Securities code: Montnets Cloud Technology Group Co.Ltd(002123) securities abbreviation: Montnets Cloud Technology Group Co.Ltd(002123) Announcement No.: 2022057 Montnets Cloud Technology Group Co.Ltd(002123)
About the incentive objects of the second phase of stock option incentive plan in 2022
And the self inspection report on the trading of the company’s shares by insiders
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.
Montnets Cloud Technology Group Co.Ltd(002123) (hereinafter referred to as “the company”) held the second meeting of the eighth board of directors on April 29, 2022, and deliberated and adopted the second stock option incentive plan in 2022 (Draft) and its summary (hereinafter referred to as “the incentive plan”). For details, please refer to China Securities News, securities times, Shanghai Securities News and cninfo (www.cn. Info. Com. CN.) on April 30, 2022 Relevant announcements.
In accordance with the measures for the administration of equity incentive of listed companies (hereinafter referred to as the “measures”) of the China Securities Regulatory Commission, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – business handling part III: 3.2 equity incentive, the articles of association and other relevant provisions, The company conducted a self-examination on the situation of the incentive objects and insiders of the incentive plan buying and selling the company’s shares within 6 months before the announcement of the draft incentive plan. The relevant information is as follows:
1、 Verification scope and procedure
1. The verification object is the incentive object and insider of this incentive plan.
2. The company inquired and confirmed with China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as “CSDCC Shenzhen Branch”) about the purchase and sale of the company’s shares by the verification object six months before the announcement of the incentive plan (October 29, 2021 to April 29, 2022), The Shenzhen Branch of CSDCC issued the inquiry certificate of shareholding and share change of information disclosure obligor and the detailed list of shareholder share change.
2、 Description of the purchase and sale of the company’s shares by the verification object
1. Directors and senior management of the company
According to the inquiry certificate on Shareholding and share change of information disclosure obligors and the detailed list of shareholder share change issued by China Clearing Shenzhen Branch, Mr. Yu Wensheng, chairman of the company, transferred 5.9 million shares of the company to Tuopai Dinghui No. 3 private securities investment fund through block trading on March 17, 2022. The transfer belongs to the change in the internal composition of the members of the actual controller and persons acting in concert, For details, please refer to the company’s website on March 22, 2022（ http://www.cn.info.com.cn. ）Announcement on the implementation progress of the plan for the actual controller to increase persons acting in concert and internal transfer of shares between persons acting in concert (Announcement No.: 2022018); Mr. Tian Feichong, a director and senior manager of the company, reduced 400000 shares of the company’s shares by block trading on December 3, 2021. For details, see the announcement on the reduction of shares of the company by some directors and senior managers through block trading (Announcement No.: 2021093) disclosed by the company on cninfo.com on December 4, 2021. After verification, the above insider’s behavior occurred before he knew the inside information of the incentive plan. It was an operation based on the information publicly disclosed by the company and the individual’s independent judgment on the market trading situation. Since he knew the incentive plan, the above personnel did not conduct the company’s stock trading, and there was no case of using the relevant inside information of the incentive plan for stock trading.
2. Other insiders and incentive objects
According to the inquiry certificate on Shareholding and share change of information disclosure obligors and the detailed list of shareholder share change issued by China Clearing Shenzhen Branch, within 6 months before the announcement of the incentive plan, in addition to directors and senior managers, 43 incentive objects had the behavior of buying and selling the company’s shares. According to the records of relevant personnel buying and selling the company’s shares, and in combination with the relevant process of the company’s planning and implementation of this incentive plan, the company checked the 43 Personnel’s behavior of buying and selling the company’s shares. After verification, the stock trading conducted by the above 43 persons during the self-examination was based on the information publicly disclosed by the company and the individual’s independent judgment on the trading situation of the secondary market. Before buying and selling the company’s shares, they did not receive the detailed plan, content, deliberation and disclosure time and other insider information of the incentive plan, and their knowledge of information was limited. Although the trading occurred during the self-examination, However, there is no case of insider trading by using the relevant insider information of this incentive plan.
3、 Conclusion
In conclusion, within 6 months before the announcement of the draft incentive plan, the company did not find that the incentive objects and insiders of the incentive plan used the relevant insider information to buy and sell the company’s shares. The behaviors of all self-examination objects met the provisions of Article 38 of the administrative measures and did not constitute insider trading.
4、 Documents for future reference 1 Inquiry certificate of shareholding and share change of information disclosure obligor of China Clearing Shenzhen Branch; 2. Detailed list of changes in shareholders’ shares of CSDCC Shenzhen Branch; 3. Written statement issued by the incentive object and insider.
Montnets Cloud Technology Group Co.Ltd(002123) board of directors
May 19, 2022
