Securities code: Tianyu Eco-Environment Co.Ltd(603717) securities abbreviation: Tianyu Eco-Environment Co.Ltd(603717) Announcement No.: 2022024 Tianyu Eco-Environment Co.Ltd(603717)
Announcement of resolutions of the 22nd Meeting of the third 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
Tianyu Eco-Environment Co.Ltd(603717) (hereinafter referred to as “the company”) the notice of the 22nd Meeting of the third board of supervisors (hereinafter referred to as “the meeting”) was sent by e-mail on March 31, 2022. Due to the epidemic, the meeting was held by remote communication at 13:30 p.m. on April 6, 2022. Three supervisors should be present at this meeting and three actually present. The meeting was presided over by Mr. Liu Dinghua, chairman of the board of supervisors of the company.
The notice, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China, the articles of association, the rules of procedure of the board of supervisors and other relevant provisions, and the resolutions formed at the meeting are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
The following proposals were considered and adopted at this meeting:
(I) proposal on capital increase to holding subsidiaries and related party transactions
The board of supervisors believes that the capital increase of the company to its holding subsidiary Shanghai Tianqian is in line with the company’s strategic development plan, which is conducive to the development of the company in the ecological animal husbandry sector and further expand the business scale. The price of this transaction is reasonable and fair, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders, nor does it transfer interests to related parties. Therefore, we agree to the above capital increase and related party transactions.
Voting results: 3 in favor, 0 against and 0 abstention.
(II) proposal on Tianyu Eco-Environment Co.Ltd(603717) 2022 stock option incentive plan (Draft) and its summary
The board of supervisors believes that the contents of the company’s 2022 stock option incentive plan (Draft) and its abstract comply 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 (hereinafter referred to as the “administrative measures”) and the articles of association. The company’s implementation of this incentive plan can improve the company’s incentive mechanism and the distribution mechanism combining incentive and restraint, so that employees and shareholders form a community of interests, which is conducive to improving employees’ enthusiasm and creativity, so as to improve the company’s production efficiency and level, and is conducive to the long-term sustainable development of the company. There is no situation that damages the interests of listed companies and all shareholders. Therefore, we agree to implement the 2022 stock option incentive plan.
Voting results: 3 in favor, 0 against and 0 abstention.
(III) proposal on Tianyu Eco-Environment Co.Ltd(603717) 2022 stock option incentive plan implementation assessment management measures
The board of supervisors believes that the measures for the administration of the implementation and assessment of the 2022 stock option incentive plan of the company complies with the provisions of the company law, the securities law, the administrative measures and other relevant laws, regulations, normative documents and the articles of association. Among them, the assessment system, assessment methods and assessment indicators are comprehensive, comprehensive, operable, binding on Incentive objects, and can achieve the assessment effect.
Voting results: 3 in favor, 0 against and 0 abstention.
(IV) the proposal on verifying the list of incentive objects granted for the first time in the 2022 stock option incentive plan reviewed the list of incentive objects granted for the first time in the company’s 2022 stock option incentive plan. The board of supervisors held that the incentive objects granted for the first time in the incentive plan met the requirements of the company law, the securities law, the administrative measures and other relevant laws The qualifications stipulated in laws and regulations, normative documents and the articles of association are not allowed to participate in the equity incentive of listed companies according to laws and regulations, and their subject qualification as the incentive object of the company’s incentive plan is legal and effective.
The company will publicize the names and positions of some incentive objects granted for the first time 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 review opinions on the list of some incentive objects granted for the first time and the explanation of their publicity five days before the shareholders’ meeting deliberates the equity incentive plan.
Voting results: 3 in favor, 0 against and 0 abstention.
It is hereby announced.
Tianyu Eco-Environment Co.Ltd(603717) board of supervisors April 6, 2022