DGAP-CMS: Haier Smart Home Co.,Ltd.: Announcement on the Resolutions of the First Holders" Meeting of the Core Employee Stock Ownership Plan

2021. július 07., szerda, 14:39







DGAP Post-admission Duties announcement: Haier Smart Home Co.,Ltd.


/ Third country release according to Article 50 Para. 1, No. 2 of the WpHG [the German Securities Trading Act]






Haier Smart Home Co.,Ltd.: Announcement on the Resolutions of the First Holders" Meeting of the Core Employee Stock Ownership Plan








07.07.2021 / 14:39



Dissemination of a Post-admission Duties announcement according to Article 50 Para. 1, No. 2 WpHG transmitted by DGAP - a service of EQS Group AG.


The issuer is solely responsible for the content of this announcement.





Announcement on the Resolutions of the First Holders" Meeting of the Core Employee Stock Ownership Plan



Qingdao / Shanghai / Frankfurt, 07 July 2021 - Haier Smart Home Co., Ltd. (the "Company" or "Haier Smart Home", D-Share 690D.DE, A-Share 600690.SH, H-Share 06690.HK) published an announcement on the Shanghai Stock Exchange in accordance with the applicable trading rules in China with regard to the Resolutions of the First Holders" Meeting of the Core Employee Stock Ownership Plan.



The first holders" meetings of the A-Share and H-Share core employee stock ownership plan (2021) of Haier Smart Home Co., Ltd. (hereinafter referred to as the "Employee Stock Ownership Plan") were held on 7 July 2021 at 303A in Haier Eco Brand Central Building by means of on-site meeting and communication. The meetings were convened and presided over by Chairman Liang Haishan. The A-Share core employee stock ownership plan holders" meeting shall have 1,599 holders and 1,599 holders actually attended the meeting, representing 708 million shares of the Employee Stock Ownership Plan and accounting for 100.00% of the shares under the Employee Stock Ownership Plan. H-Share core employee stock ownership plan holders" meeting shall have 35 holders and 33 holders actually attended the meeting, representing 87 million shares of the Employee Stock Ownership Plan and accounting for 96.67% of the shares under the Employee Stock Ownership Plan. The meetings complied with the relevant regulations of the Company"s core employee stock ownership plan. The proposals deliberated at the meeting are as follows:



I. The First Holders" Meeting of A-Share Core Employee Stock Ownership Plan (2021)



After discussion and voting by the holders at the meeting, the following resolutions were made on matters related to the current phase stock ownership plan:



1. The Proposal on Establishing the Management Committee of A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(voting results: 708 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



All holders are aware of and understand the content of the A-Share Core Employee Stock Ownership Plan (2021-2025) (Draft) of Haier Smart Home Co., Ltd. (hereinafter referred to as "A-Share Employee Stock Ownership Plan") and voluntarily participate in the Employee Stock Ownership Plan. They have been informed the risks of participating in the Employee Stock Ownership Plan and agreed to be responsible for their own profits and losses. They voluntarily assume the risks of participating in the Employee Stock Ownership Plan and abide by the relevant provisions of the Employee Stock Ownership Plan.



According to the A-Share Employee Stock Ownership Plan, it has established the Management Committee of the A-share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to supervise the daily management of the Employee Stock Ownership Plan. They will exercise or authorize the management party to exercise shareholders" rights on behalf of the holders of the stock ownership plan. The Management Committee of the A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. consists of four members.



2. The Proposal on Determining Members of the Management Committee of A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(Voting results:708 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



The meeting confirmed that Liang Haishan, Gong Wei, Ming Guozhen and Song Shangyi were the members of the Management Committee of A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd.



Liang Haishan has been selected as the director of the Management Committee of the A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. by the above members jointly.



3. The Proposal on Authorization to the Management Committee of A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to Handle Matters Related to A-Share Core Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(Voting results:708 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



The meeting authorized the members of the Management Committee of A-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to handle the following matters related to the Employee Stock Ownership Plan:



(1) Convene the meeting of the holders;



(2) Supervise the ordinary management of the Employee Stock Ownership Plan on behalf of all holders;



(3) Exercise the rights of shareholders or authorize the management party to exercise the rights of shareholders on behalf of all holders;



(4) Review and confirm the qualification, scope, number, quota of the participates under the Employee Stock Ownership Plan;



(5) Formulate and revise the management measures of the Employee Stock Ownership Plan;



(6) Determine the holders" equity (share number) according to the Company"s assessment results;



(7) Connection works with the asset management unit of the Employee Stock Ownership Plan;



(8) Handle all matters including lock-up, unlocking and vesting of the stocks purchased under the Employee Stock Ownership Plan;



(9) The financing method and amount of the Employee Stock Ownership Plan and other matters related to the financing of the Employee Stock Ownership Plan;



(10) Responsible for the asset management of the Employee Stock Ownership Plan and can delegate such duties to third-party management, including but not limited to sell the Company"s stocks for cash after the lock-up period and invest the cash assets of the Employee Stock Ownership Plan in cash management instruments including fixed income securities, wealth management products and money market funds;



(11) Formulate and implement the plan for participating in the Company"s refinancing activities including further issues, rights issue or issuance of convertible bonds during the duration of the current phase Employee Stock Ownership Plan;



(12) Authorize the director of the management committee to specifically exercise the rights of shareholders under the current phase Employee Stock Ownership Plan until the completion of liquidation and distribution of the current phase Employee Stock Ownership Plan;



(13) Determine the allocation of the assets of Employee Stock Ownership Plan;



(14) Other duties as authorized by the holders" meeting.



