Board of supervisors of Shanghai Hehui North Electro-Optic Co.Ltd(600184) Co., Ltd
Verification opinions on the list of incentive objects (grant date) of the restricted stock incentive plan in 2021
The board of supervisors of Shanghai Hehui North Electro-Optic Co.Ltd(600184) Co., Ltd. (hereinafter referred to as the “company”) shall, in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) and the measures for the administration of equity incentive of listed companies (hereinafter referred to as the “administrative measures”) The Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (hereinafter referred to as the “Listing Rules”), the measures for the continuous supervision of companies listed on the science and Innovation Board (for Trial Implementation), the self regulatory guidelines for companies listed on the science and Innovation Board No. 4 – disclosure of equity incentive information, With reference to the Trial Measures for the implementation of equity incentive by state-owned holding listed companies (domestic) (Guo Zi FA FA FA FA FA Fa [2006] No. 175) (hereinafter referred to as the “Trial Measures”), the guidelines for the implementation of equity incentive by central enterprise holding listed companies (Guo Zi kaofen [2020] No. 178) and other relevant laws Laws, regulations and normative documents, as well as the list of incentive objects (as of the grant date) of the company’s 2021 restricted stock incentive plan (hereinafter referred to as the “incentive plan”) in accordance with the relevant provisions of the articles of association of Shanghai Hehui North Electro-Optic Co.Ltd(600184) Co., Ltd. (hereinafter referred to as the “articles of association”), and the verification opinions are as follows:
1. The personnel included in the list of incentive objects meet the incentive object conditions specified in the administrative measures, listing rules, trial measures and other documents, as well as the incentive object conditions specified in the company’s incentive plan (Draft). The personnel included in the list of incentive objects granted by this incentive plan have the qualifications specified in the company law, securities law, administrative measures, trial measures and other laws, regulations, normative documents and the articles of association.
2. The incentive objects granted by this incentive plan are not subject to the circumstances specified 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 objects granted by this incentive plan comply with the provisions of Article 35 of the trial measures, and the incentive objects do not have any of the following circumstances:
(1) Violating the relevant laws and regulations of the state and the articles of association of listed companies;
(2) During his term of office, he caused losses to the listed company due to illegal and disciplinary acts such as taking bribes, asking for bribes, embezzlement and theft, divulging the operation and technical secrets of the listed company, implementing related party transactions, damaging the interests and reputation of the listed company and having a significant negative impact on the image of the listed company.
4. The incentive objects are the directors, senior managers, core technicians and other core backbone personnel who worked in the company when the company implemented the incentive plan. The incentive objects granted by this incentive plan have employment or labor relations with the company. The incentive objects granted by this incentive plan do not include supervisors, independent directors, external directors, shareholders or actual controllers who individually or jointly hold more than 5% of the shares of the company, their spouses, parents and children, and other personnel who cannot become incentive objects according to relevant laws and regulations.
5. Except that some of the proposed incentive objects voluntarily give up all or part of the restricted shares to be granted due to resignation or personal reasons, the list of incentive objects granted by the company’s incentive plan is included in the scope of incentive objects specified in the 2021 restricted shares incentive plan approved by the company’s first extraordinary general meeting in 2022.
6. The basic information of the incentive object is true, and there is no falsehood, intentional concealment or major misunderstanding. To sum up, the list of incentive objects granted by this incentive plan meets the qualifications specified in the company law, securities law and other laws, regulations and normative documents as well as the articles of association, and meets the conditions of incentive objects specified in the administrative measures, listing rules and other laws, regulations and normative documents, It also meets the incentive object conditions specified in the company’s restricted stock incentive plan (Draft) in 2021.
The board of supervisors unanimously agreed on the list of incentive objects granted by the company’s incentive plan, agreed that the grant date of the company’s incentive plan was February 16, 2022, and agreed to grant 84421080 restricted shares to 530 eligible incentive objects at the grant price of 1.84 yuan / share.
Board of supervisors of Shanghai Hehui North Electro-Optic Co.Ltd(600184) Co., Ltd
February 16, 2022
