Securities code: Shanghai Smith Adhesive New Material Co.Ltd(603683) securities abbreviation: Shanghai Smith Adhesive New Material Co.Ltd(603683) Announcement No.: 2022021 Shanghai Smith Adhesive New Material Co.Ltd(603683)
On changing the registered capital of the company and amending the articles of Association
And handle the announcement of industrial and commercial change registration
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Whereas Shanghai Smith Adhesive New Material Co.Ltd(603683) (hereinafter referred to as “the company”) held the 13th meeting of the third board of directors and the 10th meeting of the third board of supervisors on July 19, 2021, and considered and adopted the proposal on granting some reserved restricted shares to incentive objects. The board of directors considered that the conditions for granting the reserved part of the company’s 2020 restricted stock incentive plan had been met and agreed to grant 550000 restricted shares to four incentive objects at the price of RMB 4.78 per share on July 19, 2021. The independent directors of the company have expressed their independent opinions on this proposal.
However, within the payment period specified by the company, one incentive object failed to pay the payment on time, and after verification by the company, the incentive object decided to give up the qualification of this grant. Therefore, the reserved part is granted to 3 persons. The number of restricted shares granted and registered in Shanghai Branch of China Securities Depository and Clearing Corporation Limited is 450000 shares.
After this grant, the total share capital of the company was changed from 182679000 shares to 183129000 shares, and the registered capital was changed from 182679000 yuan to 183129000 yuan.
In addition, the company held the 17th meeting of the third board of directors and the 14th meeting of the third board of supervisors on December 17, 2021, and considered and adopted the proposal on granting the remaining reserved restricted shares to incentive objects. The board of directors considered that the vesting conditions of the remaining reserved part of the company’s 2020 restricted stock incentive plan had been met and agreed to grant 460000 restricted shares to 22 incentive objects at the price of RMB 7.02 per share on December 17, 2021. The independent directors of the company have expressed their independent opinions on this proposal.
However, within the payment period specified by the company, one incentive object failed to pay the payment on time, and after verification by the company, the incentive object decided to give up the qualification of this grant. Therefore, the remaining reserved part is granted to 21 people, and the number of restricted shares granted and registered in Shanghai Branch of China Securities Depository and Clearing Corporation Limited is 440000.
After this grant, the total share capital of the company was changed from 183129000 shares to 183569000 shares, and the registered capital was changed from 183129000 yuan to 183569000 yuan.
In addition, in view of the company’s profit distribution plan for 2021: it is proposed to increase 2 shares for every 10 shares by converting capital reserve into share capital to all shareholders. As of March 29, 2022, the total share capital of the company was 183569000 shares. After this increase, the total share capital of the company was changed from 183569000 shares to 220282800 shares. The registered capital was changed from RMB 183569000 to RMB 220282800.
The company plans to amend the corresponding provisions of the articles of association as follows:
Sn before and after modification
Article 6 the registered capital of the company is RMB. Article 6 the registered capital of the company is RMB 182679 million. 2202828 million yuan.
Article 19 the total number of shares of the company is Article 19 the total number of shares of the company is 182679000 shares, and the capital structure of the company is 220282800 shares. The capital structure of the company is: ordinary shares, no other kinds of shares, ordinary shares, no other kinds of shares, and the par value is RMB 1. The face value is RMB 1.
Except for the amendment of the above articles, the contents of other articles of association remain unchanged.
The change of the company’s registered capital, the amendment of the articles of association and the handling of industrial and commercial change registration must be submitted to the general meeting of shareholders for deliberation.
The full text of the revised Shanghai Smith Adhesive New Material Co.Ltd(603683) articles of association will be published on the website of Shanghai Stock Exchange on the same day（ http://www.sse.com.cn. ）。
It is hereby announced.
Shanghai Smith Adhesive New Material Co.Ltd(603683) board of directors March 31, 2022
