Huabao Flavours & Fragrances Co.Ltd(300741)
Administrative measures for the assessment of the implementation of the first restricted stock incentive plan
In order to further establish and improve the company’s long-term incentive mechanism, attract and retain excellent talents, fully mobilize the enthusiasm of the company’s directors, senior managers, core managers and core technical (business) personnel, effectively combine the interests of shareholders, the company and the individual interests of the core team, and make all parties pay common attention to the long-term development of the company, On the premise of fully protecting the interests of shareholders, Huabao Flavours & Fragrances Co.Ltd(300741) (hereinafter referred to as “the company”) has formulated the first phase of Huabao Flavours & Fragrances Co.Ltd(300741) restricted stock incentive plan (Draft) in accordance with the principle of equal income and contribution.
In order to ensure the smooth implementation of the restricted stock incentive plan, the company, in accordance with the company law, the securities law, the measures for the administration of equity incentive of listed companies, the rules for the listing of stocks on the gem of Shenzhen Stock Exchange, the self regulatory guide for companies listed on the gem of Shenzhen Stock Exchange No. 1 – business handling, and other laws and regulations In accordance with the provisions of the normative documents and the articles of association, and in combination with the actual situation of the company, the management measures for the implementation and assessment of the first restricted stock incentive plan (hereinafter referred to as the “measures”).
1、 Assessment purpose
Through the comprehensive evaluation of the work performance, ability and attitude of the incentive objects, ensure the smooth progress of the company’s equity incentive plan. At the same time, improve the performance evaluation system of the incentive objects, promote the incentive objects to work honestly and diligently, ensure the realization of the company’s development strategy and business objectives, and promote the sustainable development of the company.
2、 Assessment principle
The assessment and evaluation shall adhere to the principles of fairness, openness and fairness, and evaluate in strict accordance with these measures and the performance of the assessment objects, so as to realize the close combination of the equity incentive plan with the work performance and contribution of the incentive objects, so as to improve the management performance level and maximize the interests of the company and all shareholders.
3、 Assessment scope
These measures are applicable to all incentive objects participating in the company’s restricted stock incentive plan, including directors, senior managers, core managers, core technical (business) personnel of the company (including holding subsidiaries) and other personnel deemed necessary by the board of directors.
All incentive objects must work in the company or holding subsidiaries during the assessment period of the plan, and have signed labor contracts or employment contracts with the company or holding subsidiaries.
Supervisors and independent directors of the company shall not participate in the plan.
4、 Assessment organization
(I) the remuneration and assessment committee of the board of directors of the company is responsible for leading and organizing the assessment of incentive objects. (II) the personnel administration department, finance department and other relevant departments of the company shall form an assessment team to be responsible for the specific implementation of the assessment. The assessment working group shall be responsible for and report to the remuneration and assessment committee of the board of directors.
(III) the personnel administration department, finance department and other relevant departments of the company are responsible for the collection and provision of relevant assessment data, and are responsible for the authenticity and reliability of the data.
5、 Performance evaluation indicators and standards
(I) assessment contents at the company level
The vesting assessment year of restricted shares granted in the plan is three fiscal years from 2022 to 2024, one assessment in each fiscal year, and the achievement of performance assessment objectives is the vesting condition.
The annual performance assessment objectives of the plan are shown in the table below:
Annual performance assessment objectives corresponding to the attribution period
Initial and reserved restricted shares
In 2022, compared with 2021, the operating revenue increased by 15% year-on-year. First and reserved restricted shares in the first vesting period
In 2023, compared with 2021, the operating revenue increased by 25% year-on-year. First and reserved restricted shares in the second vesting period
In 2024, compared with 2021, the operating revenue increased by 35% year-on-year. Third vesting period
(II) individual level performance appraisal
The individual level assessment of incentive objects shall be organized and implemented in accordance with the relevant assessment regulations formulated by the company.
Number of restricted shares actually owned by the incentive object in the current year = standard coefficient × Planned number of individuals in the current year
Evaluation result (s) good or above
Standard coefficient 1.0
Only when the specified assessment year meets the performance assessment indicators of equity incentive implemented by the company, the incentive object can be attributed in proportion according to the individual performance assessment results.
If the restricted shares that the incentive object plans to belong to in the current period cannot be attributed due to assessment reasons, they shall be invalid and cannot be deferred to future years.
6、 Assessment procedure
Under the guidance of the remuneration and appraisal committee of the board of directors, the personnel administration department of the company is responsible for the specific appraisal work, saves the appraisal results, forms a performance appraisal report on this basis and submits it to the remuneration and appraisal committee of the board of directors. The remuneration and assessment committee of the board of directors shall determine the attribution qualification and quantity of incentive objects according to the assessment report. 7、 Feedback of assessment results
The appraisee has the right to know his own appraisal results, and his direct supervisor shall notify the appraisee of the appraisal results within 10 working days after the appraisal.
If the appraisee has any objection to his / her appraisal results, he / she can communicate with the personnel administration department for settlement. If it cannot be solved through communication, the appraisee can appeal to the salary and assessment committee, which shall review and determine the final assessment results within 10 working days.
8、 Management of assessment results
(I) correction of individual assessment indicators and results
After the assessment, the remuneration and assessment committee of the board of directors of the company can revise the individual assessment indicators and results greatly affected by factors such as changes in the objective environment.
(II) filing of assessment results
After the assessment, the assessment results shall be archived and saved as confidential data. The remuneration and appraisal committee of the board of directors shall keep all appraisal records of performance appraisal for at least five years.
(III) in order to ensure the effectiveness of performance incentives, performance records are not allowed to be altered. If they need to be modified or re recorded, they must be signed by the parties concerned.
9、 Supplementary Provisions
(I) the board of directors is responsible for formulating, interpreting and revising these measures.
(II) these Measures shall come into force as of the date when they are deliberated and adopted by the general meeting of shareholders of the company.
Huabao Flavours & Fragrances Co.Ltd(300741) board of directors January 17, 2022
