Securities code: 300368 securities abbreviation: Hebei Huijin Group Co.Ltd(300368) Announcement No.: 2022-004 Hebei Huijin Group Co.Ltd(300368)
Announcement on termination of 2020 restricted stock incentive plan
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Hebei Huijin Group Co.Ltd(300368) (hereinafter referred to as “the company”) held the 21st Meeting of the 4th board of directors and the 19th meeting of the 4th board of supervisors on January 19, 2022, deliberated and adopted the proposal on terminating the implementation of the 2020 restricted stock incentive plan. The specific situation is hereby announced as follows:
1、 Relevant approval procedures for 2020 restricted stock incentive plan
On December 23, 2020, the 11th meeting of the 4th board of directors and the 11th meeting of the 4th board of supervisors were held, and the proposal on 2020 restricted stock incentive plan (Draft) and its summary, the proposal on the implementation and assessment management measures of 2020 restricted stock incentive plan were reviewed and adopted The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s restricted stock incentive plan, the independent directors of the company expressed independent opinions on relevant matters, and the board of supervisors verified the list of some incentive objects granted for the first time in 2020 under the restricted stock incentive plan, Beijing Hairun Tianrui law firm issued the legal opinion on the 2020 restricted stock incentive plan (Draft) of Hebei Huijin electromechanical Co., Ltd.
2、 Reasons for terminating the incentive plan
In order to better protect the legitimate rights and interests of investors and comprehensively consider the recent market environment factors and the company’s future development strategic plan, after careful research, the board of directors of the company decided to terminate the 2020 restricted stock incentive plan and terminate it together with the supporting documents such as the measures for the Administration of the implementation and assessment of the 2020 restricted stock incentive plan.
3、 Impact of termination of this equity incentive plan on the company and follow-up measures
The company’s termination of the implementation of the restricted stock incentive plan complies 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, normative documents and the articles of association. As the company has not completed the actual registration of this incentive plan, and the incentive object has not actually obtained restricted shares, the incentive plan does not generate relevant share payment expenses.
The company’s termination of the implementation of the restricted stock incentive plan will not damage the interests of the company and all shareholders, will not have a significant adverse impact on the company’s daily operation and future development, nor will it affect the diligence of the company’s management and core technology (business) backbone.
According to the measures for the administration of equity incentive of listed companies issued by China Securities Regulatory Commission, the company promises not to review the equity incentive plan within three months after terminating the equity incentive plan. The company will continue to fully mobilize the enthusiasm of the company’s managers and core employees by optimizing the salary system and improving the performance appraisal system. In addition, the company will, in combination with relevant laws and regulations and the actual situation of the company, choose the opportunity to launch an effective incentive plan, improve the company’s long-term incentive mechanism, attract and retain excellent talents and promote the healthy development of the company.
4、 Terminate the approval procedure of this incentive plan
The company held the 21st Meeting of the 4th board of directors and the 19th meeting of the 4th board of supervisors on January 19, 2022, and deliberated and adopted the proposal on terminating the implementation of 2020 restricted stock incentive plan. Since the equity incentive plan has not been submitted to the general meeting of shareholders for deliberation, the termination of the equity incentive plan does not need to be submitted to the general meeting of shareholders for deliberation and approval.
5、 Opinions of the board of supervisors
After review, the board of supervisors believes that the relevant procedures for terminating the 2020 restricted stock incentive plan comply with the provisions of relevant laws, regulations and normative documents, do not harm the interests of the company and all shareholders, will not have a significant impact on the company’s operating performance and financial status, and will not affect the diligence of the company’s management team. Therefore, the board of supervisors agreed to terminate the 2020 restricted stock incentive plan.
6、 Independent opinions of independent directors on termination of this incentive plan
Upon review, the company’s termination of this restricted stock incentive plan does not harm the interests of the company and all shareholders, especially the interests of minority shareholders, and does not violate the provisions of laws, regulations and normative documents such as the company law, the securities law, the measures for the administration of equity incentive of listed companies, the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. Therefore, we unanimously agree that the company will terminate the 2020 restricted stock incentive plan.
7、 Concluding observations of lawyers’ legal opinions
The company has fulfilled the necessary legal procedures and obtained approval to terminate the implementation of this stock incentive. The termination of this stock incentive does not harm the interests of the company and all shareholders, and complies with the relevant provisions of the company law, the securities law, the administrative measures and other relevant laws, administrative regulations and normative documents; When the company terminates the implementation of this stock incentive, it still needs to perform the obligation of information disclosure in accordance with the administrative measures and other relevant laws, administrative regulations and the relevant provisions of Shenzhen Stock Exchange.
Hebei Huijin Group Co.Ltd(300368) board of directors January 19, 2002
