Securities code: 688595 securities abbreviation: Chipsea Technologies (Shenzhen) Corp.Ltd(688595) Announcement No.: 2022-008 Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd
Announcement on the resolution of the second meeting of the third board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
The second meeting of the third board of directors of Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd. (hereinafter referred to as "the company" or " Chipsea Technologies (Shenzhen) Corp.Ltd(688595) ") was held by on-site and communication voting at 16:00 p.m. on February 22, 2022. The notice of this meeting was notified to all directors by telephone and on-site notice on February 22, 2022. All directors unanimously agreed to waive the time limit for advance notice of this board meeting. The meeting was convened and presided over by Mr. Lu Guojian, chairman of the board of directors. There should be 9 directors and 9 actual directors. The convening and convening procedures of the meeting comply with the company law of the people's Republic of China (hereinafter referred to as the "company law") and other laws, regulations The resolutions made in the departmental rules and the articles of association of Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd. (hereinafter referred to as the "articles of association") are legal and effective.
The meeting considered and adopted the following proposals by voting:
1、 The proposal on adjusting the grant price of restricted stock incentive plan in 2020 and 2021 was deliberated and adopted
On June 4, 2021, the company disclosed the announcement on the implementation of 2020 annual equity distribution, which distributed a cash dividend of 0.3 yuan (including tax) per share based on the total share capital of the company before the implementation of the profit distribution plan. According to the relevant provisions of 2020 restricted stock incentive plan (draft) and 2021 restricted stock incentive plan (Draft), From the announcement date of the incentive plan to the time when the incentive object is granted restricted shares, and from the time when the incentive object is granted restricted shares to the time when the incentive object is vested, the company has matters such as the conversion of capital reserve into share capital, the distribution of stock dividends, the division of shares, the allotment of shares, the reduction of shares or the distribution of dividends, and the grant price of restricted shares shall be adjusted accordingly.
Accordingly, the board of directors agreed to adjust the grant price (including reserved grant) of the restricted stock incentive plan from 50 yuan / share to 49.7 yuan / share in 2020, from 65 yuan / share to 64.7 yuan / share, and from 50 yuan / share to 49.7 yuan / share in 2021.
Independent directors have expressed their independent opinions on this proposal.
The contents of this proposal are detailed in the website of Shanghai Stock Exchange (www.sse. Com. CN.) published by the company on the same day Announcement on adjusting the grant price of restricted stock incentive plan in 2020 and 2021 (2022-005).
Avoidance of voting: this proposal does not involve related matters and there is no need to avoid voting.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
2、 The proposal on granting restricted shares to incentive objects and reserving some restricted shares in the 2021 restricted stock incentive plan was deliberated and adopted
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"), the measures for the administration of equity incentive of listed companies (hereinafter referred to as the "administrative measures") and the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (hereinafter referred to as the "Listing Rules") Relevant laws, regulations and normative documents such as self regulatory guidelines for listed companies on the Kechuang board No. 4 - disclosure of equity incentive information (hereinafter referred to as "self regulatory guidelines") and the articles of association of Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd. (hereinafter referred to as "articles of association") According to the relevant provisions of the company's 2021 restricted stock incentive plan (Draft) and its summary and the authorization of the company's first extraordinary general meeting in 2021, the board of Directors considers that the conditions for granting the reserved part of the company's 2021 restricted stock incentive plan have been met, and agrees to determine February 22, 2022 as the grant date, And agreed to grant the reserved 105000 shares to the five eligible incentive objects at 49.7 yuan / share. After the deliberation and approval of the board of directors, among the 3.2 million shares of the company's restricted stock incentive plan in 2021, 2.56 million shares have been granted for the first time, and 640000 shares reserved have been granted.
Independent directors have expressed their independent opinions on this proposal.
The contents of this proposal are detailed in the website of Shanghai Stock Exchange (www.sse. Com. CN.) published by the company on the same day Announcement on granting some restricted shares reserved in the 2021 restricted stock incentive plan to incentive objects (2022-006).
Avoidance of voting: this proposal does not involve related matters and there is no need to avoid voting.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
3、 The proposal on granting restricted shares to incentive objects and reserving some restricted shares in the second phase of 2021 restricted stock incentive plan was reviewed and approved
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"), the measures for the administration of equity incentive of listed companies (hereinafter referred to as the "administrative measures") and the Listing Rules of Shanghai Stock Exchange on the science and Innovation Board (hereinafter referred to as the "Listing Rules") Relevant laws, regulations and normative documents such as self regulatory guidelines for listed companies on the Kechuang board No. 4 - disclosure of equity incentive information (hereinafter referred to as "self regulatory guidelines") and the articles of association of Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd. (hereinafter referred to as "articles of association") According to the relevant provisions of the company's 2021 phase II restricted stock incentive plan (Draft) and its summary and the authorization of the company's 2021 fourth extraordinary general meeting of shareholders, the board of Directors considers that the grant conditions for the reserved part of the company's 2021 phase II restricted stock incentive plan have been met, and agrees to determine February 22, 2022 as the grant date, And agreed to grant the reserved 620000 shares at 90 yuan / share to 57 eligible incentive objects. After the deliberation and approval of the board of directors, among the 3.6 million shares of the company's phase II restricted stock incentive plan in 2021, 2.88 million shares have been granted for the first time, 720000 shares have been reserved, and the remaining 100000 shares are to be granted.
Independent directors have expressed their independent opinions on this proposal.
The contents of this proposal are detailed in the website of Shanghai Stock Exchange (www.sse. Com. CN.) published by the company on the same day Announcement on granting restricted shares reserved for the second phase of 2021 restricted stock incentive plan to incentive objects (2022-007).
Avoidance of voting: this proposal does not involve related matters and there is no need to avoid voting.
Voting result: 9 affirmative votes; No negative vote; There were no abstentions.
This proposal does not need to be submitted to the general meeting of shareholders of the company for deliberation.
It is hereby announced.
Board of directors of Chipsea Technologies (Shenzhen) Corp.Ltd(688595) (Shenzhen) Co., Ltd
February 24, 2022
