Securities code: 688521 securities abbreviation: Verisilicon Microelectronics (Shanghai) Co.Ltd(688521) Announcement No.: 2022-012 Xinyuan Microelectronics (Shanghai) Co., Ltd
Announcement of resolutions of the 19th meeting of the first board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal liabilities for the authenticity, accuracy and integrity of its contents according to law. 1、 Meetings of the board of supervisors
The notice of the 19th meeting of the first board of supervisors of Xinyuan Microelectronics (Shanghai) Co., Ltd. (hereinafter referred to as “the company”) was issued on January 20, 2022. The meeting was held in the company’s conference room on January 21, 2022. The meeting was held by teleconference and written voting. There were 3 supervisors who should attend the meeting and 3 supervisors who actually attended the meeting. The meeting was chaired by Zhiwei Wang. The convening and convening of the meeting comply with the relevant provisions of the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the articles of association of Xinyuan Microelectronics (Shanghai) Co., Ltd. (hereinafter referred to as the “articles of association”), and the resolutions formed by voting are legal and effective. 2、 Deliberation at the meeting of the board of supervisors (I) the proposal on Exempting the notice of this meeting of the board of supervisors from the time limit required by the articles of association was deliberated and adopted
Agree to waive the notice period of this meeting, and unanimously agree that the convening, convening and voting procedures of this meeting of the board of supervisors are legal and effective.
Voting results: 3 in favor, 0 against and 0 abstention.
(II) the proposal on matters related to the adjustment of the company’s restricted stock incentive plan in 2022 was reviewed and passed. The board of supervisors of the company considered that the adjustment of matters related to the restricted stock incentive plan in 2022 (hereinafter referred to as the “incentive plan”) was in line with the company law and the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) The relevant provisions on the adjustment of incentive plan in laws, regulations and normative documents such as the measures for the administration of equity incentive of listed companies (hereinafter referred to as the “measures”) have fulfilled the necessary procedures. The adjusted incentive object is not prohibited from being granted restricted shares, and the subject qualification of the incentive object is legal and effective. This adjustment is within the scope of authorization of the company’s first extraordinary general meeting in 2022. The adjustment procedure is legal and compliant, and there is no damage to the interests of the company and shareholders. After this adjustment, part of the incentive objects granted in this incentive plan for the first time will be adjusted from 1105 to 1099. The shares of restricted shares to be granted corresponding to the above six incentive objects will be adjusted according to the factors such as entry years, position importance, job performance and so on, Adjust the allocation to other incentive objects determined in the 2022 restricted stock incentive plan (Draft) of Xinyuan Microelectronics (Shanghai) Co., Ltd. (hereinafter referred to as the “incentive plan”), the total number of restricted shares and the number of restricted shares granted for the first time remain unchanged, and the number of reserved restricted shares remains unchanged.
For details, please refer to the company’s website at Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement on adjusting the company’s restricted stock incentive plan in 2022 (Announcement No.: 2022-014) disclosed by the designated media.
Voting results: 3 in favor, 0 against and 0 abstention.
(III) deliberated and passed the proposal on granting restricted shares to incentive objects for the first time
According to the authorization of the company’s first extraordinary general meeting in 2022, the board of directors determined that the first grant date of the company’s incentive plan is January 21, 2022, in line with the management measures and other laws and regulations as well as the relevant provisions on the grant date in the incentive plan; The incentive objects granted with restricted shares for the first time determined by the company comply with the relevant laws and regulations such as the company law, the securities law and the articles of association on the relevant qualifications of the equity incentive plan, the incentive object conditions specified in the management measures and the scope of incentive objects specified in the incentive plan, Its subject qualification as the incentive object of the company’s restricted stock incentive plan in 2022 is legal and effective; The company’s implementation of this incentive plan is conducive to further improve the corporate governance structure, establish and improve the company’s incentive and restraint mechanism, enhance the company’s management team, technical backbone and business backbone’s sense of responsibility and mission for realizing the sustainable and healthy development of the company, is conducive to the sustainable development of the company, and does not damage the interests of the company and all shareholders.
Therefore, the board of supervisors agreed that the first grant date of the company’s incentive plan was January 21, 2022, and agreed to grant 3.43 million restricted shares to 1099 incentive objects at the grant price of 39 yuan / share.
For details, please refer to the company’s website at Shanghai Stock Exchange (www.sse. Com. CN.) And the announcement on granting restricted shares to incentive objects for the first time (Announcement No. 2022-013) disclosed by the designated media. Voting results: 3 in favor, 0 against and 0 abstention.
It is hereby announced.
Board of supervisors of Xinyuan Microelectronics (Shanghai) Co., Ltd. January 22, 2022
