Securities code: 300346 securities abbreviation: Jiangsu Nata Opto-Electronic Material Co.Ltd(300346) Announcement No.: 2022-002 Jiangsu Nata Opto-Electronic Material Co.Ltd(300346)
Announcement of resolutions of the 10th meeting of the 8th 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 held
Jiangsu Nata Opto-Electronic Material Co.Ltd(300346) (hereinafter referred to as “the company”) sent the notice of the 10th meeting of the 8th board of supervisors to all supervisors of the company by personal delivery and telephone notice on January 12, 2022, and held it in the company’s conference room by on-site combined with communication voting on January 17, 2022. Three supervisors should be present at the meeting, and three actually present, in accordance with the provisions of the company law of the people’s Republic of China and the Jiangsu Nata Opto-Electronic Material Co.Ltd(300346) articles of association. The meeting was presided over by Mr. Jiang Tian, chairman of the board of supervisors. 2、 Deliberations of the meeting
After careful deliberation by the attending supervisors, the following resolutions were adopted one by one:
1. The proposal on the company’s restricted stock incentive plan in 2022 (Draft) and its summary was deliberated and adopted; Upon review, the board of supervisors believes that the contents of the company’s restricted stock incentive plan for 2022 (Draft) and its abstract comply with the provisions of the company law, the securities law, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents. The implementation of this incentive plan will be conducive to the sustainable development of the company, and there will be no damage to the interests of the company and all shareholders.
For details of the 2022 restricted stock incentive plan (Draft) and its abstract, please refer to cninfo.com (www.cn. Info. Com. CN), the gem information disclosure website designated by the CSRC.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be considered by the general meeting of shareholders of the company.
2. Deliberated and passed the proposal on the management measures for the implementation and assessment of the company’s restricted stock incentive plan in 2022;
After review, the board of supervisors believes that the company’s management measures for the implementation and assessment of the restricted stock incentive plan in 2022 conforms to the relevant national regulations and the actual situation of the company, can ensure the smooth implementation of the company’s restricted stock incentive plan in 2022, and will further improve the corporate governance structure and form a good and balanced value distribution system, Establish a benefit sharing and restraint mechanism between shareholders and senior managers of the company.
See cninfo (www.cn. Info. Com. CN), the gem information disclosure website designated by China Securities Regulatory Commission, for details of the administrative measures for the implementation and assessment of the restricted stock incentive plan in 2022.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be considered by the general meeting of shareholders of the company.
3. Deliberated and passed the proposal on verifying the list of incentive objects of the company’s restricted stock incentive plan in 2022;
The supervisors attending the meeting reviewed the list of incentive objects of the company’s restricted stock incentive plan in 2022 and held that: (1) the incentive objects of the company’s restricted stock incentive plan in 2022 are formal employees of the company. There are no independent directors, supervisors, shareholders or actual controllers who individually or jointly hold more than 5% of the company’s shares and their spouses, parents and children.
(2) After verification, the incentive objects are not under the following circumstances: they have been identified as inappropriate candidates by the stock exchange within the last 12 months; It has been identified as an inappropriate candidate by the CSRC and its dispatched offices within the last 12 months; 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; Those who are not allowed to serve as directors or senior managers of the company as stipulated in the company law; Those who are not allowed to participate in equity incentive of listed companies according to laws and regulations; Other circumstances recognized by the CSRC.
(3) The incentive objects of the company’s restricted stock incentive plan in 2022 have the qualifications specified in the company law, the securities law and other laws, regulations and normative documents, meet the incentive object conditions specified in the measures for the administration of equity incentive of listed companies and the scope of incentive objects specified in the company’s restricted stock incentive plan in 2022 (Draft) and its summary, Its subject qualification as the incentive object is legal and effective.
The company will publicize the names and positions of incentive objects within the company through the company’s website or other channels before the general meeting of shareholders, 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 verification opinions on the list of incentive objects and the explanation of publicity five days before the shareholders’ meeting deliberates the equity incentive plan.
For the list of incentive objects of the restricted stock incentive plan in 2022, see cninfo.com.cn, the gem information disclosure website designated by the CSRC.
Voting results: 3 in favor, 0 against and 0 abstention.
4. Deliberated and passed the proposal on changing the purpose of share repurchase and cancellation;
After review, the board of supervisors believes that the change of the purpose of share repurchase and cancellation of the company this time comply with the relevant provisions of laws, regulations and normative documents such as the company law, the securities law and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 9 – share repurchase, and the review procedures are legal and compliant, which will not have a significant impact on the company’s financial status and operating results, There is no situation that damages the interests of the company and all shareholders and will not affect the listing status of the company. In conclusion, we agree to change the purpose of share repurchase and cancel the matter, and agree to submit this proposal to the general meeting of shareholders for deliberation.
For details of the announcement on changing the purpose of share repurchase and cancellation, please refer to cninfo (www.cn. Info. Com. CN), the gem information disclosure website designated by the CSRC.
Voting results: 3 in favor, 0 against and 0 abstention.
This proposal still needs to be considered by the general meeting of shareholders of the company.
5. The proposal on loan extension and related party transactions for holding subsidiaries was deliberated and adopted.
After review, the board of supervisors believes that the company provides loan extension to the holding subsidiary Shandong feiyuan Gas Co., Ltd. and the related parties provide guarantee, and the financial risk is basically within the controllable range. The contents and decision-making procedures of the loan provided this time comply with the provisions of relevant laws, regulations and normative documents such as the Listing Rules of gem shares of Shenzhen Stock Exchange, the guidelines for self discipline supervision of listed companies No. 2 – standardized operation of GEM listed companies, as well as the articles of association. The procedures are legal, and the relevant connected transactions comply with the requirements of relevant laws and regulations, There are no circumstances damaging the interests of the company and shareholders. Therefore, we agree to provide the holding subsidiary with loan extension and related party transactions.
See cninfo.com.cn, the gem information disclosure website designated by China Securities Regulatory Commission for details of the announcement on providing loan extension and related party transactions to holding subsidiaries.
Voting results: 3 in favor, 0 against and 0 abstention.
It is hereby announced.
Jiangsu Nata Opto-Electronic Material Co.Ltd(300346) board of supervisors
January 17, 2022
