Securities code: Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) securities abbreviation: Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) Announcement No.: 2022037 announcement of Hunan Lingpai Dazhi Technology Co., Ltd. on the cancellation of part of the granted restricted shares that have not yet been vested Hunan Lingpai Dazhi Technology Co., Ltd. (hereinafter referred to as “the company”) was deliberated and adopted at the fourth meeting of the Fifth Board of directors and the third meeting of the Fifth Board of supervisors held on March 30, 2022 According to the relevant provisions of the company’s 2021 restricted stock incentive plan (Draft), the measures for the administration of the implementation and assessment of the 2021 restricted stock incentive plan and the authorization of the company’s third extraordinary shareholders’ meeting in 2021, the proposal on Abolishing part of the restricted shares that have been granted but have not been vested, as 16 incentive objects in the company’s 2021 restricted stock incentive plan have resigned, they are no longer qualified as incentive objects, The board of directors agrees that the company shall cancel 909800 restricted shares granted but not yet vested; As the company failed to meet the performance assessment target in 2021, the board of directors agreed that the company would cancel 194000 restricted shares that could not be attributed this time. A total of 1103800 restricted shares were cancelled this time. The specific situation is hereby announced as follows: 1. The examination and approval procedures that have been fulfilled. 1. On June 7, 2021, the company held the 20th meeting of the Fourth Board of directors, deliberated and adopted the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan (Draft) and its summary, and the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan implementation assessment management measures The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021, and the independent directors of the company expressed independent opinions on the relevant proposals of the incentive plan. 2. On June 7, 2021, the company held the 17th meeting of the 4th board of supervisors, deliberated and adopted the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan (Draft) and its summary, and the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan implementation assessment management measures Proposal on verifying the list of incentive objects first granted by the restricted stock incentive plan in Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021. 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. 3. On June 11, 2021, the company disclosed the self inspection report on the trading of the company’s shares by insiders of the restricted stock incentive plan in 2021. From June 8, 2021 to June 18, 2021, the company publicized the names and positions of the incentive objects granted for the first time in the incentive plan within the company. During the publicity period, the company did not receive any objection to the list of incentive objects granted for the first time in the incentive plan. On June 19, 2021, the company disclosed the verification opinions and publicity statement of the board of supervisors on the list of incentive objects first granted by the company’s restricted stock incentive plan in 2021. 4. On June 23, 2021, the company held the third extraordinary general meeting of shareholders in 2021, deliberated and approved the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan (Draft) and its summary, and the proposal on Guangdong Dazhi Environmental Protection Technology Incorporated Company(300530) 2021 restricted stock incentive plan implementation assessment management measures Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan in 2021. 5. On June 23, 2021, the company held the 21st Meeting of the 4th board of directors and the 18th meeting of the 4th board of supervisors, deliberated and adopted the proposal on granting restricted shares to incentive objects for the first time. The independent directors of the company expressed independent opinions on the above matters, and the board of supervisors verified the list of incentive objects granted restricted shares this time. 6. On March 30, 2022, the company held the fourth meeting of the Fifth Board of directors and the third meeting of the Fifth Board of supervisors, deliberated and adopted the proposal on Canceling Part of the granted but not vested restricted shares. The independent directors of the company expressed independent opinions on the above matters, and the lawyers issued corresponding legal opinions. 2、 Details of the restricted shares that have been granted but not yet vested in this cancellation 1. In view of the resignation of 16 incentive objects among the first granted personnel of the company’s 2021 restricted stock incentive plan, according to the relevant provisions of the company’s 2021 restricted stock incentive plan (Draft), the above-mentioned personnel are no longer qualified as incentive objects, and the restricted shares that have been granted but not yet vested shall not be vested and shall be cancelled by the company. The original restricted stock incentive objects were adjusted from 47 to 31, and the resignation of 16 incentive objects involved 909800 shares of restricted stock that should be cancelled. 