Securities code: 002562 securities abbreviation: Brother Enterprises Holding Co.Ltd(002562) Announcement No.: 2022-004 bond Code: 128021 bond abbreviation: brother convertible bond
Brother Enterprises Holding Co.Ltd(002562)
Announcement on the resolution of the first shareholders’ meeting of the first phase of employee stock ownership 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.
1、 Convening of shareholders’ meeting
The first meeting of the holders of the first phase of the employee stock ownership plan of Brother Enterprises Holding Co.Ltd(002562) (hereinafter referred to as “the company”) was held by means of communication voting on January 21, 2022. The meeting was convened and presided over by Ms. Qian Liuhua, Secretary of the board of directors. All holders were notified of the meeting in advance through the company’s OA system. 63 holders (excluding reserved proxy holders) should attend the meeting, and 63 actually attended the meeting, representing 6170000 shares of the company’s phase I ESOP, accounting for 100.00% of the total share of the ESOP (excluding reserved shares). The meeting was held in accordance with the company law, the measures for the administration of Brother Enterprises Holding Co.Ltd(002562) phase I employee stock ownership plan and relevant laws and regulations.
2、 Deliberations at the shareholders’ meeting
The following proposals were considered and unanimously adopted by the holders attending the meeting by open ballot:
(I) deliberated and passed the proposal on the establishment of the first phase of ESOP Management Committee of the company
According to the relevant provisions of the measures for the administration of Brother Enterprises Holding Co.Ltd(002562) phase I employee stock ownership plan, an employee stock ownership plan management committee is established to be responsible for the daily management of the employee stock ownership plan, be responsible for the meeting of the holders of the employee stock ownership plan, exercise shareholders’ rights on behalf of the holders, safeguard the legitimate rights and interests of the holders of the employee stock ownership plan and ensure the asset safety of the employee stock ownership plan, Avoid potential conflicts of interest between other shareholders of the company and holders of employee stock ownership plans. The management committee consists of three members and one chairman of the management committee. The members of the management committee shall be elected by the holders’ meeting. The term of office of the members of the management committee is the duration of the employee stock ownership plan.
Voting results: 6170000 consents, accounting for 100.00% of the total shares held by the holders attending the meeting; No objection, accounting for 0.00% of the total shares held by the holders attending the shareholders’ meeting; 0 abstention, accounting for 0.00% of the total shares held by the holders attending the shareholders’ meeting.
(II) deliberated and passed the proposal on electing members of the Management Committee of the company’s phase I employee stock ownership plan
The meeting elected Ms. Qian Liuhua, Mr. Zhang Yonghui and Mr. Wang Chenglei as members of the Management Committee of the company’s phase I employee stock ownership plan. The term of office of the above personnel is consistent with the duration of the company’s phase I employee stock ownership plan.
Ms. Qian Liuhua is the company’s senior vice president and Secretary of the board of directors, Mr. Zhang Yonghui is the director of the company’s financial center, and Mr. Wang Chenglei is the chairman of the board of supervisors and director of the president’s office. In addition to the foregoing, the members of the management committee have no relationship with the shareholders holding more than 5% of the company, the actual controllers, and other directors, supervisors and senior managers of the company.
Voting results: 5900000 consents, accounting for 95.62% of the total shares held by the holders attending the meeting; No objection, accounting for 0.00% of the total shares held by the holders attending the shareholders’ meeting; 270000 abstentions, accounting for 4.38% of the total shares held by the holders attending the meeting.
On the same day, the company held the first meeting of the Management Committee of phase I ESOP and elected Ms. Qian Liuhua as the director of the Management Committee of phase I ESOP. The term of office is consistent with the duration of phase I ESOP.
(III) the proposal on Authorizing the Management Committee of the company’s phase I employee stock ownership plan to handle matters related to this employee stock ownership plan was reviewed and passed
In order to ensure the smooth implementation of the first phase of the company’s employee stock ownership plan, the first phase of the employee stock ownership plan holders’ meeting is requested to authorize the first phase of the employee stock ownership plan management committee to handle relevant matters from the date of approval of the meeting to the date when all the shares held in the employee stock ownership plan are sold, the assets are distributed and the plan is cancelled.
Voting results: 6170000 consents, accounting for 100.00% of the total shares held by the holders attending the meeting; No objection, accounting for 0.00% of the total shares held by the holders attending the shareholders’ meeting; 0 abstention, accounting for 0.00% of the total shares held by the holders attending the shareholders’ meeting.
3、 Documents for future reference
Resolution of the first shareholders’ meeting of Brother Enterprises Holding Co.Ltd(002562) phase I ESOP
It is hereby announced.
Brother Enterprises Holding Co.Ltd(002562)
Board of directors
January 25, 2002
