Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) board of supervisors
The verification opinions on matters related to the company's restricted stock incentive plan in 2022 are 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"), the administrative measures for stock incentive of listed companies (hereinafter referred to as the "administrative measures") and other relevant laws and regulations According to the relevant provisions of the normative documents and the articles of association, the board of supervisors of the company has verified the incentive plan for Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) 2022 restricted shares (Draft) (hereinafter referred to as the "incentive plan (Draft)") and related matters, and issued the following verification opinions: 1. The company does not have the situation that the implementation of equity incentive plan is prohibited by laws and regulations such as the management measures, Including: (1) the audit report of the financial accounting report of the latest fiscal year issued by the certified public accountant with negative opinions or unable to express opinions; (2) The internal control of the financial report of the most recent fiscal year is an audit report with a negative opinion or unable to express an opinion issued by a certified public accountant; (3) Failure to distribute profits in accordance with laws and regulations, articles of association and public commitments within the last 36 months after listing; (4) Equity incentive is not allowed according to laws and regulations; (5) Other circumstances recognized by the CSRC. The company is qualified to implement the equity incentive plan.
2. The formulation, review process and contents of the company's incentive plan (Draft) comply with the provisions of the company law, securities law, management measures and other relevant laws, regulations, rules and normative documents as well as the articles of Association; The granting and lifting of restrictions on the sale of restricted shares to each incentive object (including the granting amount, granting date, granting price, restricted sale period, lifting of restricted sale period, lifting of restricted sale conditions and other matters) did not violate the provisions of relevant laws and regulations, and did not infringe the interests of the company and all shareholders.
3. The assessment system of equity incentive plan is comprehensive, comprehensive and operable, the setting of assessment indicators is scientific and reasonable, and has a restrictive effect on Incentive objects, which can achieve the assessment purpose of this incentive plan.
4. The company has no plans or arrangements to provide loans, loan guarantees or any other financial assistance to the incentive objects.
5. The company's implementation of this equity incentive plan can further improve the company's long-term incentive mechanism, fully mobilize the initiative, enthusiasm and creativity of the company's directors, senior managers and other leading group members, middle managers and core technology (business and management) personnel, improve team cohesion, maintain the vitality of the enterprise, and more closely combine the interests of employees with the interests of the company and shareholders, Make all parties pay attention to and commit to the realization of the company's development strategy and business objectives, which is conducive to the sustainable development of the company and will not damage the interests of the company and all shareholders.
To sum up, we unanimously agree that the company will implement this restricted equity incentive plan.
Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) board of supervisors
April 8, 2022
