Securities code: 002513 securities abbreviation: Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513) Announcement No.: 2022-002 Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513)
Announcement on resolutions of the 7th Meeting of the 6th board of supervisors
The company and all members of the board of supervisors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
The seventh meeting of the sixth board of supervisors of Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513) (hereinafter referred to as “the company”) was held by means of communication on December 31, 2021. The meeting was notified to all supervisors by e-mail on December 28, 2021. The meeting was presided over by Mr. Tang Heping, chairman of the board of supervisors of the company. There were 3 supervisors who should attend and 3 supervisors who actually attended. The convening, convening and voting procedures of this meeting comply with the provisions of the company law and the articles of association, and are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
(i) The proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary was deliberated and adopted
The board of supervisors believes that the contents of this incentive plan comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents. The implementation of this incentive plan will be conducive to the sustainable development of the company, and there will be no damage to the interests of the company and all shareholders.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com.. CN.) published on the company’s designated information disclosure website on January 1, 2022 Relevant announcements on.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation and approval, and shall be approved by more than two-thirds (including) of the total number of effective voting shares held by shareholders attending the general meeting of shareholders.
（2） Consideration and adoption of the Convention on
<公司 2021 年限制性股票激励计划考核管理办法>
Proposal for
The board of supervisors believes that the measures for the assessment and management of the company’s restricted stock incentive plan in 2021 comply with the provisions of the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the management of equity incentive of listed companies and other relevant laws, regulations and normative documents and the actual situation of the company, and can ensure the smooth implementation of the company’s incentive plan, Ensure the realization of the company’s development strategy and business objectives.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com.. CN.) published on the company’s designated information disclosure website on January 1, 2022 Relevant announcements on.
This proposal shall be submitted to the general meeting of shareholders of the company for deliberation and approval, and shall be approved by more than two-thirds (including) of the total number of effective voting shares held by shareholders attending the general meeting of shareholders.
（3） The proposal on verifying the list of incentive objects of the company’s restricted stock incentive plan in 2021 was deliberated and adopted
After the preliminary review of the list of incentive objects to be granted, the board of supervisors believes that:
1. The personnel listed in the list of incentive objects of the company’s incentive plan have the qualifications specified in the company law of the people’s Republic of China and other laws, regulations and normative documents and the articles of association.
2. The incentive object does not have the situation that it is not allowed to be an incentive object as stipulated in Article 8 of the measures for the administration of equity incentive of listed companies:
(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. The personnel listed in the list of incentive objects of this incentive plan meet the incentive object conditions specified in the administrative measures for equity incentive of listed companies and other documents, and meet the incentive object conditions specified in this incentive plan. The incentive objects of this incentive plan do not include the independent directors and supervisors of the company, nor do they include the shareholders or actual controllers who individually or jointly hold more than 5% of the shares of the company and their spouses, parents and children.
To sum up, the incentive objects listed in the incentive plan meet the conditions specified in relevant laws, and they are legal and effective as the incentive objects granted by the incentive plan.
The company will publicize the names and positions of incentive objects within the company through the company’s website for a period of no less than 10 days. After fully listening to the publicity opinions, the board of supervisors will disclose the description of the audit and publicity of the list of incentive objects five days before the shareholders’ meeting deliberates the incentive plan.
Voting results: 3 in favor, 0 against and 0 abstention.
（4） The board of supervisors considered and passed the proposal on adjusting the payment time of the remaining equity transfer payment for the sale of Fangzhou pharmaceutical. The board of supervisors held that the company signed a supplementary agreement to adjust the payment arrangement and term, and added the guarantee clause and the agreed clause on capital occupation fee, which can ensure the smooth progress of the sale of assets, It is also conducive to promoting the counterparty to actively perform the agreement, protecting the legitimate rights and interests of the company and safeguarding the interests of all shareholders of the company.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to cninfo (www.cn. Info. Com.. CN.) published on the company’s designated information disclosure website on January 1, 2022 And relevant announcements in Shanghai Securities News, securities times and China Securities News.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation and approval.
3、 Documents for future reference
1. Resolution of the 7th Meeting of the 6th board of supervisors of the company.
It is hereby announced.
Jiangsu Lanfeng Bio-Chemical Co.Ltd(002513) board of supervisors December 31, 2021
