote on it.
Voting results: 6 in favor, 0 against and 0 abstention.
Independent directors have expressed independent opinions on this proposal.
2、 The proposal on granting class II restricted stocks and stock options to incentive objects was deliberated and adopted.
In accordance with the relevant provisions of the measures for the administration of equity incentive of listed companies, the incentive plan and the authorization of the company’s second extraordinary general meeting in 2022, the board of Directors considers that the conditions for the first grant of the company’s incentive plan have been met, and agrees to determine February 11, 2022 as the first grant date of class II restricted shares and the first grant date of stock options, 8234000 class II restricted shares were granted to 2248 eligible incentive objects, and 16.67 million stock options were granted to 1049 eligible incentive objects.
The specific contents of the company’s announcement on granting class II restricted shares and stock options to incentive objects are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Mr. Zeng Yu, the director, is the incentive object of this incentive plan. He avoids voting on this proposal and the other non affiliated directors will vote on it.
Voting results: 6 in favor, 0 against and 0 abstention.
Independent directors have expressed independent opinions on this proposal.
3、 The proposal on closing investment projects with raised funds and permanently replenishing the surplus raised funds with working capital was deliberated and adopted.
The 25th meeting of the 5th board of directors of the company deliberated and approved the proposal on closing the investment projects with raised funds and permanently replenishing the working capital with the surplus raised funds, and agreed to close the “production expansion project of consumer lithium ion batteries” and permanently replenish the working capital with the surplus raised funds.
The specific contents of the company’s announcement on closing the investment projects with raised funds and permanently replenishing the surplus raised funds with working capital are published on cninfo.com, the gem information disclosure website designated by the CSRC（ http://www.cn.info.com.cn. ）Relevant announcements.
Voting result: 7 affirmative votes; No negative vote; There were no abstentions.
Independent directors have expressed independent opinions on this proposal.
This proposal needs to be submitted to the third extraordinary general meeting of shareholders of the company in 2022 for deliberation.
4、 The proposal on convening the third extraordinary general meeting of shareholders in 2022 was deliberated and adopted.
The third extraordinary general meeting of shareholders in 2022 will be held on February 28, 2022, and the third proposal of this meeting will be submitted to the third extraordinary general meeting of shareholders in 2022 for deliberation.
Voting results: 7 in favor, 0 against and 0 abstention.
It is hereby announced.
Sunwoda Electronic Co.Ltd(300207) board of directors
February 11, 2022
