Securities code: By-Health Co.Ltd(300146) securities abbreviation: By-Health Co.Ltd(300146) Announcement No.: 2022023 By-Health Co.Ltd(300146)
Verification opinions of the 5th board of supervisors on the list of exercisable incentive objects in the second exercise period of stock options first granted under the second stock option incentive plan in 2019
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.
In accordance with the provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other laws, regulations and the articles of association, By-Health Co.Ltd(300146) (hereinafter referred to as "the company") the board of supervisors verified the list of exercisable incentive objects in the second exercise period of stock options first granted by the second stock option incentive plan in 2019 (hereinafter referred to as "the incentive plan") and issued the following opinions:
1. The company complies with the conditions for the implementation of the equity incentive plan stipulated in the administrative measures for equity incentive of listed companies and the company's 2019 second stock option incentive plan, has the subject qualification for the implementation of the equity incentive plan, and has not been prohibited from exercising the rights in the regulations.
2. The incentive plan has fulfilled the necessary approval procedures in accordance with the relevant requirements. The exercisable incentive objects are within the scope of the incentive objects of the second stock option incentive plan in 2019 deliberated and approved by the general meeting of shareholders of the company, and there is no one of the following circumstances:
(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. After checking the company's operating income in 2021 and the annual performance appraisal results of the incentive objects to be exercised, the two incentive objects meet the exercise conditions for the second exercise period of stock options for the first time specified in the company's 2019 second stock option incentive plan.
In conclusion, the board of supervisors believes that the exercise qualification of the two incentive objects is legal and valid, which meets the exercise conditions of the second exercise period of stock options granted by the company for the first time in this incentive plan. The review and decision-making procedure of this exercise is legal and valid, and agrees that the company will go through the exercise procedures for 54000 stock options granted by the exercisable incentive objects in the second exercise period.
By-Health Co.Ltd(300146) board of supervisors
March 4, 2002
