Securities code: Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) securities abbreviation: Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) Announcement No.: pro 2022017 Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389)
2022 restricted stock incentive plan (Draft) summary announcement
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.
Important content tips:
● equity incentive method: restricted stock
● share source: the company issues A-share ordinary shares to the incentive object
● the number of restricted shares to be granted to the incentive objects in the incentive plan is 8850600 shares, accounting for 2.98% of the total share capital of the company on the date of announcement of the draft and abstract of the incentive plan. Among them, 8408100 shares were granted for the first time, accounting for 95.00% of the total amount of restricted stock granted this time, and 2.831% of the total share capital of the company on the announcement date of the draft incentive plan and abstract; 442500 shares are reserved, accounting for 5.00% of the total amount of restricted stock granted this time, and 0.149% of the total share capital of the company on the announcement date of the draft and summary of this incentive plan. 1、 Basic information of the company
(I) Company Profile
Chinese: Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389)
corporate name
English: Nantong Jiangshan Agrochemical & Chemicals Co., Ltd
Legal representative: Xue Jian
Stock Code: Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389)
Stock abbreviation Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389)
Registered capital: RMB 297000000
Shanghai stock exchange where the shares are listed
Listing date: January 10, 2001
Registered address: No. 998, Jiangshan Road, Nantong Economic and Technological Development Zone
Office address: No. 998, Jiangshan Road, Nantong Economic and Technological Development Zone
Unified social credit code 91320 China Cyts Tours Holding Co.Ltd(600138) 299113x
Manufacturing, processing and sales of chemical pesticides, organic chemicals, inorganic chemicals, high molecular polymers, nano materials and fire-resistant and thermal insulation products
Battalion). Operate the export business of self-produced products and related technologies of the enterprise; Operate the import business of raw and auxiliary materials, mechanical equipment, instruments and meters, spare parts and related technologies required for scientific research within the production and business scope of the enterprise; Operate the enterprise’s feed processing and “three supplies and one compensation” business; Chemical technology consulting services. Retail of industrial salt. Engage in cargo handling and warehousing in the port area. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(II) performance of the company in recent three years
Unit: 10000 yuan
Main accounting data 20202019 2018
Operating income 512135784781182239211708
Net profit attributable to shareholders of listed company 33493493 Jiao Zuo Wan Fang Aluminum Manufacturing Co.Ltd(000612) 3920994
Net profit attributable to shareholders of listed companies after deducting non recurring profit and loss of 333467130270603531155
Net cash flow from operating activities 707172740908163101205
Main accounting data end of 2020 end of 2019 end of 2018
Net assets attributable to shareholders of listed companies 197836892015004018224791
Total assets 459561464306243932066842
Main financial indicators 20202019 2018
Basic earnings per share (yuan / share) 1.13 1.01 1.32
Diluted earnings per share (yuan / share) 1.13 1.01 1.32
The basic earnings per share after deducting non recurring profits and losses is 1.12 1.02 1.19 (yuan / share)
Weighted average return on net assets (%) 16.30 15.62 22.76
Weighted average return on net assets after deducting non recurring income 16.23 15.75 20.49 (%)
(III) composition of the company’s board of directors, board of supervisors and senior managers:
Serial number name title
1 Chairman Xue Jian
2. Director Gu Jianguo
3. Director Chen Yunguang
4. Director Zhang Hua
5. Director Chen Jiliang
6 Liu Weidong, director and general manager
7 Xu Xiaodong, independent director
8 Zhang Lijun independent directors
Zhou Xianhui, independent director
Cheng Gang, chairman of the board of supervisors
11. Supervisor Yan Lin
12. Supervisor Ji Wei
13 Wang Li, executive deputy general manager
14 song Jinhua, deputy general manager and Secretary of the board of directors
15 Wang Xu, deputy general manager
16 deputy general manager Shi Jin
17 Pang Changguo, deputy general manager
18 Meng Changchun, deputy general manager
19 Du Hui, chief R & D Officer
2、 Purpose of implementing incentive plan
In order to further establish and improve the company’s incentive and restraint mechanism, fully mobilize the enthusiasm, sense of responsibility and sense of mission of the company’s directors, senior managers and other leading group members, middle managers, core technology (business and management) personnel, leading group members and core technology (business and management) personnel of the business division / subsidiary, attract and retain excellent talents, and effectively integrate the interests of shareholders Combine the interests of the company and the personal interests of the managers, pay common attention to the long-term development of the company, and work together to continuously improve the core competitiveness and sustainable development ability of the company. This incentive plan is formulated in accordance with the provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents as well as the articles of association.
