Securities code: Jiangsu Suyan Jingshen Co.Ltd(603299) securities abbreviation: Jiangsu Suyan Jingshen Co.Ltd(603299) Announcement No.: 2022011
Jiangsu Suyan Jingshen Co.Ltd(603299)
2021 restricted stock incentive plan (Revised Draft) summary announcement
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: \uf0d8 equity incentive method: restricted shares \uf0d8 share source: directional issuance \uf0d8 the number of restricted shares to be granted in this plan is about 12.4 million, accounting for about 1.60% of the total share capital of the company at the time of announcement of the draft incentive plan, of which 10.396 million shares were granted for the first time, accounting for about 1.34% of the total share capital of the company at the time of announcement of the draft incentive plan, Accounting for about 83.84% of the total number of restricted shares to be granted under the incentive plan; 2.0400 shares are reserved, accounting for about 0.26% of the total share capital of the company at the time of announcement of the draft incentive plan and about 16.16% of the total number of restricted shares to be granted in the incentive plan.
1、 Basic information of the company
(I) Company Profile
Jiangsu Suyan Jingshen Co.Ltd(603299) (hereinafter referred to as “the company” or ” Jiangsu Suyan Jingshen Co.Ltd(603299) “) was successfully listed on the Shanghai Stock Exchange in December 2015. At present, the total share capital of the company is 772926500 shares, the legal representative is Wu Xufeng, and the registered address is No. 18, Huaxi Road, Huai’an District, Huai’an City, Jiangsu Province. The industry belongs to the “food manufacturing industry” under the “manufacturing industry” classification of the CSRC.
The company is mainly engaged in the mining of salt mines, the production and sales of salt and salt chemical products. Its main products include table salt, small industrial salt, two alkali industrial salt, sodium sulphate and soda ash. In recent years, Jiangsu Suyan Jingshen Co.Ltd(603299) seizes development opportunities, deepens reform and innovation, speeds up transformation and upgrading, and develops into a national leading well and mineral salt processing enterprise integrating scientific research, production and sales. Large and medium-sized mining companies have about 10 billion tons of salt reserves.
Since its initial public offering, the company has continuously carried out excellent performance management and improved its management ability. In 2016, it was recognized as a national enterprise technology center; In 2017, it was awarded the first batch of national “green manufacturing demonstration factories”; Won the 18th “National Quality Award” in 2019; In 2020, it won the quality award of the governor of Jiangsu Province and successfully won the national quality award, the quality award of the governor of Jiangsu Province and the quality award of the mayor of Huai’an City. It has become the only enterprise in the national salt industry to achieve the “Grand Slam” in the quality field.
(II) main performance in recent three years
1. Main accounting data
Unit: yuan currency: RMB
Main accounting data end of 2020 / end of 2019 / end of 2018 / year
Operating income 393729748613418866932444464842321059
Net assets attributable to shareholders of listed companies
Profit 148357618472616876368922122476057
Deduction attributable to shareholders of listed companies
Unless the net profit of recurring profit and loss is 73664435161770400393514986449523
Cash flow from operating activities
Net amount 860343669816696214714039706509425
Net assets attributable to shareholders of listed companies
Assets 404082121123396875999827370809836379
Total assets 726632910698706816736619679580749057
2. Main financial indicators
Main financial indicators 20202019 2018
Basic earnings per share of RMB 19102850.79/share
Diluted earnings per share (yuan / share) 0.1916 0.3379 0.2852
Basis after deducting non recurring profit and loss
Earnings per share of this year (yuan / share) 0.095 0.23 0.268
Weighted average return on net assets
（%） 3.7 6.85 6.05
Increase after deducting non recurring profit and loss
Average return on equity 1.84 4.77 6.9 (%)
(III) composition of the company’s board of directors, board of supervisors and senior executives
Name and title
Wu Xufeng, chairman and general manager
Liu Zhengyou, director and chief expert
Pu Xingsheng, director
Tang Zhengdong, director
Xiao Lisong, director, deputy general manager and Secretary of the board of directors
Director Zhang Chaoyang
Zheng chuiyong independent director
Zhou Dequn independent director
Sun Guoqiang independent director
Liu Hechun, chairman of the board of supervisors
Supervisor Lu long
Supervisor Liu Hui
Dai Jiaqi employee Supervisor
Luyang employee supervisor and general manager assistant
Zhou Bing, deputy general manager
Mo Zongqiang, deputy general manager
Ding Guangxu, deputy general manager
Zhang Xudong, deputy general manager
2、 Purpose of this incentive plan
The incentive plan aims to accelerate the company’s business development, further improve the company’s governance structure, deepen the reform of the salary system, establish and improve the medium and long-term mechanism combining incentive and restraint, fully stimulate the enthusiasm, sense of responsibility and sense of mission of middle and senior managers and core backbone personnel, and continuously improve the company’s core competitiveness and profitability, Maintain and increase the value of state-owned assets and bring sustained returns to shareholders.
