Securities code: 688010 securities abbreviation: Fujian Forecam Optics Co.Ltd(688010) Announcement No.: 2022-009 Fujian Forecam Optics Co.Ltd(688010)
Announcement on the resolution of the fourth meeting of the third board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
1、 Meetings of the board of supervisors
The notice of the fourth meeting of the third board of supervisors of Fujian Forecam Optics Co.Ltd(688010) (hereinafter referred to as “the company”) was sent by e-mail on February 11, 2022 and held by communication on February 15, 2022. Three supervisors should attend the meeting and three supervisors actually attended the meeting.
The convening and holding of this meeting comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
After careful deliberation by the supervisors attending the meeting, the following resolutions were adopted by open ballot at the meeting: (I) the proposal on the company’s restricted stock incentive plan in 2022 (Draft) > and its summary was considered and adopted
After deliberation by the supervisors attending the meeting, it is agreed that the content of the company’s restricted stock incentive plan in 2022 (hereinafter referred to as “the incentive plan”) complies with the provisions of relevant laws, regulations and normative documents such as the company law, the securities law, the administrative measures for equity incentive of listed companies (hereinafter referred to as “the administrative measures”). The implementation of the incentive plan will be conducive to the sustainable development of the company, and there will be no damage to the interests of the company and all shareholders. Voting results: 3 in favor, 0 against and 0 abstention, passed by vote.
The proposal needs to be submitted to the company’s first extraordinary general meeting of shareholders in 2022 for deliberation, and must be approved by more than two-thirds of the total number of effective voting shares held by shareholders attending the general meeting of shareholders.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day The Fujian Forecam Optics Co.Ltd(688010) 2022 restricted stock incentive plan (Draft) and the summary announcement of Fujian Forecam Optics Co.Ltd(688010) 2022 restricted stock incentive plan (Draft) (Announcement No.: 2022-010). (II) the proposal on the company’s assessment management measures for the implementation of the restricted stock incentive plan in 2022 was deliberated and adopted
After deliberation by the supervisors attending the meeting, it is agreed that in order to ensure the smooth progress of the incentive plan, the company hereby formulates the management measures for the implementation and assessment of the restricted stock incentive plan in 2022 to ensure the standardized operation of the incentive plan, which is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
Voting results: 3 in favor, 0 against and 0 abstention, passed by vote.
The proposal needs to be submitted to the company’s first extraordinary general meeting of shareholders in 2022 for deliberation, and must be approved by more than two-thirds of the total number of effective voting shares held by shareholders attending the general meeting of shareholders.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Administrative measures for the implementation and assessment of Fujian Forecam Optics Co.Ltd(688010) 2022 restricted stock incentive plan.
(III) the proposal on the list of incentive objects of the company’s restricted stock incentive plan in 2022 was deliberated and adopted
After checking the list of incentive objects of the company’s restricted stock incentive plan in 2022, the board of supervisors believes that:
(1) The incentive objects to be granted by the incentive plan have the qualifications specified in the company law and other laws, regulations and normative documents and the articles of association.
(2) The incentive object to be granted 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 In the last 12 months, it has been identified as an inappropriate candidate by the CSRC and its dispatched offices;
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.
(3) The incentive object to be granted meets the incentive object conditions specified in the management measures and other documents, and meets the incentive object conditions specified in the incentive plan. The incentive objects of this incentive plan do not include independent directors, supervisors and foreign employees of the company.
To sum up, the incentive objects to be granted meet the conditions specified in relevant laws, and they are legal and effective as the incentive objects of this incentive plan.
The company will publicize the names and positions of incentive objects internally for a period of no less than 10 days. After fully listening to the publicity opinions, the board of supervisors will disclose the review opinions on the list of incentive objects and the explanation of publicity five days before the first extraordinary general meeting of shareholders in 2022 considers the incentive plan.
Voting results: 3 in favor, 0 against and 0 abstention, passed by vote.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day List of incentive objects of Fujian Forecam Optics Co.Ltd(688010) 2022 restricted stock incentive plan.
(IV) the proposal on the company’s No. 1 shareholding plan (Draft) and its summary was deliberated and adopted. In view of the participation of supervisors Li Haijun and Ma keyin in the shareholding plan, it is necessary to avoid voting on the relevant proposals to consider the shareholding plan from a prudent point of view. After the related supervisors avoided voting, the number of non related supervisors with voting rights in the meeting did not reach half of the total number of supervisors, and the board of supervisors was unable to form a resolution on the proposal. Therefore, the board of supervisors directly submitted the relevant proposal of the shareholding plan to the general meeting of shareholders for deliberation.
The board of supervisors believes that the proposal on the company’s No. 1 shareholding plan (Draft) > and its summary complies with the provisions of relevant laws, regulations, normative documents and the articles of association, and there is no situation that damages the interests of the company and all shareholders, nor does it force employees to participate. The company’s implementation of the No. 1 shareholding plan is conducive to establishing and improving the benefit sharing mechanism between employees and all shareholders, further optimizing the corporate governance structure, improving the cohesion and competitiveness of employees, fully mobilizing the enthusiasm and creativity of employees and realizing the sustainable development of the company.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day The shareholding plan of Fujian Forecam Optics Co.Ltd(688010) pursuer No. 1 (Draft) and its abstract.
(V) the proposal on the measures for the management of the company’s No. 1 shareholding plan was reviewed and approved. In view of the participation of supervisors Li Haijun and Ma keyin in the shareholding plan, it is necessary to avoid voting on the relevant proposals for the consideration of the shareholding plan from a prudent point of view. After the related supervisors avoided voting, the number of non related supervisors with voting rights in the meeting did not reach half of the total number of supervisors, and the board of supervisors was unable to form a resolution on the proposal. Therefore, the board of supervisors directly submitted the relevant proposal of the shareholding plan to the general meeting of shareholders for deliberation. The board of supervisors believes that these measures comply with the provisions of relevant laws and regulations and the actual situation of the company, can ensure the smooth implementation of the company’s No. 1 shareholding plan, ensure the standardized operation of the shareholding plan, are conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Measures for the administration of Fujian Forecam Optics Co.Ltd(688010) zhuoguanzhe No. 1 shareholding plan.
It is hereby announced.
Fujian Forecam Optics Co.Ltd(688010) board of supervisors
February 16, 2022
