Securities code: 300648 securities abbreviation: Fujian Nebula Electronics.Ltd(300648) Announcement No.: 2022-005 Fujian Nebula Electronics.Ltd(300648)
About the company’s restricted stock incentive plan in 2021
Self inspection report on the trading of the company’s shares by insiders and incentive objects
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.
Fujian Nebula Electronics.Ltd(300648) (hereinafter referred to as “the company” or “the company”) convened the 16th meeting of the third board of directors and the 10th meeting of the third board of supervisors on December 27, 2021, deliberated and adopted the proposal on the company’s restricted stock incentive plan (Draft) in 2021 and its summary, On December 28, 2021, it was posted on the information disclosure website designated by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (www.cn. Info. Com. CN.) Relevant announcements were publicly disclosed for the first time. According to the requirements of laws, regulations and normative documents such as the measures for the administration of equity incentive of listed companies, the self regulatory guide for companies listed on the gem of Shenzhen Stock Exchange No. 1 – business handling of China Securities Depository and Clearing Co., Ltd. and Shenzhen Branch, The company conducted a self-examination on the trading of the company’s shares by insiders of the restricted stock incentive plan in 2021 (hereinafter referred to as the “incentive plan”) and incentive objects within 6 months before the announcement of the draft incentive plan (June 28, 2021 to December 28, 2021, hereinafter referred to as the “self-examination period”), and the details are as follows:
1、 Scope and procedure of verification
1. The verification object is the insider and incentive object of the incentive plan.
2. The insiders of the incentive plan filled in the registration form of insiders. 3. The company inquired and confirmed with China Securities Depository and Clearing Co., Ltd. Shenzhen branch about the purchase and sale of the company’s shares by the verification object during the self inspection period, and the China Securities Depository and Clearing Co., Ltd. Shenzhen Branch issued the inquiry certificate.
2、 Description of the purchase and sale of the company’s shares by the verification object during the self inspection period
In the process of planning this incentive plan, the company strictly follows the management measures for information disclosure of listed companies, the registration management system for insiders of the company and other regulations, limits the scope of personnel participating in the planning and discussion, and takes corresponding confidentiality measures. Before the company publicly disclosed the announcement related to the incentive plan for the first time, no information disclosure was found.
According to the inquiry certificate on Shareholding and share change of information disclosure obligor and the detailed list of shareholder share change issued by Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. on December 29, 2021, during the self inspection period, except for the following verification objects, other verification objects did not buy or sell the company’s shares during the self inspection period. The details are as follows:
1. Insider trading of company shares
Serial number name position number of shares traded in the trading direction during the trading period (shares)
1. Tang Ping, director and deputy general manager, sold 345500 from June 28, 2021 to July 7, 2021
2. Jiang Meizhu, director, sold 291139 on July 7, 2021
The above insider’s description of his behavior in buying and selling the company’s shares is as follows:
Due to the demand of personal funds, Ms. Jiang Meizhu and Mr. Tang Ping disclosed the share reduction plan on February 6, 2021. For details, see the pre disclosure announcement on the reduction of shares by controlling shareholders, actual controllers and shareholders holding more than 5% (Announcement No.: 2021-020) published by the company on the information disclosure website designated by the CSRC Announcement on the implementation progress of the share reduction plan of Mr. Tang Ping, a shareholder holding more than 5% (Announcement No.: 2021-029), announcement on the reduction of controlling shareholders, actual controllers and persons acting in concert by more than 1% (Announcement No.: 2021-061) Announcement on the progress of the share reduction plan of Ms. Jiang Meizhu, the controlling shareholder and actual controller (Announcement No.: 2021-073), announcement on the reduction of shareholders holding more than 5% to 1% (Announcement No.: 2021-076), announcement on the completion of the implementation of the share reduction plan of Mr. Tang Ping, the shareholder holding more than 5% (Announcement No.: 2021-086) Announcement on the expiration of the share reduction period of Ms. Jiang Meizhu, the controlling shareholder and actual controller (Announcement No.: 2021-103). During the self-examination, Ms. Jiang Meizhu and Mr. Tang Ping’s above stock trading was their behavior of reducing the company’s shares according to the publicly disclosed share reduction plan, and the behavior of reducing the company’s shares occurred before they knew the inside information of the incentive plan, and there was no situation of stock trading by using the relevant inside information of the incentive plan. 2. Purchase and sale of company shares by incentive objects
The company has verified the behavior of incentive objects in buying and selling the company’s shares. After verification, a total of 22 incentive objects had the behavior of buying and selling the company’s shares during the self inspection. The above incentive objects’ buying and selling the listed company’s shares during the self inspection was based on the information publicly disclosed by the listed company and their personal independent judgment on the trading situation of the secondary market; Before buying and selling the company’s shares during the above-mentioned period, except for the information publicly disclosed by the listed company, the above-mentioned personnel did not know the insider information of the company’s planning of the incentive plan, nor did any insider disclose the relevant information of the incentive plan to them or suggest them to buy and sell the company’s shares based on this, and there was no trading situation using the insider information.
3、 Concluding observations
To sum up, the company has established relevant systems for information disclosure and insider information management in accordance with relevant laws, regulations and normative documents. During the planning and demonstration of this incentive plan, the company has taken corresponding confidentiality measures in accordance with relevant regulations, limited the scope of personnel who have access to inside information, and registered the relevant personnel and intermediaries of the company who have access to inside information in a timely manner. After verification, no insider of the incentive plan or incentive object used the insider information of the incentive plan to buy and sell the company’s shares or disclosed the insider information of the incentive plan within 6 months before the first public disclosure of the draft incentive plan.
4、 Documents for future reference
1. Inquiry certificate on Shareholding and share change of information disclosure obligor of China Securities Depository and Clearing Corporation Limited Shenzhen Branch;
2. Detailed list of changes in shareholders’ shares of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch. It is hereby announced.
Fujian Nebula Electronics.Ltd(300648)
Board of directors
January 15, 2002
