Stock abbreviation: Unisplendour Corporation Limited(000938) Stock Code: Unisplendour Corporation Limited(000938) Announcement No.: 2022009
Unisplendour Corporation Limited(000938)
Announcement of resolutions of the 5th meeting of the 8th board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Unisplendour Corporation Limited(000938) (hereinafter referred to as “the company”) the fifth meeting of the eighth board of supervisors was held in the conference room on the fourth floor of Ziguang building on March 3, 2022 by giving a written notice on February 25, 2022. The meeting was presided over by Ms. Guo Jingrong, chairman of the board of supervisors. There should be three supervisors in the meeting, which is in line with the provisions of Unisplendour Corporation Limited(000938) articles of association.
After deliberation and voting item by item, the meeting made the following resolutions: I. the proposal on extending the duration of Unisplendour Corporation Limited(000938) phase I No. 1 employee stock ownership plan was adopted
Whereas the duration of Unisplendour Corporation Limited(000938) first phase No. 1 Employee Stock Ownership Plan (hereinafter referred to as “Ziguang No. 1 Employee Stock Ownership Plan”) will expire on May 5, 2022, based on the confidence in the company’s sustainable and high-quality development in the future and the recognition of the company’s value, it is agreed that the duration of Ziguang No. 1 employee stock ownership plan will be extended for 24 months, that is, the duration will be changed from 72 months to 96 months.
Ms. Guo Jingrong, chairman of the board of supervisors of the company, avoided voting as a related supervisor.
Voting results: 2 in favor, 0 against and 0 abstention.
2、 Passed the proposal on changing the asset manager of Unisplendour Corporation Limited(000938) phase I No. 1 employee stock ownership plan
According to the relevant provisions on the management of employee stock ownership plan in the guidance on the pilot implementation of employee stock ownership plan by listed companies issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”), it is agreed that the management of Ziguang No. 1 employee stock ownership plan will be changed from entrusted Soochow Securities Co.Ltd(601555) as the management organization to self-management by the company, The Management Committee of Ziguang No. 1 employee stock ownership plan is responsible for specific management matters.
Ms. Guo Jingrong, chairman of the board of supervisors of the company, avoided voting as a related supervisor.
Voting results: 2 in favor, 0 against and 0 abstention.
3、 The proposal on Amending the Unisplendour Corporation Limited(000938) first phase No. 1 Employee Stock Ownership Plan (Draft) (non-public Development Bank subscription) was passed
In accordance with the relevant provisions of laws, regulations and normative documents such as the guidance on the pilot implementation of employee stock ownership plan by listed companies issued by China Securities Regulatory Commission, it is agreed to revise the Unisplendour Corporation Limited(000938) first phase No. 1 Employee Stock Ownership Plan (Draft) (non-public subscription).
Ms. Guo Jingrong, chairman of the board of supervisors of the company, avoided voting as a related supervisor.
Voting results: 2 in favor, 0 against and 0 abstention.
4、 Pass the proposal on formulating the measures for the administration of Unisplendour Corporation Limited(000938) phase I No. 1 employee stock ownership plan. According to the relevant provisions on the administration of employee stock ownership plan in the guiding opinions on the pilot implementation of employee stock ownership plan by listed companies issued by the CSRC, if a listed company manages its own employee stock ownership plan, it shall clarify the management Party of the stock ownership plan, Formulate corresponding management rules. In view of this, we agree to formulate the management measures for Unisplendour Corporation Limited(000938) phase I No. 1 employee stock ownership plan.
Ms. Guo Jingrong, chairman of the board of supervisors of the company, avoided voting as a related supervisor.
Voting results: 2 in favor, 0 against and 0 abstention.
