Securities code: 002123 securities abbreviation: Montnets Cloud Technology Group Co.Ltd(002123) Announcement No.: 2022-004 Montnets Cloud Technology Group Co.Ltd(002123)
Announcement of resolutions of the 26th meeting of the 7th board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
The notice of the 26th meeting of the seventh board of supervisors of Montnets Cloud Technology Group Co.Ltd(002123) (hereinafter referred to as "the company") notified all supervisors of the company by personal delivery and e-mail on January 28, 2022, and the meeting was held in the form of on-site voting on February 11, 2022. Three supervisors should attend the meeting and three supervisors actually attended the meeting, which complies with the relevant provisions of the company law and the articles of association, and the convening of the meeting is legal and effective. 2、 Deliberation at the meeting of the board of supervisors
The meeting was presided over by Mr. Shi Yongqi, chairman of the board of supervisors. The following resolutions were considered and adopted:
(I) the proposal on the 2022 stock option incentive plan (Draft) and its summary was deliberated and adopted by 2 votes in favor, 0 against and 0 abstention. Shi Yongqi, chairman of the board of supervisors, avoided voting on the proposal.
After review, the board of supervisors believes that the contents of the 2022 stock option incentive plan (Draft) and its abstract comply with the company law, the measures for the administration of equity incentive of listed companies (hereinafter referred to as the "measures"), the self regulatory guide for listed companies of Shenzhen Stock Exchange No. 1 - business handling part III: 3.2 equity incentive and other relevant laws Regulations. The implementation of this equity incentive plan will help to improve the incentive and restraint mechanism of the company, improve the sustainable development ability of the company, improve the management efficiency and the enthusiasm, creativity and responsibility of managers, and finally improve the overall performance of the company, so as to ensure the realization of the company's future development strategy and business objectives without damaging the interests of the company and all shareholders.
The Montnets Cloud Technology Group Co.Ltd(002123) 2022 stock option incentive plan (Draft) and its abstract are detailed in cninfo.com.cn.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval by special resolution.
(II) with 2 affirmative votes, 0 negative votes and 0 abstention, the proposal on the measures for the administration of the implementation and assessment of the stock option incentive plan in 2022 was considered and adopted, and Shi Yongqi, chairman of the board of supervisors, avoided voting on the proposal.
After review, the board of supervisors believes that the measures for the administration of the assessment of the implementation of the stock option incentive plan in 2022 comply with the provisions of relevant laws and regulations and the actual situation of the company, the assessment system is comprehensive and operable, the setting of assessment indicators is scientific and reasonable, and the assessment management method has a certain restrictive effect on the incentive objects, Be able to achieve the assessment purpose of this equity incentive plan; Further improve the corporate governance structure and form a good and balanced value distribution system, which is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
See http://www.cn.info.com.cn for details of the management measures for the implementation and evaluation of the stock option incentive plan in Montnets Cloud Technology Group Co.Ltd(002123) 2022.
This proposal needs to be submitted to the general meeting of shareholders for deliberation and approval by special resolution.
(III) the proposal on the list of incentive objects of the 2022 stock option incentive plan was deliberated and adopted with 2 affirmative votes, 0 negative votes and 0 abstention. Shi Yongqi, chairman of the board of supervisors, avoided voting on the proposal. After examination, the board of supervisors believes that the incentive objects of this equity incentive plan have the qualifications specified in the company law, securities law and other relevant laws and regulations, normative documents and the articles of association, and there is no situation that they are not allowed to be incentive objects as stipulated in Article 8 of the measures for the administration of equity incentive of listed companies, Its subject qualification as the incentive object of the rights and interests granted by the company's equity incentive plan is legal and effective.
The company will publicize the names and positions of incentive objects within the company through the company's website or other channels before the general meeting of shareholders, and the publicity period shall not be less than 10 days. The board of supervisors will disclose the audit opinions on the incentive list and the explanation of its publicity five days before the shareholders' meeting deliberates the equity incentive plan.
For the list of incentive objects of Montnets Cloud Technology Group Co.Ltd(002123) 2022 stock option incentive plan, see http://www.cn.info.com.cn.
(IV) the proposal on granting reserved stock options for 2021 stock option incentive plan to incentive objects was deliberated and adopted with 3 affirmative votes, 0 negative votes and 0 abstention votes.
The board of supervisors verified whether the incentive objects determined in the 2021 stock option incentive plan meet the grant conditions and held that:
1. The company's 2021 stock option incentive plan has fulfilled the necessary approval procedures in accordance with relevant requirements, and the grant conditions specified in this incentive plan have been met. The board of directors has determined that February 11, 2022 is the grant date, which complies with the relevant provisions on the grant date in the administrative measures and the company's 2021 stock option incentive plan (Draft).
2. All the personnel listed in the list of stock option incentive objects in this incentive plan have the qualifications specified in the company law, management measures and the articles of association.
The incentive object does not have the situation that it is not allowed to become an incentive object as stipulated in Article 8 of the administrative measures:
(1) Being identified as an inappropriate candidate by the stock exchange within the last 12 months;
(2) Being deemed inappropriate by the CSRC within 12 months;
(3) Being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations in the last 12 months;
(4) Those who are not allowed to serve as directors or senior managers of the company as stipulated in the company law;
(5) Those who are not allowed to participate in the equity incentive of listed companies according to laws and regulations;
(6) Other circumstances recognized by the CSRC.
The incentive objects listed in this incentive plan comply with the company law, management measures and other relevant laws and regulations and the conditions specified in the company's 2021 stock option incentive plan (Draft), and they are legal and effective as the incentive objects of this incentive plan. It is agreed to grant 3.62 million reserved stock options to 9 eligible incentive objects on February 11, 2022 in accordance with the relevant provisions of the company's 2021 stock option incentive plan (Draft).
See http://www.cninfo.com.cn for details of the list of stock option incentive objects reserved for the Montnets Cloud Technology Group Co.Ltd(002123) 2021 stock option incentive plan.
For details, please refer to China Securities Journal, securities times, Shanghai Securities News and cninfo.com published on the same day（ http://www.cn.info.com.cn. ）Announcement of Montnets Cloud Technology Group Co.Ltd(002123) on granting reserved stock options for 2021 stock option incentive plan to incentive objects (Announcement No.: 2022-005).
It is hereby announced.
Montnets Cloud Technology Group Co.Ltd(002123)
Board of supervisors
February 14, 2022
