Shandong Xinhua Pharmaceutical Company Limited(000756) board of supervisors
About the granting date of the company’s 2021 A-share stock option incentive plan
Verification opinions on the list of incentive objects granted for the first time
Shandong Xinhua Pharmaceutical Company Limited(000756) (hereinafter referred to as “the company”) the board of supervisors in accordance with the company law of the people’s Republic of China (hereinafter referred to as “the company law”), the securities law of the people’s Republic of China (hereinafter referred to as “the securities law”), the measures for the administration of equity incentive of listed companies (hereinafter referred to as “the administrative measures”) and other laws According to the relevant provisions of laws, regulations and normative documents and the articles of association, the list of incentive objects granted for the first time on the grant date of the company’s 2021 A-share stock option incentive plan (Draft) (hereinafter referred to as “incentive plan (Draft)”) has been verified, and the audit opinions are as follows:
1. The 196 incentive objects granted this time are consistent with the incentive objects specified in the incentive plan (Draft) deliberated and approved by the company’s first extraordinary general meeting in 2021, the second A-share general meeting in 2021 and the H-share general meeting.
2. As of the grant date of the incentive plan, the incentive object of the incentive plan does not have the situation that the incentive object shall not be the incentive object specified in Article 8 of the administrative measures:
(1) Being identified as inappropriate by the stock exchange within the last 12 months;
(2) It has been identified as an inappropriate candidate by the CSRC and its dispatched offices within the last 12 months;
(3) Being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations within 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 equity incentive of listed companies according to laws and regulations;
(6) Other circumstances recognized by the CSRC.
3. As of the grant date of this incentive plan, the personnel listed in the list of incentive objects granted for the first time in the company’s incentive plan (Draft) meet the incentive object conditions specified in the management measures and other documents, and meet the incentive object conditions specified in the incentive plan (Draft). The incentive objects of this incentive plan do not include the company’s supervisors, independent directors, shareholders or actual controllers who individually or jointly hold more than 5% of the company’s shares and their spouses, parents and children.
In conclusion, the board of supervisors of the company believes that the incentive objects meet the conditions specified in relevant laws, regulations and normative documents, and they are legal and effective as the incentive objects of the incentive plan. Therefore, it is agreed to grant 23.15 million stock options to 196 eligible incentive objects on December 31, 2021 as the first grant date. Shandong Xinhua Pharmaceutical Company Limited(000756) board of supervisors December 31, 2021
