Securities code: 300737 securities abbreviation: Keshun Waterproof Technologies Co.Ltd(300737) Announcement No.: 2022-011 Keshun Waterproof Technologies Co.Ltd(300737)
About 2021 restricted stock incentive plan (Draft)
And related documents
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions, and bear individual and joint legal liabilities for the authenticity, accuracy and integrity of the contents.
On November 8, 2021, the ninth meeting of the third board of directors and the eighth meeting of the third board of supervisors of Keshun Waterproof Technologies Co.Ltd(300737) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the company’s restricted stock incentive plan in 2021 (Draft) and its summary, the proposal on formulating the company’s measures for the assessment and management of the implementation of the restricted stock incentive plan in 2021 and other relevant proposals, For details, please refer to the company’s website (www.cn. Info. Com. CN.) on November 9, 2021 Relevant announcements of disclosure.
1、 Reason for this modification
Based on the confidence in the future development of the company and considering the incentive effect of this equity incentive, combined with the company’s provision for bad debts of receivables in 2021, the company plans to modify the performance assessment base of this incentive plan and deduct the influencing factors of bad debt provision of receivables withdrawn individually in 2021, so as to improve the challenge of performance assessment objectives, Give full play to the enthusiasm of incentive objects.
2、 Main revision contents of incentive plan
Chapter V, “(VI) conditions for granting and vesting restricted shares”
Before revision:
(3) Company level performance assessment requirements
The assessment year for the first grant of restricted shares in the incentive plan is three fiscal years from 2022 to 2024, and the assessment year for the reserved grant of restricted shares is two fiscal years from 2023 to 2024, one assessment in each fiscal year. The annual performance assessment objectives of the first grant are shown in the following table:
Performance assessment objectives for the first vesting period
Based on the net profit in 2021, the net profit in 2022 will increase by no less than 25% compared with the first attribution period of net profit in 2021; And the net operating cash flow of the company in 2022 is greater than zero.
Based on the net profit in 2021, the net profit in 2023 will increase by no less than 56% compared with the second attribution period of net profit in 2021; And the net operating cash flow of the company in 2023 is greater than zero.
Based on the net profit in 2021, the net profit in 2024 will increase by no less than 95% compared with the third attribution period of net profit in 2021; And the net operating cash flow of the company in 2024 is greater than zero.
The annual performance assessment objectives of restricted shares reserved for grant are shown in the table below:
Reserved performance assessment objectives for vesting period
Based on the net profit in 2021, the net profit in 2023 will increase by no less than 56% compared with the first attribution period of net profit in 2021; And the net operating cash flow of the company in 2023 is greater than zero.
Based on the net profit in 2021, the net profit in 2024 will increase by no less than 95% over the second attribution period of the net profit in 2021; And the net operating cash flow of the company in 2024 is greater than zero.
In the above “net profit” indicators, the net profit in 2021 refers to the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses, and the net profit in 2022, 2023 and 2024 refers to the net profit attributable to the shareholders of the listed company after excluding the impact of equity incentive costs.
Revised:
(3) Company level performance assessment requirements
The assessment year for the first grant of restricted shares in the incentive plan is three fiscal years from 2022 to 2024, and the assessment year for the reserved grant of restricted shares is two fiscal years from 2023 to 2024, one assessment in each fiscal year. The annual performance assessment objectives of the first grant are shown in the following table:
Performance assessment objectives for the first vesting period
Based on the net profit in 2021, the net profit in 2022 will increase by no less than 25% compared with the first attribution period of net profit in 2021; And the net operating cash flow of the company in 2022 is greater than zero.
Based on the net profit in 2021, the net profit in 2023 will increase by no less than 56% over the second attribution period of the net profit in 2021; And the net operating cash flow of the company in 2023 is greater than zero.
Based on the net profit in 2021, the net profit in 2024 will increase by no less than 95% compared with the third attribution period of net profit in 2021; And the net operating cash flow of the company in 2024 is greater than zero.
The annual performance assessment objectives of restricted shares reserved for grant are shown in the table below:
Reserved performance assessment objectives for vesting period
Based on the net profit in 2021, the net profit in 2023 will increase by no less than 56% compared with the first attribution period of net profit in 2021; And the net operating cash flow of the company in 2023 is greater than zero.
Based on the net profit in 2021, the net profit in 2024 will increase by no less than 95% over the second attribution period of the net profit in 2021; And the net operating cash flow of the company in 2024 is greater than zero.
In the above “net profit” indicators, the net profit in 2021 is the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses and deducting the influence of bad debt reserves of receivables (including accounts receivable and notes receivable) withdrawn individually in the current year of 2021, and the net profit in 2022, 2023 The net profit in 2024 refers to the net profit attributable to the shareholders of the listed company after excluding the impact of equity incentive cost.
In addition to the above amendments, other contents of the restricted stock incentive plan remain unchanged, and other unmodified parts remain valid and continue to be implemented. The assessment system of the company’s incentive plan is comprehensive, comprehensive and operable, the setting of assessment indicators is scientific and reasonable, and has better incentive effect on Incentive objects, which can achieve the assessment purpose of the incentive plan.
3、 Approval procedures to be performed
On January 17, 2022, the company held the 10th meeting of the 3rd board of directors and the 9th meeting of the 3rd board of supervisors, deliberated and passed the proposal on Amending the company’s restricted stock incentive plan in 2021 and some provisions of its summary, and the proposal on Amending the company’s measures for the Administration of the implementation and assessment of the restricted stock incentive plan in 2021, The company agrees to revise the Keshun Waterproof Technologies Co.Ltd(300737) 2021 restricted stock incentive plan (Draft) and relevant documents.
4、 Impact of this revision on the company
The adjusted performance assessment indicators at the company level are more challenging, which is conducive to fully mobilize the enthusiasm of incentive objects, better safeguard the interests of listed companies and shareholders, and will not have a significant adverse impact on the company’s operating performance. This adjustment will not lead to the acceleration of exercise of rights or the early lifting of sales restrictions, and will not involve the adjustment of grant price, which is conducive to the sustainable and sound development of the company, and there is no situation that damages the interests of the company and shareholders, especially the interests of minority shareholders.
5、 Documents for future reference
1. Resolutions of the 10th meeting of the 3rd board of directors;
2. Resolutions of the 9th meeting of the 3rd board of supervisors;
3. Independent opinions of independent directors on matters related to the 10th meeting of the third board of directors of the company;
4. Legal opinion of Beijing Zhonglun (Shenzhen) law firm on the adjustment and initial grant of restricted stock incentive plan in Keshun Waterproof Technologies Co.Ltd(300737) 2021. It is hereby announced.
Keshun Waterproof Technologies Co.Ltd(300737) board of directors
January 18, 2022
