Securities code: China United Network Communications Limited(600050) securities abbreviation: China United Network Communications Limited(600050) Announcement No.: 2022011 China United Network Communications Limited(600050)
About some incentive objects of the first restricted stock plan
Announcement on the implementation of restricted stock repurchase and cancellation
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Reasons for repurchase and cancellation: since 49 incentive objects are no longer within the scope of incentive due to resignation, dismissal and other reasons and 51 incentive objects are no longer within the scope of incentive due to retirement, death and other reasons, China United Network Communications Limited(600050) (hereinafter referred to as “the company”) repurchased and cancelled 3261600 restricted shares granted to the above 100 people but not lifted.
Relevant information about the cancellation of shares:
Number of shares repurchased (shares) number of shares cancelled (shares) cancellation date
3261600 March 10, 2022
1、 Decision making and information disclosure of this restricted stock repurchase and cancellation
The sixth meeting of the seventh board of directors, the third meeting of the seventh board of supervisors and the fourth extraordinary general meeting in 2021 deliberated and adopted the proposal on repurchase and cancellation of restricted shares of some incentive objects of the first phase of restricted stock plan, and the independent directors of the company expressed their independent opinions on this proposal. Since 49 incentive objects are no longer within the scope of incentive due to resignation, dismissal and other reasons and 51 incentive objects are no longer within the scope of incentive due to retirement, death and other reasons, the company will repurchase and cancel 3261600 restricted shares granted to the above 100 people but not lifted. For details of this matter, please refer to the announcement on repurchase and cancellation of restricted shares of some incentive objects of the first phase of restricted stock plan (Announcement No.: 2021091) disclosed by the company on October 22, 2021 and the announcement on the resolution of the fourth extraordinary general meeting of shareholders in 2021 (Announcement No.: 2021106) disclosed on December 31, 2021.
On December 31, 2021, the company disclosed the announcement on repurchasing and canceling some restricted shares to reduce the registered capital of the company and notifying creditors (Announcement No.: 2021107) in China Securities News, Shanghai Securities News, securities times, the website of Shanghai Stock Exchange and the website of the company. The creditors of the company shall, within 30 days after receiving the notice of the company, Those who fail to receive the notice shall have the right to require the company to pay off its debts or provide corresponding guarantees on the strength of valid creditor’s rights documents and relevant certificates within 45 days from the date of disclosure of the above announcement. Within the reporting time, the company did not receive the creditor’s request to pay off debts or provide corresponding guarantee.
2、 Cancellation of this restricted stock repurchase
(I) reasons and basis for the repurchase and cancellation of restricted shares
In accordance with the relevant provisions of the company’s restricted stock incentive plan (Revised Draft), the first phase grant scheme of the company’s restricted stock incentive plan (Revised Draft), the proposal on adjusting the ex dividend and special circumstances of the restricted stock incentive plan and the first phase grant scheme, and the authorization of the second extraordinary general meeting of shareholders in 2018, In view of the fact that 49 incentive objects in the first phase of the restricted stock grant plan are no longer within the scope of incentive due to resignation, dismissal and other reasons, and 51 incentive objects are no longer within the scope of incentive due to retirement, death and other reasons, the company repurchases and cancels the 1.5918 million shares and 1.6698 million shares of restricted shares held by these incentive objects that have been granted but have not been removed.
(II) relevant personnel and quantity of this repurchase cancellation
The repurchase and cancellation of restricted shares involves 100 people, and a total of 3261600 restricted shares are proposed to be repurchased and cancelled; After the cancellation of this repurchase, 232487400 shares of equity incentive restricted shares remained.
(III) repurchase cancellation arrangement
The company has opened a special securities account for repurchase (Account No.: b884215541) in China Securities Depository and Clearing Co., Ltd. Shanghai Branch (hereinafter referred to as “zhongdeng company”), and submitted the relevant application for cancellation of this repurchase to zhongdeng company. It is expected that the cancellation of this restricted stock will be completed on March 10, 2022, and the company will go through the relevant industrial and commercial change registration procedures in accordance with the law.
3、 Changes in the company’s share structure after repurchase and cancellation of restricted shares
After the repurchase and cancellation of restricted shares, the changes in the capital structure of the company are as follows:
Number of changes (shares) before change (shares) after change (shares)
Tradable shares with limited sales conditions 235749000 – 32616 Shanghai Pret Composites Co.Ltd(002324) 87400
Tradable shares with unlimited conditions 30755644212030755644212
Total shares 30991393212 – 3261 Wanhua Chemical Group Co.Ltd(600309) 88131612
4、 Description and commitment
The board of directors of the company explained that the decision-making procedures and information disclosure involved in the repurchase and cancellation of restricted shares comply with the provisions of laws, regulations and administrative measures, as well as the arrangement of the company’s incentive plan and restricted stock grant agreement, and there is no situation that damages the legitimate rights and interests of incentive objects and creditors. The company promises that it has verified and guaranteed the authenticity, accuracy and completeness of the objects involved in the repurchase and cancellation of restricted shares, the number of shares, the cancellation date and other information, and has fully informed the relevant incentive objects of the repurchase and cancellation, and the relevant incentive objects have not expressed any objection to the repurchase and cancellation. In case of any dispute with relevant incentive objects due to the cancellation of this repurchase, the company will bear the relevant legal liabilities arising therefrom.
5、 Concluding observations of legal opinions
The lawyer of Beijing Tongshang law firm believes that the repurchase and cancellation of some restricted shares of the company meets the cancellation conditions, and the objects involved, the number of shares, the cancellation date, the decision-making procedures and information disclosure comply with the provisions of laws, regulations and the administrative measures, as well as the incentive plan and the arrangement of the restricted stock grant agreement of the company.
6、 Online announcement attachment
Legal opinion of Beijing Tongshang law firm on China United Network Communications Limited(600050) repurchase and cancellation of some restricted shares.
It is hereby announced.
China United Network Communications Limited(600050) board of directors March 7, 2022