3、 Equity incentive method and source of underlying stock
The way of equity incentive is to grant restricted shares to the incentive object.
The stock source is the company’s A-share common stock issued to the incentive object. 4、 Number of interests to be granted under the plan
The number of restricted shares to be granted to the incentive objects in the incentive plan is 8850600 shares, and the subject stock involved is RMB A-share common shares, accounting for 2.98% of the total share capital of the company on the announcement date of the draft and abstract of the incentive plan. Among them, 8408100 shares were granted for the first time, accounting for 95.00% of the total amount of restricted stock granted this time, and 2.831% of the total share capital of the company on the announcement date of the draft incentive plan and abstract; 442500 shares are reserved, accounting for 5.00% of the total amount of restricted stock granted this time, and 0.149% of the total share capital of the company on the announcement date of the draft and summary of this incentive plan.
The total number of underlying shares involved in all equity incentive plans of the company within the validity period does not exceed 10% of the total share capital of the company at the time of announcement of this incentive plan. The cumulative shares of the company granted by any incentive object in the incentive plan through all equity incentive plans within the validity period shall not exceed 1% of the total share capital of the company at the time of announcement of the incentive plan. During the period from the date of announcement of the incentive plan to the completion of the restricted stock registration of the incentive object, if the company has matters such as the conversion of capital reserve into share capital, the distribution of stock dividends, the division or reduction of shares, and the allotment of shares, the number of restricted shares granted and the total number of subject shares involved will be adjusted accordingly. 5、 Scope of incentive objects and the number of rights and interests granted to them
(I) basis for determining incentive objects
1. Legal basis for determining incentive objects
The incentive objects of the plan are determined in accordance with the company law, securities law, administrative measures, other relevant laws, regulations and normative documents, as well as the relevant provisions of the articles of association, and in combination with the actual situation of the company.
2. Job basis for determining incentive objects
The incentive objects of this incentive plan are the directors, senior managers and other leading group members of the company, the middle managers of the company, the core technical (business and management) personnel of the company, the leading group members and core technical (business and management) personnel of the division / subsidiary, etc.
(II) scope of incentive objects
The plan involves a total of 80 first-time incentive objects, accounting for 4.39% of the total number of registered employees at the end of Nantong Jiangshan Agrochemical & Chemicals Co.Ltd(600389) 2021, including:
(I) directors, senior managers and other leading group members of the company;
(II) middle management personnel of the company;
(III) core technical (business and management) personnel of the company;
(IV) leading group members and core technical (business and management) personnel of the division / subsidiary.
The incentive objects do not include the company’s independent directors, supervisors, shareholders or actual controllers who individually or jointly hold more than 5% of the company’s shares and their spouses, children and parents.
The employees who have signed the incentive plan (including the employees of the subsidiary company) and the employees of the subsidiary company (including the employees who have signed the incentive plan) must be paid in the assessment period
The incentive object of the reserved grant part shall be determined within 12 months after the incentive plan is considered and approved by the general meeting of shareholders. After the proposal of the board of directors, the explicit opinions of the independent directors and the board of supervisors, the professional opinions of lawyers and the legal opinions are issued, the company shall accurately disclose the relevant information of the incentive object on the designated website in time as required. If the incentive object is not specified for more than 12 months, the reserved rights and interests shall become invalid. The criteria for determining the reserved incentive object shall be determined with reference to the criteria for the first award. (III) distribution of restricted shares
The distribution of restricted shares granted among incentive objects is shown in the table below:
Serial number name
