Securities code: Acrobiosystems Co.Ltd(301080) securities abbreviation: Acrobiosystems Co.Ltd(301080) Announcement No.: 2022025 Acrobiosystems Co.Ltd(301080)
Announcement of resolutions of the 9th meeting of the 1st board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
Acrobiosystems Co.Ltd(301080) (hereinafter referred to as "the company") the ninth meeting of the first board of supervisors was held by means of communication voting and on-site voting at 11:00 a.m. on April 22, 2022 in the conference room of the company, No. 8 Hongda North Road, Beijing Economic and Technological Development Zone, Beijing. The meeting notice and meeting materials were sent by hand, fax and e-mail on April 17, 2022. Three supervisors should attend the meeting, one supervisor participating in the on-site meeting and two supervisors participating in the communication meeting, namely Mr. Yan Changwei and Ms. Li Yang. The meeting was presided over by Ms. Li Yang, chairman of the board of supervisors. The convening and convening of the meeting were in accordance with laws, regulations, rules and the articles of association.
2、 Deliberation at the meeting of the board of supervisors
The supervisors attending the meeting unanimously agreed to adopt the following resolutions:
(I) deliberated and passed the proposal on the company's report for the first quarter of 2022
After review, the board of supervisors believes that the preparation procedures of the company's first quarter report of 2022 comply with the provisions of laws and administrative regulations, and the contents of the report truly, accurately and completely reflect the actual operation of the company, without any false records, misleading statements or major omissions.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day The first quarter report of 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
(II) the proposal on the company's restricted stock incentive plan in 2022 (Draft) and its summary was deliberated and adopted
(1) The company's 2022 restricted stock incentive plan (Draft) (hereinafter referred to as "incentive plan (Draft)") and its abstract comply with the company law of the people's Republic of China (hereinafter referred to as "company law") and the securities law of the people's Republic of China (hereinafter referred to as "Securities Law") The measures for the administration of equity incentive of listed companies (hereinafter referred to as the "measures") and other relevant laws, regulations and normative documents, as well as the provisions of the Acrobiosystems Co.Ltd(301080) articles of Association (hereinafter referred to as the "articles of association"), have fulfilled the relevant legal procedures, which is conducive to the sustainable development of the company, and there is no obvious damage to the interests of the company and all shareholders.
(2) The company is not prohibited to implement the equity incentive plan as stipulated in the management measures and other laws, regulations and normative documents. The company has the subject qualification to implement the equity incentive plan.
(3) The company has no plans or arrangements to provide loans, loan guarantees or any other financial assistance to the incentive objects.
(4) The implementation of the company's restricted stock incentive plan in 2022 (hereinafter referred to as "the incentive plan" and "equity incentive plan") will help to further improve the corporate governance structure, establish and improve the company's long-term incentive mechanism, attract and retain outstanding talents, enhance the directors, senior managers and core business backbones' sense of responsibility and mission for realizing the sustainable and healthy development of the company, and better mobilize the initiative and Enthusiasm and creativity, safeguard the interests of the company and shareholders, and achieve the development planning objectives of the company. There is no obvious damage to the interests of the company and all shareholders. The decision-making and deliberation procedures of this matter are legal and compliant.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Restricted stock incentive plan for 2022 (Draft) and summary of restricted stock incentive plan for 2022 (Draft). Voting results: 3 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(III) deliberated and passed the proposal on the management measures for the implementation and assessment of the company's restricted stock incentive plan in 2022
(1) The company's management measures for the implementation and assessment of the restricted stock incentive plan in 2022 aims to ensure the smooth implementation of the company's incentive plan, ensure the standardized operation of the incentive plan, comply with the company law, securities law, management measures and other relevant laws, regulations, normative documents and the relevant provisions of the articles of association, and is conducive to the sustainable development of the company, There is no obvious damage to the interests of the company and all shareholders.
(2) The assessment indicators are scientific and reasonable, comprehensive, comprehensive and operable. At the same time, they have a restrictive effect on the incentive objects, which can achieve the assessment objectives of the incentive plan, further improve the corporate governance structure and form a good value distribution system.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day Management measures for the implementation and assessment of restricted stock incentive plan in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(IV) the proposal on verifying the list of some incentive objects granted by the company for the first time under the restricted stock incentive plan in 2022 was deliberated and adopted
(1) The incentive objects of this incentive plan are directors, senior managers and core business backbones of the company, all of whom are formal on-the-job employees of the company. There are no independent directors or supervisors among the incentive objects.
(2) After verification, the incentive object does not have the following circumstances:
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 incentive objects of this incentive plan have the qualifications specified in the company law, securities law and other laws, regulations and normative documents, meet the incentive object conditions specified in the management measures and the scope of incentive objects specified in the company's incentive plan (Draft) and its abstract, and their subject qualification as the incentive objects of this incentive plan is legal and effective.
(4) The company will publicize the names and positions of incentive objects through the company's website before the general meeting of shareholders, and the publicity period shall not be less than 10 days. After fully listening to the publicity opinions, the board of supervisors shall disclose the verification opinions on the list of incentive objects and the explanation of publicity five days before the shareholders' meeting deliberates the equity incentive plan.
For details, please refer to the company's disclosure on cninfo (www.cn. Info. Com. CN.) on the same day List of some incentive objects first granted under the restricted stock incentive plan in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
3、 Documents for future reference
Resolution of the ninth meeting of the first board of supervisors.
It is hereby announced.
Acrobiosystems Co.Ltd(301080) board of supervisors April 23, 2022