4. The Proposal on Reviewing the "Management Measures of A-Share Core Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd." was reviewed and approved

(voting results: 708 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



For details of the Proposal on Reviewing the "Management Measures of A-Share Core Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd.", please refer to the full text of such Management Measures disclosed on the same date as this announcement.



(II) First Holders" Meeting of H-Share Core Employee Stock Ownership Plan (2021)



After discussion and voting by the holders at the meeting, the following resolutions were made on matters related to the current phase stock ownership plan:



1. The Proposal on Establishing the Management Committee of H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(voting results: 87 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



All holders are aware of and understand the content of the H-Share Core Employee Stock Ownership Plan (2021-2025) (Draft) of Haier Smart Home Co., Ltd. (hereinafter referred to as "H-Share Employee Stock Ownership Plan") and voluntarily participate in the Employee Stock Ownership Plan. They have been informed the risks of participating in the Employee Stock Ownership Plan and agreed to be responsible for their own profits and losses. They voluntarily assume the risks of participating in the Employee Stock Ownership Plan and abide by the relevant provisions of the Employee Stock Ownership Plan.



According to the H-Share Employee Stock Ownership Plan, it has established the Management Committee of the H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to supervise the daily management of the Employee Stock Ownership Plan. They will exercise or authorize the management party to exercise shareholders" rights on behalf of the holders of the stock ownership plan. The Management Committee of the H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. consists of four members.



2. The Proposal on Determining Members of the Management Committee of H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(voting results: 87 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



The meeting confirmed that Liang Haishan, Gong Wei, Ming Guozhen and Song Shangyi were the members of the Management Committee of the H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd.



Liang Haishan has been selected as the director of the Management Committee of the H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. by the above members jointly.



3. The Proposal on Authorization to the Management Committee of H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to Handle Matters Related to H-Share Core Employee Stock Ownership Plan(2021) of Haier Smart Home Co., Ltd. was reviewed and approved

(Voting results:87 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



The meeting authorized the members of the Management Committee of H-Share Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd. to handle the following matters related to the Employee Stock Ownership Plan:



(1) Convene the meeting of the holders;



(2) Supervise the ordinary management of the Employee Stock Ownership Plan on behalf of all holders;



(3) Exercise the rights of shareholders or authorize the management party to exercise the rights of shareholders on behalf of all holders;



(4) Review and confirm the qualification, scope, number, quota of the participates under the Employee Stock Ownership Plan;



(5) Formulate and revise the management measures of the Employee Stock Ownership Plan;



(6) Determine the holders" equity (share number) according to the Company"s assessment results;



(7) Connection works with the asset management unit of the Employee Stock Ownership Plan;



(8) Handle all matters including lock-up, unlocking and vesting of the stocks purchased under the Employee Stock Ownership Plan;



(9) The financing method and amount of the Employee Stock Ownership Plan and other matters related to the financing of the Employee Stock Ownership Plan;



(10) Responsible for the asset management of the Employee Stock Ownership Plan and can delegate such duties to third-party management, including but not limited to sell the Company"s stocks for cash after the lock-up period and invest the cash assets of the Employee Stock Ownership Plan in cash management instruments including fixed income securities, wealth management products and money market funds;



(11) Formulate and implement the plan for participating in the Company"s refinancing activities including further issues, rights issue or issuance of convertible bonds during the duration of the current phase Employee Stock Ownership Plan;



(12) Authorize the director of the management committee to specifically exercise the rights of shareholders under the current phase Employee Stock Ownership Plan until the completion of liquidation and distribution of the current phase Employee Stock Ownership Plan;



(13) Determine the allocation of the assets of Employee Stock Ownership Plan;



(14) Other duties as authorized by the holders" meeting.



4. The Proposal on Reviewing the "Management Measures of H-Share Core Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd." was reviewed and approved

(voting results: 708 million voted for, accounting for 100% of the total number of shares held by holders attending the meeting; 0 voted against, accounting for 0% of the total number of shares held by holders attending the meeting; 0 abstained, accounting for 0% of the total number of shares held by holders attending the meeting)



For details of the Proposal on Reviewing the "Management Measures of H-Share Core Employee Stock Ownership Plan (2021) of Haier Smart Home Co., Ltd.", please refer to the full text of such Management Measures disclosed on the same date as this announcement.



About Haier Smart Home Co., Ltd.:

Haier is one of the world"s leading manufacturers of household appliances with a focus on smart home solutions and customized mass production. Haier Smart Home Co., Ltd. develops, produces and distributes a wide range of household appliances. These include refrigerators, freezers, washing machines, air conditioners, water heaters, kitchen appliances as well as smaller household appliances and an extensive range of intelligent household appliances. The Company distributes its products through leading household brands such as Haier, Casarte, Leader, Candy, GE Appliances, AQUA and Fisher & Paykel. Haier Smart Home Co., Ltd. has launched Smart Home Experiential Cloud, which connects homes, users, enterprises and ecosystem partners, and facilitates the integration of Haier"s online, offline and micro-store businesses and supports user interaction to further optimize the user experience.



IR Contact:

Yao Sun (Sophie) - Haier Smart Home Germany

T: +49 6172 9454 143

F: +49 6172 9454 42143

M: +49 160 9469 3601

Email: [email protected]

















07.07.2021 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de













Language: English
Company: Haier Smart Home Co.,Ltd.

Haier Industrial Park, Laoshan District

266101 Qingdao

China
Internet: smart-home.haier.com





 
End of News DGAP News Service





1216219  07.07.2021 



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