Securities code: 600536 securities abbreviation: China National Software And Service Company Limited(600536) Announcement No.: 2022-008 China National Software And Service Company Limited(600536)
Announcement of resolutions of the 9th meeting of the 7th 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of supervisors
(I) the convening of the ninth meeting of the seventh board of supervisors of the company complies with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
(II) the notice and materials of the meeting of the board of supervisors were sent by blue letter on February 17, 2022. (III) the meeting of the board of directors was held on February 22, 2022 in conference room 1, block C, zhongruan building, No. 55 Xueyuan South Road, Haidian District, Beijing and conference room 2806, block a, CLP great wall building, No. 3, daokefa Road, Yuehai street, Nanshan District, Shenzhen. The on-site (blue letter video) voting method was adopted.
(IV) three supervisors should attend the meeting of the board of supervisors, and three supervisors actually attended the meeting.
(V) the meeting of the board of supervisors was presided over by Ms. Liu Xin, chairman of the board of supervisors, and the Secretary of the board of directors of the company attended the meeting as nonvoting delegates.
2、 Deliberation at the meeting of the board of supervisors
(I) proposal on the company’s 2021 restricted stock incentive plan (Revised Draft) and its abstract
On November 21, 2021, the 33rd meeting of the seventh board of directors and the 8th meeting of the seventh board of supervisors deliberated and adopted the proposal on the company’s restricted stock incentive plan (Draft) in 2021 and its summary. According to the actual situation and needs of the company, it is proposed to revise some contents of the draft plan, Form the China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan (Revised Draft) and its abstract. For details, please refer to the announcement on the revision of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan (Draft).
The board of supervisors of the company checked the revised restricted stock incentive plan for China National Software And Service Company Limited(600536) 2021 (Revised Draft) and its summary and related matters, and held that:
1. The company’s incentive plan (Revised Draft) complies with the relevant provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other laws, regulations, normative documents and the articles of association. The implementation of this incentive plan is conducive to the sustainable and healthy development of the listed company, and there is no obvious damage to the interests of the listed company and all shareholders.
2. The basis and scope of the incentive objects determined in the company’s incentive plan (Revised Draft) comply with the provisions of laws, regulations and normative documents, and there are no circumstances prohibited by laws and regulations.
3. The implementation of the company’s incentive plan has fulfilled the necessary pre deliberation procedures, the procedures are compliant, and the relevant resolutions are legal and effective, but they need to be submitted to the general meeting of shareholders for deliberation.
To sum up: the implementation of the incentive plan by the company is conducive to further improve the corporate governance structure, improve the medium and long-term incentive and restraint mechanism of the company, fully mobilize the enthusiasm and creativity of core backbone employees, facilitate the sustainable development of listed companies, maximize the value of the company and shareholders, and agree to implement the incentive plan.
Number of votes: 3 in favor, 0 against and 0 abstention
Voting result: adopted
(II) proposal on Amending the company’s measures for the administration of restricted stock incentive plan in 2021
On November 21, 2021, the 33rd meeting of the seventh board of directors and the 8th meeting of the seventh board of supervisors deliberated and adopted the measures for the administration of China National Software And Service Company Limited(600536) 2021 restricted stock incentive plan, which is proposed to be revised according to the actual situation and needs of the company, The original article 22: “the restricted shares granted by the restricted stock incentive plan will enter a 36 month period of lifting the restriction after 24 months from the date of completion of registration.” It is revised as: “the restricted shares granted under the plan will enter a 36 month period of lifting the restriction after 24 months from the date of grant.”
Number of votes: 3 in favor, 0 against and 0 abstention
Voting result: adopted
It is hereby announced.
China National Software And Service Company Limited(600536) board of supervisors February 23, 2022
