Securities code: 300727 securities abbreviation: Ningbo Runhe High-Tech Materials Co.Ltd(300727) Announcement No.: 2022-002 Ningbo Runhe High-Tech Materials Co.Ltd(300727)
Announcement on resolutions of the 19th meeting of the second board of supervisors
The company and all members of the board of supervisors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of supervisors
The 19th meeting of the second board of supervisors of Ningbo Runhe High-Tech Materials Co.Ltd(300727) (hereinafter referred to as “the company”) was held in the company’s conference room on January 17, 2022 in a combination of on-site and communication. The notice of the meeting of the board of supervisors was sent by hand, mail, fax, telephone and e-mail on January 16, 2022. Three supervisors should attend the meeting and three actually attended the meeting. The meeting of the board of supervisors was presided over by Ms. Zheng Weihong, chairman of the board of supervisors. The notice, convening, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China and other laws and regulations as well as the Ningbo Runhe High-Tech Materials Co.Ltd(300727) articles of Association (hereinafter referred to as the “articles of association”).
2、 Deliberation at the meeting of the board of supervisors
After deliberation by the attending supervisors, the following resolutions were adopted by voting:
(I) deliberated and adopted the proposal on the incentive plan for restricted stocks in 2022 (Draft) and its summary of Ningbo Runhe High-Tech Materials Co.Ltd(300727)
After examination, the board of supervisors held that the Ningbo Runhe High-Tech Materials Co.Ltd(300727) 2022 restricted stock incentive plan (Draft) (hereinafter referred to as “restricted stock incentive plan”) and its abstract comply with the company law, the securities law of the people’s Republic of China (hereinafter referred to as “Securities Law”) and the measures for the administration of equity incentive of listed companies (hereinafter referred to as “administrative measures”) Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) and other relevant laws, regulations and normative documents, as well as the provisions of the articles of association. The implementation of this incentive plan will help to further establish and improve the company’s incentive and restraint mechanism and the sharing mechanism between employees and owners, attract and retain excellent management talents and business backbone, and effectively combine the interests of shareholders, the interests of the company and the personal interests of directors, senior managers, core managers and core backbone personnel of the company and its subsidiaries, Promote all parties to pay common attention to the long-term development of the company and ensure the realization of the company’s development strategy and business objectives. For details, see the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements on.
Voting results: 3 in favor, 0 against and 0 abstention. The motion was passed.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
(II) deliberated and passed the proposal of Ningbo Runhe High-Tech Materials Co.Ltd(300727) on the management measures for the implementation and assessment of Ningbo Runhe High-Tech Materials Co.Ltd(300727) 2022 restricted stock incentive plan
After review, the board of supervisors believes that in order to ensure the smooth implementation and standardized operation of the company’s restricted stock incentive plan, form a good and balanced value distribution system, encourage the directors, senior managers, core managers and core backbone personnel of the company and its subsidiaries to work diligently and responsibly, and ensure the continuous and steady growth of the company’s performance, To ensure the realization of the company’s development strategy and business objectives, the board of directors has formulated the management measures for the implementation and assessment of Ningbo Runhe High-Tech Materials Co.Ltd(300727) 2022 restricted stock incentive plan, which is in line with the management measures, the articles of association and other relevant provisions, conducive to the sustainable development of the company, in line with the interests of the company and all shareholders, and there is no damage to the interests of the company and all shareholders. For details, see the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Relevant announcements on.
Voting results: 3 in favor, 0 against and 0 abstention. The motion was passed.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
(III) the proposal of Ningbo Runhe High-Tech Materials Co.Ltd(300727) on verifying the list of incentive objects of Ningbo Runhe High-Tech Materials Co.Ltd(300727) 2022 restricted stock incentive plan was deliberated and adopted
Upon review, the persons listed in the list of incentive objects of the company’s restricted stock incentive plan are all directors, senior managers, core managers and core backbone personnel who serve in the company when the company implements the plan and have a direct impact on the company’s operating performance and future development, excluding independent directors and supervisors, and there are no following circumstances:
(1) Being identified as inappropriate by the stock exchange within the last 12 months;
(2) It has been identified as an inappropriate candidate by the CSRC and its dispatched offices within the last 12 months;
(3) Being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations within 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 equity incentive of listed companies according to laws and regulations;
(6) Other circumstances recognized by the CSRC.
The incentive objects listed in this incentive plan have the qualifications specified in the company law, securities law and other laws, regulations and normative documents, and meet the conditions of incentive objects specified in the administrative measures, the Listing Rules of gem shares of Shenzhen Stock Exchange (revised in December 2020), the company’s 2022 fixed-term stock incentive plan (Draft) and its abstract, Its qualification as the incentive object of this incentive plan is legal and effective.
Before the general meeting of shareholders, the company will publicize the names and positions of incentive objects in the company by posting the list of incentive objects on the bulletin board or other ways, and the publicity period shall not be less than 10 days. After fully listening to the publicity opinions, the board of supervisors shall disclose the explanation on the review and publicity of the incentive list five days before the shareholders’ meeting considers the equity incentive plan.
Voting results: 3 in favor, 0 against and 0 abstention. The motion was passed.
3、 Documents for future reference
1. Ningbo Runhe High-Tech Materials Co.Ltd(300727) resolution of the 19th meeting of the second board of supervisors;
2. Ningbo Runhe High-Tech Materials Co.Ltd(300727) 2022 restricted stock incentive plan (Draft) and its summary;
3. Ningbo Runhe High-Tech Materials Co.Ltd(300727) management measures for the implementation and assessment of restricted stock incentive plan in 2022;
4. List of incentive objects of restricted stock incentive plan in 2022. It is hereby announced
Ningbo Runhe High-Tech Materials Co.Ltd(300727) board of supervisors January 18, 2022
