Securities code: 688173 securities abbreviation: xidiwei Announcement No.: 2022037 verification opinions and publicity of the board of supervisors of Guangdong xidiwei Microelectronics Co., Ltd. on the list of incentive objects first granted under the second phase of restricted stock incentive plan in 2022
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law.
On May 10, 2022, the 23rd Meeting of the first board of directors and the 13th meeting of the first board of supervisors of Guangdong Xidi Microelectronics Co., Ltd. (hereinafter referred to as "the company") deliberated and adopted the proposal on the company's second phase of restricted stock incentive plan in 2022 (Draft) and its summary and other relevant proposals. According to the relevant provisions of the administrative measures for equity incentive of listed companies (hereinafter referred to as the "administrative measures"), the company publicized the list of incentive objects granted for the first time in the second phase of the restricted stock incentive plan in 2022 (hereinafter referred to as the "incentive plan"), and the board of supervisors of the company checked the proposed incentive objects in combination with the publicity. The relevant publicity and verification are as follows:
1、 Publicity and verification methods
(I) publicity
1. The company was posted on the website of Shanghai Stock Exchange on May 11, 2022（ http://www.sse.com.cn. ）The second phase of 2022 restricted stock incentive plan (Draft) (hereinafter referred to as "incentive plan (Draft)" and its abstract, the administrative measures for the implementation and assessment of the second phase of 2022 restricted stock incentive plan, and the list of incentive objects granted for the first time in the second phase of 2022 restricted stock incentive plan were published on the.
2. On May 11, 2022, the company posted the list of incentive objects granted for the first time in the second phase of restricted stock incentive plan in 2022 on the company's office site, and publicized the list and positions of the company's proposed incentive objects. The publicity time is from May 11, 2022 to May 20, 2022. During the publicity period, the company's employees can report the situation to the company's board of supervisors in written or oral form.
As of the expiration of the publicity period, the board of supervisors of the company has not received any objection from any employee to the proposed incentive object.
(II) verification method
The board of supervisors of the company checked the list, ID card, offer letter or employment / labor / labor contract signed between the proposed incentive object and the company (including subsidiaries), and the position of the proposed incentive object in the company (including subsidiaries).
2、 Verification opinions of the board of supervisors
In accordance with the provisions of the management measures and the incentive plan (Draft), the board of supervisors checked the list of incentive objects first granted under the second phase of restricted stock incentive plan in 2022, and issued the following verification opinions:
1. The personnel included in the list of incentive objects granted for the first time in this incentive plan have the qualifications specified in the company law, the articles of association and other laws, regulations and normative documents.
2. No incentive object granted for the first time is prohibited from becoming an incentive object as stipulated in Article 8 of the administrative measures:
(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 personnel listed in the list of incentive objects granted for the first time in this incentive plan meet the incentive object conditions specified in the administrative measures, the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange and other documents, and meet the incentive object conditions specified in the incentive plan (Draft). The incentive objects granted for the first time in this incentive plan do not include the company's supervisors, independent directors, shareholders who individually or jointly hold more than 5% of the shares of the listed company, the actual controllers of the listed company and their spouses, parents and children.
In conclusion, the board of supervisors of the company believes that the first incentive objects listed in the incentive plan meet the conditions specified in relevant laws, regulations and normative documents and the conditions of incentive objects specified in the incentive plan (Draft), and they are legal and effective as the first incentive objects of the incentive plan.
It is hereby announced.
Board of supervisors of Guangdong Xidi Microelectronics Co., Ltd. May 21, 2022
