Securities code: Jiangxi Hungpai New Material Co.Ltd(605366) securities abbreviation: Jiangxi Hungpai New Material Co.Ltd(605366) Announcement No.: 2022023 Jiangxi Hungpai New Material Co.Ltd(605366)
Announcement of resolutions of the 9th meeting of the second board of supervisors
The board of supervisors and all supervisors 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.
1、 Meetings of the board of supervisors
Jiangxi Hungpai New Material Co.Ltd(605366) (hereinafter referred to as “the company”) the ninth meeting of the second board of supervisors was held in the company’s conference room on April 3, 2022 by means of on-site combined communication. The notice of this meeting will be sent by e-mail on March 31, 2022. Three supervisors should attend the meeting and three supervisors actually attended the meeting. The meeting shall be held in accordance with laws and regulations, the company law and the articles of association.
The meeting was presided over by Mr. Zhou huaiguo, chairman of the board of supervisors. After careful deliberation and voting, all supervisors attending the meeting formed the following resolutions:
2、 Deliberation at the meeting of the board of supervisors
(I) deliberated and passed the proposal on the company’s 2022 restricted stock incentive plan (Draft) and its summary
After examination, the board of supervisors reviewed and approved the company’s restricted stock incentive plan for 2022 (Draft) (hereinafter referred to as “restricted stock incentive plan”) and its summary, and considered that the content of this restricted stock incentive plan was in line with the provisions of relevant laws, regulations and normative documents such as the company law, the securities law, the measures for the administration of equity incentive of listed companies and so on. 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.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day The Jiangxi Hungpai New Material Co.Ltd(605366) 2022 restricted stock incentive plan (Draft) and the summary of Jiangxi Hungpai New Material Co.Ltd(605366) 2022 restricted stock incentive plan (Draft) (Announcement No.: 2022024).
Voting: 3 in favor, 0 against and 0 abstention; Voting result: adopted.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
2、 The proposal on the management measures for the implementation and assessment of the company’s restricted stock incentive plan in 2022 was deliberated and adopted
After review, the board of supervisors deliberated and approved the company’s proposal on Jiangxi Hungpai New Material Co.Ltd(605366) 2022 restricted stock incentive plan implementation assessment management measures, and considered that the company’s restricted stock incentive plan complies with relevant national regulations and the actual situation of the company, can ensure the smooth implementation of the company’s 2022 restricted stock incentive plan, and will further improve the corporate governance structure and form a good and balanced value distribution system, Establish a benefit sharing and restraint mechanism between shareholders, company managers and core backbone personnel.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Administrative measures for the implementation and assessment of Jiangxi Hungpai New Material Co.Ltd(605366) 2022 restricted stock incentive plan. Voting: 3 in favor, 0 against and 0 abstention; Voting result: adopted.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
3、 The proposal on verifying the list of incentive objects granted by the company’s restricted stock incentive plan for the first time in 2022 was reviewed and approved
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 restricted stock incentive plan have the qualifications specified in the company law and other laws, regulations and normative documents and the articles of association.
2. The incentive object does not have the following circumstances that cannot be the incentive object:
(1) Being identified as an inappropriate candidate by the stock exchange within the last 12 months;
(2) In the last 12 months, it has been identified as an inappropriate candidate by the CSRC and its dispatched offices;
(3) Being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations in 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 the 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 the incentive plan. The incentive objects of the incentive plan do not include the company’s supervisors and 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 do not participate in the incentive plan.
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 of the restricted stock incentive plan.
The company will publicize the names and positions of incentive objects within the company through the company’s website or other channels before the general meeting of shareholders, and the publicity period shall not be less than 10 days. The board of supervisors will disclose the opinions of the board of supervisors on the review and publicity of the list of incentive objects five days before the general meeting of shareholders considers the incentive plan.
Voting: 3 in favor, 0 against and 0 abstention; Voting result: adopted.
For details, please refer to the website of Shanghai Stock Exchange on the same day (www.sse. Com. CN.) Disclosed list of incentive objects of restricted stock incentive plan in 2022
4、 The proposal on the company’s 2022 employee stock ownership plan (Draft) and its summary was reviewed and approved. After review, the board of supervisors held that:
1. The company does not have any circumstances that prohibit the implementation of the employee stock ownership plan stipulated by laws and regulations, such as the guiding opinions on the pilot implementation of the employee stock ownership plan by listed companies (hereinafter referred to as the “guiding opinions”), the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 – standardized operation (hereinafter referred to as the “self regulatory guidelines No. 1”) and so on;
2. The company’s procedure for preparing Jiangxi Hungpai New Material Co.Ltd(605366) 2022 employee stock ownership plan (Draft) and its summary is legal and effective. The content of the ESOP complies with the provisions of relevant laws, regulations and normative documents such as the guiding opinions, self regulatory guidelines No. 1;
3. The procedure and decision-making of the company’s deliberation on the relevant proposals of the employee stock ownership plan are legal and effective, and there is no situation that damages the interests of the company and all shareholders, or forces the company’s employees to participate in the employee stock ownership plan by means of apportionment and forced distribution; The implementation of ESOP by the company is conducive to establishing and improving the benefit sharing mechanism between employees and all shareholders, further optimizing the corporate governance structure, improving the cohesion of employees and the competitiveness of the company, fully mobilizing the enthusiasm and creativity of employees and realizing the sustainable development of the company.
4. The current proposed holders of the company’s employee stock ownership plan meet the holder conditions specified in the guiding opinions, self regulatory guidelines No. 1 and other laws, regulations and normative documents, meet the holder range specified in the employee stock ownership plan, and their subject qualification as the holder of the company’s employee stock ownership plan is legal and effective.
5. Before the implementation of the plan, the company has fully solicited the opinions of employees through employee congress and other organizations, and the relevant review procedures and decisions are legal and effective.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day The Jiangxi Hungpai New Material Co.Ltd(605366) 2022 employee stock ownership plan (Draft) and the summary of Jiangxi Hungpai New Material Co.Ltd(605366) 2022 employee stock ownership plan (Draft).
Voting: 3 in favor, 0 against and 0 abstention; Voting result: adopted.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
5、 The proposal on the management measures of the company’s employee stock ownership plan in 2022 was deliberated and adopted
After review, the board of supervisors believes that:
The company formulated the measures for the management of the company’s employee stock ownership plan in 2022 to ensure the smooth implementation of the company’s employee stock ownership plan and the standardized operation of the employee stock ownership plan, which is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
For details, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) disclosed by the company on the same day Management measures for employee stock ownership plan in Jiangxi Hungpai New Material Co.Ltd(605366) 2022.
Voting: 3 in favor, 0 against and 0 abstention; Voting result: adopted.
This proposal still needs to be submitted to the general meeting of shareholders for deliberation.
It is hereby announced.
Jiangxi Hungpai New Material Co.Ltd(605366) board of supervisors April 6, 2022