According to the company law, the securities law, the measures for the administration of equity incentive of listed companies (revised in 2018), the Trial Measures for the implementation of equity incentive by state-owned holding listed companies (domestic) (Guo Zi FA FA Pai [2006] No. 175), the notice on issues related to regulating the implementation of equity incentive system by state-owned holding listed companies (Guo Zi FA Pai [2008] No. 171) The plan is formulated in accordance with the guidelines for the implementation of equity incentive by listed companies controlled by central enterprises, other relevant laws, regulations, departmental rules, normative documents and the articles of association, and in combination with the current management systems such as salary system and performance appraisal system.
3、 Equity incentive method and source of underlying stock
The plan adopts restricted stock as the incentive tool, and the source of the underlying stock is Jiangsu Suyan Jingshen Co.Ltd(603299) to issue A-share common stock of the company to the incentive object.
4、 Number of rights and interests to be granted
The number of restricted shares to be granted in the plan is about 12.4 million, accounting for about 1.60% of the total share capital of the company at the time of announcement of the draft incentive plan, of which 10396000 shares are granted for the first time, accounting for about 1.34% of the total share capital of the company at the time of announcement of the draft incentive plan and about 83.84% of the total restricted shares to be granted in the incentive plan; 2.0400 shares are reserved, accounting for about 0.26% of the total share capital of the company at the time of announcement of the draft incentive plan and about 16.16% of the total number of restricted shares to be granted in the incentive plan.
The total number of subject shares involved in all equity incentive plans within the validity period of the company does not exceed 10% of the total share capital of the company, and the cumulative number of shares of the company granted by any incentive object through all equity incentive plans within the validity period does not exceed 1% of the total share capital of the company.
5、 Scope of incentive objects and the number of rights and interests granted to them
(I) legal basis for determining incentive objects
The incentive objects of the incentive plan are determined in accordance with the company law, securities law, management measures, document 175, document 171, work guidelines and other relevant laws, regulations, normative documents and the relevant provisions of the articles of association, and in combination with the actual situation of the company.
(II) scope of incentive objects
The total number of incentive objects to be granted for the first time in this incentive plan is 115, including the company’s directors, senior managers, management backbone, technical backbone, business backbone and some advanced employees who have labor or employment relations when implementing this plan, supervisors, independent directors, shareholders holding more than 5% of shares alone or in total, their spouses, parents Children cannot be the incentive object of the plan.
The awarding object of reserved rights and interests shall be defined within 12 months after the incentive plan is considered and approved by the general meeting of shareholders. After the proposal of the board of directors, the explicit opinions of independent directors and the board of supervisors, the professional opinions of lawyers and the legal opinions are issued, the company shall accurately disclose the relevant information of incentive objects on the designated website as required and in time. If the incentive object is not specified for more than 12 months, the reserved rights and interests shall become invalid. The criteria for determining the reserved incentive objects shall be determined with reference to the criteria for the first batch of awards.
The incentive object does not have the following circumstances that cannot be the incentive object:
(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) Not participating in the equity incentive of Listed Companies in accordance with laws, regulations and relevant provisions;
(6) Other circumstances recognized by the CSRC.
In accordance with the provisions of Article 35 of Document No. 175, the incentive object does not have any of the following circumstances:
(1) Violating the relevant laws and regulations of the state and the articles of association of the listed company;
(2) During his term of office, he caused losses to the listed company due to illegal and disciplinary acts such as taking bribes, asking for bribes, embezzlement and theft, divulging the operation and technical secrets of the listed company, implementing related party transactions, damaging the interests and reputation of the listed company and having a significant negative impact on the image of the listed company.
(III) distribution of restricted shares
The number of equity instruments that can be granted to incentive objects is affected by personal salary level, pricing benchmark date and other factors.
The incentive object does not participate in the equity incentive plan of two or more listed companies, and there are no major shareholders or actual controllers who individually or jointly hold more than 5% of the company’s equity and their spouses, parents and children. The equity grant value of directors and senior managers shall be determined at no more than 40% of the total salary level (including the equity grant value) at the time of grant. During the implementation of the plan, if relevant policies change, the latest regulatory policies shall be implemented. Specific classification of restricted stocks
