Securities code: Hebei Hengshui Laobaigan Liquor Co.Ltd(600559) securities abbreviation: Hebei Hengshui Laobaigan Liquor Co.Ltd(600559) Announcement No.: 2022005 Hebei Hengshui Laobaigan Liquor Co.Ltd(600559)
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 common stock to the incentive object
● the number of restricted shares to be granted under the incentive plan shall not exceed 17.74 million shares, accounting for about 1.98% of the total share capital of the company at the time of announcement of the incentive plan. The incentive plan is a one-time grant, excluding the reserved part. 1、 Basic information of the company
(I) Company Profile
Company name Hebei Hengshui Laobaigan Liquor Co.Ltd(600559)
Legal representative: Liu Yanlong
Stock Code: Hebei Hengshui Laobaigan Liquor Co.Ltd(600559)
Stock abbreviation Hebei Hengshui Laobaigan Liquor Co.Ltd(600559)
The registered capital is 897.3 million yuan
Shanghai stock exchange where the shares are listed
Listing date: October 29, 2002
Registered address: No. 999, Zhenhua street, high tech Zone, Hengshui City, Hebei Province
Office address: Jiudu building, No. 999, Zhenhua street, high tech Zone, Hengshui City, Hebei Province
Unified social credit code 911311007216760190
Business scope Baijiu production and sales; Production and sales of prepared liquor; Raising and selling pigs; Feed production and sales; Road transportation of ordinary goods.
(II) historical performance of the company:
Unit: 10000 yuan currency: RMB
Main financial data 20202019 2018
Operating income 359778704030248435832788
Net profit attributable to shareholders of listed company 312603940430293504180
Net cash flow from operating activities 550430838190944486087
Net assets attributable to shareholders of listed companies 346510933288567727512027
Total assets 646511516273298354793860
Main financial indicators 20202019 2018
Basic earnings per share (yuan / share) 0.35 0.45 0.41
Diluted earnings per share (yuan / share) 0.35 0.45 0.41
Weighted average return on net assets (%) 8.08 11.66 13.16
(III) composition of the company’s board of directors, board of supervisors and senior managers:
Serial number name title
1 Chairman Liu Yanlong
2 Wang zhangang, vice chairman and general manager
3 Zhang Yuhang, vice chairman
4 Liu Yong, director and Secretary of the board of directors
5 Zhang Shuangcai independent directors
6. Lanxia independent director
7. Song Xuebao, independent director
8 he Haiming, independent director
9. Zhang Xuejun, independent director
10 Zhao Xudong, executive deputy general manager
11 Li Yulei, deputy general manager
12 Zhang Chunsheng, deputy general manager
13 Zheng Baohong, deputy general manager
14 Wu Dongzhuang, chief financial officer
15 Zhen Xiaoping, chairman of the board of supervisors
16 Wang xiangcha Supervisor
17. Staff representative supervisor of Wang Hanguo
18 supervisor zhangyanfei
19 Kong Weidong employee representative supervisor
2、 Purpose of implementing incentive plan
Further establish and improve the company’s long-term incentive mechanism, attract and retain excellent talents, fully mobilize the enthusiasm of core employees, and effectively combine the interests of shareholders, the company and employees.
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 A-share common stock issued by the company to the incentive object. 4、 Number of rights and interests to be granted by restricted stock plan
The number of restricted shares to be granted under the incentive plan shall not exceed 17740000 shares, accounting for about 1.98% of the company’s total share capital of 897287400 shares at the time of announcement of the incentive plan. The incentive plan is a one-time grant, excluding the reserved part. 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 incentive plan are determined in accordance with the company law, the securities law, the measures for the administration of equity incentive of listed companies (hereinafter referred to as the management measures), the guidelines for the implementation of equity incentive by listed companies controlled by central enterprises (gzkp [2020] No. 178, hereinafter referred to as the guidelines) and Hebei Hengshui Laobaigan Liquor Co.Ltd(600559) 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 the incentive plan are the directors, senior managers, members of the leading group of subsidiaries and core employees of the headquarters and subsidiaries when the incentive plan is implemented. The incentive plan does not include supervisors and independent directors.