5、 Passed the proposal on extending the duration of Unisplendour Corporation Limited(000938) first phase No. 2 employee stock ownership plan
Whereas the duration of Unisplendour Corporation Limited(000938) first phase No. 2 employee stock ownership plan (hereinafter referred to as “Ziguang No. 2 Employee Stock Ownership Plan”) will expire on May 5, 2022, based on the confidence in the company’s sustainable and high-quality development in the future and the recognition of the company’s value, it is agreed that the duration of Ziguang No. 2 employee stock ownership plan will be extended for 24 months, that is, the duration will be changed from 72 months to 96 months.
Voting results: 3 in favor, 0 against and 0 abstention.
6、 Passed the proposal on changing the asset manager of Unisplendour Corporation Limited(000938) phase I No. 2 employee stock ownership plan
According to the relevant provisions on the management of employee stock ownership plan in the guidance on the pilot implementation of employee stock ownership plan by listed companies issued by China Securities Regulatory Commission, it is agreed that the management of Ziguang No. 2 employee stock ownership plan will be changed from entrusted Soochow Securities Co.Ltd(601555) as the management organization to the company’s own management, and the Management Committee of Ziguang No. 2 employee stock ownership plan will be responsible for specific management matters.
Voting results: 3 in favor, 0 against and 0 abstention.
7、 The proposal on Amending the employee stock ownership plan (Draft) (No. 2 of Unisplendour Corporation Limited(000938) first phase) (subscription by non-public Development Bank) was passed
In accordance with the relevant provisions of laws, regulations and normative documents such as the guidance on the pilot implementation of employee stock ownership plan by listed companies issued by China Securities Regulatory Commission, it is agreed to revise the Unisplendour Corporation Limited(000938) first phase No. 2 employee stock ownership plan (Draft) (non-public subscription).
Voting results: 3 in favor, 0 against and 0 abstention.
8、 Pass the proposal on formulating the measures for the administration of Unisplendour Corporation Limited(000938) phase I No. 2 employee stock ownership plan. According to the relevant provisions on the administration of employee stock ownership plan in the guiding opinions on the pilot implementation of employee stock ownership plan by listed companies issued by the CSRC, if a listed company manages its own employee stock ownership plan, it shall clarify the management Party of the stock ownership plan, Formulate corresponding management rules. In view of this, we agree to formulate the management measures for Unisplendour Corporation Limited(000938) phase I No. 2 employee stock ownership plan.
Voting results: 3 in favor, 0 against and 0 abstention.
After review, the board of supervisors issued the following opinions:
1. Review opinions on the extension of the duration and changes of Ziguang No. 1 Employee Stock Ownership Plan
The board of supervisors held that the extension of the duration of Ziguang No. 1 ESOP, the change of asset manager, the revision of Unisplendour Corporation Limited(000938) first phase No. 1 ESOP (Draft) (non-public subscription) and the formulation of measures for the administration of Unisplendour Corporation Limited(000938) first phase No. 1 ESOP are in line with the actual situation of the ESOP, It has been deliberated and approved at the meeting of the holders of Ziguang No. 1 employee stock ownership plan, and the relevant decision-making procedures are legal and effective; Comply 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 and other relevant laws, regulations and normative documents, and there is no situation that damages the interests of the company and all shareholders.
2. Review opinions on the extension of the duration and changes of Ziguang No. 2 employee stock ownership plan
The board of supervisors held that the extension of the duration of Ziguang No. 2 ESOP, the change of asset manager, the revision of Unisplendour Corporation Limited(000938) first phase No. 2 ESOP (Draft) (non-public subscription) and the formulation of measures for the administration of Unisplendour Corporation Limited(000938) first phase No. 2 ESOP are in line with the actual situation of the ESOP, It has been deliberated and approved by Ziguang No. 2 ESOP holders’ meeting and all shareholders of Xinhua three Group Co., Ltd., and the relevant decision-making procedures are legal and effective; Comply 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 and other relevant laws, regulations and normative documents, and there is no situation that damages the interests of the company and all shareholders.
Unisplendour Corporation Limited(000938)
Board of supervisors
March 4, 2022