2. According to the relevant provisions of the company’s restricted stock incentive plan for 2021 (Draft) and the management measures for the implementation and assessment of the restricted stock incentive plan for 2021, if the company fails to meet the performance assessment objectives, the restricted shares of all incentive objects corresponding to the assessment plan in the current year shall not be attributed, shall be invalid and shall not be deferred to the next period. The assessment year of the company’s restricted stock incentive plan in 2021 is three fiscal years from 2021 to 2023, with one assessment in each fiscal year, The annual performance assessment objectives of the restricted shares granted for the first time are shown in the table below: operating income of new energy power battery business (a) target value (AM) trigger value (an) in the attribution period In the first vesting period, the operating revenue of new energy power battery business shall not be less than 90 million yuan in 2021, and not less than 50 million yuan in 2021. In the second vesting period, the cumulative operating revenue of new energy power battery business in 20212022 shall not be less than 360 million yuan, and the cumulative operating revenue of new energy power battery business in 20212022 shall not be less than 260 million yuan. In the third vesting period, the cumulative operating revenue of new energy power battery business in 20212023 The cumulative operating income of the company’s new energy power battery business is not less than 1089 million yuan, and the cumulative operating income of the new energy power battery business in the three years from 2021 to 2023 is not less than 810 million yuan. According to the audit of Tianjian Certified Public Accountants (special general partnership), the company’s operating income of the new energy power battery business in 2021 is 207793 million yuan, which does not meet the performance evaluation indicators specified above, and the attribution conditions in the first attribution period are not achieved, The board of directors of the company decided to cancel 194000 restricted shares that cannot be vested this time. The total number of the above invalid restricted shares is 1103800. According to the authorization of the third extraordinary general meeting of shareholders of the company in 2021 to the board of directors, the cancelled restricted shares that have been granted but not yet vested need not be submitted to the general meeting of shareholders for deliberation.
3、 The impact of the cancellation of some restricted shares on the company. The cancellation of some restricted shares will not have a substantive impact on the company’s financial status and operating results, the stability of the company’s management team, or the continued implementation of the company’s equity incentive plan. 4、 According to the opinions of independent directors, the cancellation of some restricted shares granted but not yet vested by the company this time complies with the relevant provisions of laws, regulations and normative documents such as the measures for the administration of equity incentive of listed companies and the company’s restricted stock incentive plan (Draft) in 2021. The procedures are legal and compliant, do not damage the rights and interests of the company and all shareholders, and will not have a material impact on the company’s financial status and operating results, Nor will it affect the diligence of the company’s management team. Therefore, we agree to the cancellation of some restricted shares that have been granted but not yet vested. 5、 According to the opinion of the board of supervisors, the cancelled part of the granted but not vested restricted shares complies with the relevant laws and regulations and the relevant provisions of the company’s 2021 restricted stock incentive plan (Draft) and the measures for the administration of the implementation and assessment of the 2021 restricted stock incentive plan, and there is no harm to the interests of shareholders. It is agreed that the cancelled part of the company has been granted but not vested restricted shares. 6、 Legal opinion issued by the lawyer Shanghai Tongli law firm believes that as of the date of issuance of the legal opinion on the cancellation of restricted shares that have been granted but not yet vested in the restricted stock incentive plan of Hunan lingpaidazhi Technology Co., Ltd. in 2021, the cancellation has been approved and authorized at this stage; The reason and quantity of this cancellation comply with the relevant provisions of the measures for the administration of equity incentive of listed companies and the company’s 2021 restricted stock incentive plan. 7、 Documents for future reference 1. Resolutions of the 4th meeting of the 5th board of directors of the company; 2. Resolutions of the third meeting of the 5th board of supervisors of the company; 3. Independent opinions of independent directors on matters related to the fourth meeting of the Fifth Board of directors; 4. Legal opinion on the cancellation of restricted shares that have been granted but not yet vested in the restricted stock incentive plan of Hunan lingpaidazhi Technology Co., Ltd. in 2021 issued by Shanghai Tongli law firm. It is hereby announced. Board of directors of Hunan lingpaidazhi Technology Co., Ltd. March 31, 2022
