Securities code: 000825 securities abbreviation: Shanxi Taigang Stainless Steel Co.Ltd(000825) Announcement No.: 2021-064
Shanxi Taigang Stainless Steel Co.Ltd(000825)
Announcement on resolutions of the 20th meeting of the 8th board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Convening of board meeting
1. Time and method of meeting notice
The notice and meeting materials of the 20th meeting of the 8th board of directors of the company were sent directly on December 23, 2021
Reach or email to all directors, supervisors and senior executives.
2. Time, place and manner of the meeting
The meeting was held by means of communication voting on December 30, 2021.
3. Attendance of directors
There are 6 directors who should vote and 6 directors who actually vote. The directors, Mr. Wei Chengwen, Mr. Li Hua, Mr. Li Jianmin, Mr. Shang Jiajun and Mr. Shi lairun, were the incentive objects of restricted shares and avoided voting as related directors.
4. The convening and holding of this meeting shall comply with the provisions of relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberations of the board meeting
The meeting considered and adopted the following proposals:
(i) 2021 A-share restricted stock incentive plan (Draft) and its abstract.
The directors, Mr. Wei Chengwen, Mr. Li Hua, Mr. Li Jianmin, Mr. Shang Jiajun and Mr. Shi lairun, were the incentive objects of restricted shares and avoided voting as related directors. By the vote of other non affiliated directors, 6 votes were in favor, 0 votes against and 0 votes abstained. The bill was passed. The proposal shall be implemented after being submitted to the general meeting of shareholders of the company for voting.
For details, please refer to the company’s website (www.cn. Info. Com.. CN.) on December 31, 2021
The 2021 A-share restricted stock incentive plan (Draft) disclosed in China Securities Journal and
Securities times, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com.. CN.) Summary announcement of 2021 A-share restricted stock incentive plan (Draft) disclosed.
（2） Proposal on the formulation of performance evaluation measures for 2021 A-share restricted stock incentive plan. The directors, Mr. Wei Chengwen, Mr. Li Hua, Mr. Li Jianmin, Mr. Shang Jiajun and Mr. Shi lairun, were the incentive objects of restricted shares and avoided voting as related directors. By the vote of other non affiliated directors, 6 votes were in favor, 0 votes against and 0 votes abstained. The bill was passed. The proposal shall be implemented after being submitted to the general meeting of shareholders of the company for voting.
For details, please refer to the company’s website (www.cn. Info. Com.. CN.) on December 31, 2021 Disclosed performance evaluation measures for 2021 A-share restricted stock incentive plan.
（3） Proposal on formulating the measures for the administration of equity incentive.
The directors, Mr. Wei Chengwen, Mr. Li Hua, Mr. Li Jianmin, Mr. Shang Jiajun and Mr. Shi lairun, were the incentive objects of restricted shares and avoided voting as related directors. By the vote of other non affiliated directors, 6 votes were in favor, 0 votes against and 0 votes abstained. The bill was passed. The proposal shall be implemented after being submitted to the general meeting of shareholders of the company for voting.
For details, please refer to the company’s website (www.cn. Info. Com.. CN.) on December 31, 2021 The disclosed measures for the administration of equity incentive.
（4） Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the restricted stock incentive plan.
1. The general meeting of shareholders of the company is requested to authorize the board of directors to be responsible for the following matters for the specific implementation of the incentive plan:
(1) Authorize the board of directors to determine the grant date of the restricted stock incentive plan in 2021;
(2) Authorize the board of directors to adjust the number and grant price of restricted shares in accordance with the methods specified in the restricted stock incentive plan in 2021 when the company has matters such as conversion of capital reserve into share capital, distribution of stock dividends, stock subdivision or reduction, allotment, etc;
(3) Authorize the board of directors to grant restricted shares to the incentive object when the incentive object meets the conditions and handle all matters necessary for the grant of restricted shares;
(4) Authorize the board of directors to review and confirm the incentive object’s qualification for lifting the sales restriction and the conditions for lifting the sales restriction, and handle all matters necessary for the incentive object to lift the sales restriction for the qualified incentive object;
(5) Authorize the board of directors to handle all matters necessary for the repurchase and cancellation of restricted shares listed in the restricted stock plan, including but not limited to the amendment of the articles of association and the change registration of the company’s registered capital;
(6) Authorize the board of directors to eliminate or replace the performance evaluation benchmarking enterprise sample of restricted stock plan according to the actual situation;
(7) Authorizing the board of directors to implement the restricted stock incentive plan in 2021 includes but is not limited to amending the articles of association, changing the registration of the company’s registered capital and other necessary matters, except the rights to be exercised by the general meeting of shareholders specified in relevant legal documents.
2. The general meeting of shareholders of the company is requested to agree that the validity period of the authorization to the board of directors by the above general meeting of shareholders is consistent with the validity period of this incentive plan.
Except for the matters that need to be adopted by the resolution of the board of directors as specified in laws, administrative regulations, rules of the CSRC, normative documents, this equity incentive plan or the articles of association, other matters can be directly exercised by the chairman of the board of directors or an appropriate person authorized by him on behalf of the board of directors.
The directors, Mr. Wei Chengwen, Mr. Li Hua, Mr. Li Jianmin, Mr. Shang Jiajun and Mr. Shi lairun, were the incentive objects of restricted shares and avoided voting as related directors. By the vote of other non affiliated directors, 6 votes were in favor, 0 votes against and 0 votes abstained. The bill was passed. The proposal shall be implemented after being submitted to the general meeting of shareholders of the company for voting.
The company will review and announce the convening of the general meeting of shareholders separately.
3、 Documents for future reference
1. Resolutions of the 20th meeting of the 8th board of directors of the company;
2. Independent opinions of independent directors.
It is hereby announced.
Shanxi Taigang Stainless Steel Co.Ltd(000825) board of directors
December 30, 2001
