Shentong Technology Group Co.Ltd(605228)
Verification opinions of the board of supervisors on matters related to the first grant of restricted stock incentive plan in 2021
Shentong Technology Group Co.Ltd(605228) (hereinafter referred to as “the company”) the board of supervisors in accordance with the company law of the people’s Republic of China (hereinafter referred to as “the company law”), the securities law of the people’s Republic of China (hereinafter referred to as “the securities law”), the measures for the administration of equity incentive of listed companies (hereinafter referred to as “the administrative measures”) and other laws The regulations, normative documents and the articles of Association (hereinafter referred to as the “articles of association”) verify the list of incentive objects and grant arrangements for the first time granted by the company’s restricted stock incentive plan (Draft) (hereinafter referred to as the “incentive plan” or the “incentive plan”) in 2021, and the verification opinions are as follows:
1. According to the authorization of the company’s first extraordinary general meeting in 2022, the board of directors of the company determined that the first grant date of the incentive plan is January 19, 2022, which is in line with the relevant provisions of the management measures and the incentive plan on the grant date.
2. Whereas, among the incentive objects granted for the first time by the company in this incentive plan, one person voluntarily gives up subscribing for all 100000 restricted shares to be granted by the company for personal reasons, according to the relevant provisions of the incentive plan and the authorization of the first extraordinary general meeting of shareholders in 2022, The board of directors of the company shall adjust the list of incentive objects and the number of restricted shares granted for the first time in the incentive plan.
After the above adjustments, the number of incentive objects granted for the first time in the incentive plan is adjusted from 37 to 36, and the total amount of restricted shares granted remains unchanged at 5 million shares, of which the first grant part is adjusted from 4.65 million shares to 4.55 million shares, and the reserved grant part is adjusted from 350000 shares to 450000 shares. In addition, other contents of the incentive plan are consistent with the relevant contents deliberated and approved by the first extraordinary general meeting of shareholders in 2022. The above adjustment matters are within the scope of authorization of the company’s first extraordinary general meeting of shareholders in 2022 to the board of directors, the adjustment procedures are legal and compliant, and there is no damage to the interests of the company and all shareholders.
3. The incentive objects of the restricted shares granted this time are the directors, senior managers, core managers and core technical (business) personnel who worked in the company (including branches and subsidiaries, the same below) when the company announced the incentive plan, excluding independent directors, supervisors, shareholders or actual controllers who individually or jointly hold more than 5% of the shares of the company, their spouses, parents Children.
4. The incentive object does not have the 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 granted with restricted shares this time have the job qualification specified in the company law, securities law and other laws, regulations, normative documents and the articles of association, meet the incentive object conditions specified in the management measures and the incentive object scope specified in the incentive plan of the company, and their subject qualification as the incentive object of the incentive plan is legal and effective.
In conclusion, the board of supervisors of the company believes that the conditions for the first grant of the incentive plan have been met and agrees to grant 4.55 million restricted shares to 36 eligible incentive objects at a price of 4.69 yuan / share on January 19, 2022.
Shentong Technology Group Co.Ltd(605228) the board of supervisors on January 19, 2022 (this page has no text, which is the signature page of Shentong Technology Group Co.Ltd(605228) the verification opinions of the board of supervisors on matters related to the company’s restricted stock incentive plan in 2021) Shentong Technology Group Co.Ltd(605228) supervisors:
Liu Jianqiang, Zhang Xie, Mao Jiayi
January 19, 2022