Zhejiang Jingu Company Limited(002488) board of supervisors
Verification opinions on matters related to the first phase of employee stock ownership plan
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guiding opinions on the pilot implementation of employee stock ownership plan by listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – Guidelines for the standardized operation of listed companies on the main board and other relevant laws, regulations and normative documents, The board of supervisors of Zhejiang Jingu Company Limited(002488) (hereinafter referred to as “the company”) carefully reviewed and verified the company’s matters related to the company’s phase I employee stock ownership plan, and issued the following verification opinions:
1. The company is not prohibited from implementing the employee stock ownership plan as stipulated in the guidance on the pilot implementation of the employee stock ownership plan by listed companies and other laws and regulations. The company has the subject qualification to implement the employee stock ownership plan.
2. The employee stock ownership plan is formulated and implemented according to the actual situation of the company. Before the announcement, the employee stock ownership plan has fully solicited opinions by convening the employee congress, which is in line with the relevant provisions of laws and regulations such as the guidance on the pilot implementation of employee stock ownership plan by listed companies.
3. The personnel who intend to participate in this ESOP comply with the relevant provisions of laws and regulations such as the guiding opinions on the pilot implementation of ESOP by listed companies, the scope of participants specified in this ESOP, and the subject qualification is legal and effective.
4. The implementation of the employee stock ownership plan by the company is conducive to establishing and improving the incentive and restraint mechanism, improving the cohesion of employees and the competitiveness of the company, fully mobilizing the enthusiasm and creativity of employees, and promoting the sustainable and healthy development of the company. There is no situation that damages the interests of the company and all shareholders, and there is no apportionment Forced distribution and other ways to force employees to participate in the employee stock ownership plan.
5. The affiliated directors and supervisors of the employee stock ownership plan have avoided voting according to relevant regulations, and the decision-making procedure of the company for considering the relevant proposals of the employee stock ownership plan is legal and effective.
In conclusion, the board of supervisors believes that the implementation of the employee stock ownership plan meets the needs of the company’s long-term development and does not harm the interests of the company and all shareholders, and agrees to the company’s implementation of the employee stock ownership plan.
Zhejiang Jingu Company Limited(002488) board of supervisors
February 18, 2022