3. Assessment basis for determining incentive objects
The performance appraisal results of employees participating in the incentive plan in the year before the announcement of the draft are competent and above. (II) scope of incentive objects
The incentive plan involves no more than 213 incentive objects, including directors, senior managers, members of the leading group of subsidiaries, and core employees of the headquarters and subsidiaries. All incentive objects must have labor relations with the company or its holding subsidiaries or hold positions in the company or its holding subsidiaries. (III) distribution of restricted shares
The distribution of restricted shares granted among incentive objects is shown in the following table: (the calculation results of the following percentages are rounded to two decimal places)
Name: proportion of the number of job grants in the total amount of grants in the total share capital (10000 shares)
Chairman Liu Yanlong 30 1.69% 0.03%
Wang zhangang, vice chairman and general manager 30 1.69% 0.03%
Zhao Xudong executive deputy general manager 30 1.69% 0.03%
Zhangyuhang vice chairman 27 1.52% 0.03%
Li Yulei, deputy general manager 27 1.52% 0.03%
Liu Yong, director and Secretary of the board of directors 27 1.52% 0.03%
Zheng Baohong, deputy general manager 27 1.52% 0.03%
Wu Dongzhuang CFO 27 1.52% 0.03%
Zhang Chunsheng, deputy general manager 27 1.52% 0.03%
Other core management, technology and sales personnel 152285.79% 1.70%
(no more than 204 persons)
Total (no more than 213 persons) 1774100% 1.98%
Note: the incentive objects of the incentive plan do not participate in the equity incentive plans of two or more listed companies, and there are no major shareholders or actual controllers holding more than 5% of the company’s equity and their spouses, parents and children. 6、 Award price and determination method
(I) grant price
The grant price of the restricted shares granted is 10.34 yuan per share, that is, after meeting the grant conditions, the incentive object can purchase the restricted shares granted by the company to the incentive object at the price of 10.34 yuan per share.
(II) determination method of grant price
The pricing benchmark date of the grant price of the granted restricted shares is the publication date of the draft incentive plan. The grant price shall not be less than the par value of the shares, and shall not be less than 50% of the higher value of the following prices:
1. The average trading price of the company’s target stock one trading day before the announcement of the draft incentive plan;
2. The average trading price of the company’s underlying stock 20 trading days before the announcement of the draft incentive plan. 7、 Timing of this incentive plan
(I) validity period of incentive plan
The validity period of the incentive plan shall be no more than 60 months from the date of completion of the registration of the grant of restricted shares to the date of lifting the restriction on the sale or repurchase of all restricted shares.
(II) grant date of incentive plan
The grant date shall be determined by the board of directors of the company after the plan is deliberated and approved by the general meeting of shareholders of the company, and the grant date must be the trading day. The company shall grant restricted shares and complete the registration and announcement within 60 days after the approval of the general meeting of shareholders and the achievement of the grant conditions. If the company fails to complete the above work within 60 days, the implementation of the plan will be terminated, but the following period during which the company shall not grant restricted shares shall not be included in the 60 day period..
The company shall not grant restricted shares to incentive objects during the following periods:
1. Within 30 days before the announcement of the company’s periodic report, if the announcement date of the periodic report is delayed due to special reasons, it shall be calculated from 30 days before the original scheduled announcement date to the day before the announcement;
2. Ten days before the announcement of the company’s performance forecast and performance express;
3. From the date of major events that may have a great impact on the trading price of the company’s shares and their derivatives or the date of entering the decision-making process to the date of legal disclosure;
4. Other times specified by the CSRC and the Shanghai Stock Exchange.
The above “major events” are transactions or other major events that the company should disclose in accordance with the listing rules.
If the senior management of the company, as the incentive object, has reduced the shares of the company within 6 months before the granting of restricted shares, the granting of restricted shares shall be postponed for 6 months from the date of the last reduction in accordance with the provisions of short-term trading in the securities law.
(III) sales restriction period of incentive plan
The restricted shares shall be restricted to sale within 24 months from the date of completion of registration. During the restricted sale period, restricted shares shall be restricted and shall not be transferred, used as guarantee or repay debts.
The shares obtained by the incentive object due to the granted restricted shares that have not yet been lifted, such as the conversion of capital reserve into share capital, the distribution of stock dividends, stock subdivision and so on, shall be locked according to the incentive plan. After sales restrictions are lifted, the company provides incentives to meet the conditions for lifting the restrictions
