Jingchen semiconductor (Shanghai) Co., Ltd
Reserved grant of restricted stock incentive plan in 2021 by the board of supervisors
Verification opinions on the list of incentive objects (as of the grant date)
The board of supervisors of Jingchen semiconductor (Shanghai) Co., Ltd. (hereinafter referred to as the “company”) shall, 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”) and the administrative measures for equity incentive of listed companies (hereinafter referred to as the “administrative measures”) Relevant provisions such as the Listing Rules of Shanghai Stock Exchange’s Kechuang board (hereinafter referred to as the “Listing Rules”) and the articles of association of Jingchen semiconductor (Shanghai) Co., Ltd. (hereinafter referred to as the “articles of association”), The company reviewed the list of incentive objects (as of the grant date) reserved for the company’s restricted stock incentive plan in 2021 (hereinafter referred to as the “incentive plan”), and issued the following verification opinions:
1. The incentive objects reserved and granted in this incentive plan do not have the circumstances that they shall not become incentive objects as stipulated in Article 8 of the management 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.
2. The incentive objects reserved for grant in this incentive plan do not include the company’s independent directors, supervisors, shareholders or actual controllers who individually or jointly hold more than 5% of the company’s shares and their spouses, parents and children. 3. The list of incentive objects reserved for granting restricted shares in this incentive plan is consistent with the criteria for determining incentive objects specified in the 2021 restricted stock incentive plan approved by the first extraordinary general meeting of the company in 2021.
The incentive objects reserved and granted in this incentive plan meet the qualifications specified in the company law, securities law, articles of association and other laws, regulations and normative documents, and meet the conditions of incentive objects specified in the administrative measures and listing rules, It complies with the scope of incentive objects specified in the company’s 2021 restricted stock incentive plan (Draft) and its summary, and its subject qualification as the incentive object of the company’s 2021 restricted stock incentive plan is legal and effective.
In conclusion, the board of supervisors agreed to reserve the list of incentive objects to be granted in the company’s incentive plan, agreed that the reserved grant date of the company’s incentive plan was December 30, 2021, and agreed to grant 1078500 restricted shares to 114 class I incentive objects at the grant price of 65.08 yuan / share.
Board of supervisors of Jingchen semiconductor (Shanghai) Co., Ltd. December 30, 2021
