Securities code: 001205 securities abbreviation: Nanjing Shenghang Shipping Co.Ltd(001205) Announcement No.: 2022-004 Nanjing Shenghang Shipping Co.Ltd(001205)
Announcement on resolutions of the 15th meeting of the third board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Convening of board meeting
The 15th meeting of the third board of directors of Nanjing Shenghang Shipping Co.Ltd(001205) (hereinafter referred to as “the company”) was held in the company’s conference room on January 13, 2022 by means of on-site communication meeting. The notice of the meeting was sent to all directors by e-mail on January 10, 2022.
Mr. Li Taoyuan, the chairman of the company, was unable to preside over the meeting due to work reasons, and Ms. Li Lingyun, the director, was elected by more than half of the directors of the company to preside over the meeting. 8 directors should attend the meeting and 8 actually attended the meeting. The Secretary of the board of directors, some supervisors and some senior managers attended the board meeting as nonvoting delegates. The meeting shall be held in accordance with the company law of the people’s Republic of China and the articles of association.
2、 Deliberations of the board meeting
(I) the proposal on adjusting the list and number of incentive objects granted for the first time under the restricted stock incentive plan in 2021 was deliberated and adopted.
In view of the fact that two incentive objects voluntarily give up subscribing for the restricted shares to be granted by the company for personal reasons, in accordance with the relevant provisions of the company’s restricted stock incentive plan in 2021 (hereinafter referred to as the “incentive plan”) and the authorization of the company’s fourth extraordinary general meeting in 2021, it is agreed to adjust the list and number of incentive objects granted for the first time in the incentive plan. The specific adjustment contents are as follows: the number of incentive objects granted for the first time in the incentive plan is adjusted from 52 to 50, and the number of restricted shares granted for the first time is adjusted from 1.72 million shares to 1.68 million shares; The total number of restricted shares to be granted in the incentive plan is adjusted from 2 million shares to 1.96 million shares, and the reserved granting part of 280000 shares remains unchanged.
In addition to the above adjustments, other contents of the restricted stock incentive plan implemented this time are consistent with the incentive plan deliberated and approved by the fourth extraordinary general meeting of shareholders in 2021, and there are no other differences.
This adjustment is within the scope of authorization of the board of directors by the fourth extraordinary general meeting of shareholders in 2021 and does not need to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to cninfo.com.cn published by the company on the same day Announcement of Nanjing Shenghang Shipping Co.Ltd(001205) on adjusting the list and number of incentive objects granted for the first time under the restricted stock incentive plan in 2021 (Announcement No.: 2022-006).
The independent directors of the company have expressed their independent opinions explicitly agreed to this proposal. For details, please refer to the company’s website http://www.cn.info.com.cn. On the same day Independent opinions of independent directors of the company on relevant proposals of the 15th meeting of the third board of directors.
Related directors Li Taoyuan, Diao Jianming, Ding Hongbao and Li Lingyun avoided voting, and the proposal was considered and voted by four unrelated directors.
Voting results: 4 affirmative votes, 0 negative votes and 0 abstention votes.
(II) deliberated and passed the proposal on granting restricted shares to incentive objects for the first time.
According to the measures for the administration of equity incentive of listed companies and the relevant provisions of the company’s 2021 restricted stock incentive plan (hereinafter referred to as the “incentive plan”), the board of directors of the company considers that the grant conditions specified in the incentive plan have been met. According to the authorization of the fourth extraordinary general meeting of shareholders in 2021, the board of directors determined that the grant date of the incentive plan was January 13, 2022, and granted 1.68 million restricted shares to 50 eligible incentive objects at the grant price of 11.7 yuan / share.
This grant is within the scope of authorization of the board of directors by the fourth extraordinary general meeting of shareholders in 2021 and does not need to be submitted to the general meeting of shareholders for deliberation.
For details, please refer to cninfo.com.cn published by the company on the same day Announcement of Nanjing Shenghang Shipping Co.Ltd(001205) on granting restricted shares to incentive objects for the first time (Announcement No.: 2022-007).
The independent directors of the company have expressed their independent opinions explicitly agreed to this proposal. For details, please refer to the company’s website http://www.cn.info.com.cn. On the same day Independent opinions of independent directors of the company on relevant proposals of the 15th meeting of the third board of directors.
Related directors Li Taoyuan, Diao Jianming, Ding Hongbao and Li Lingyun avoided voting, and the proposal was considered and voted by four unrelated directors.
Voting results: 4 affirmative votes, 0 negative votes and 0 abstention votes.
3、 Documents for future reference
1. Resolutions of the 15th meeting of the third board of directors of the company;
2. Independent opinions of independent directors of the company on relevant proposals of the 15th meeting of the third board of directors. It is hereby announced.
Nanjing Shenghang Shipping Co.Ltd(001205) board of directors January 14, 2022
