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欢瑞世纪: 薪酬与考核委员会关于公司2025年员工持股计划相关事项的审核意见
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The company has approved the 2025 employee stock ownership plan, which aims to enhance corporate governance, employee cohesion, and competitiveness, while attracting and retaining talented management for sustainable development [1][2]. Summary by Relevant Sections - The 2025 employee stock ownership plan draft complies with relevant laws and regulations, including the "Guiding Opinions on the Pilot Implementation of Employee Stock Ownership Plans for Listed Companies" and the "Self-Regulatory Guidelines for Main Board Listed Companies" [1]. - The plan does not involve any actions that could harm the interests of the company or its shareholders, such as forced participation or financial assistance to participants [1]. - The decision-making process for the employee stock ownership plan is deemed legal and effective, with the proposal submitted to the board of directors for further review [2].
欢瑞世纪: 2025年员工持股计划(草案)摘要
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The company is implementing an employee stock ownership plan (ESOP) aimed at enhancing employee engagement, improving corporate governance, and aligning employee interests with those of shareholders [5][12][33]. Group 1: Employee Stock Ownership Plan Overview - The ESOP will involve a maximum of 10,116,700 shares, representing approximately 1.0313% of the company's total share capital [3][8]. - The plan allows for participation by up to 35 employees, including 4 directors and senior management [7][12]. - The lock-up period for the shares is set at 12 months from the date the last share is transferred to the ESOP [13][14]. Group 2: Objectives and Principles - The primary objective of the ESOP is to establish a profit-sharing mechanism between employees and shareholders, thereby enhancing the company's competitiveness and sustainability [5][12]. - The plan adheres to principles of legality, voluntary participation, and risk-bearing by participants [6][12]. Group 3: Financial Aspects - The funding for the ESOP will come from employees' legal salaries and self-raised funds, with no financial assistance provided by the company [10][12]. - The subscription price for the shares is set at 2.45 RMB per share, based on the average trading price prior to the announcement of the plan [10][13]. Group 4: Performance Assessment - The performance assessment for the ESOP will be based on the company's revenue growth target of at least 20% for the year 2025 [15][16]. - Individual performance will also be evaluated, with a tiered unlocking mechanism for shares based on performance results [17][18]. Group 5: Governance and Management - The ESOP will be managed by a management committee elected by the participants, ensuring that the interests of the participants are safeguarded [20][27]. - The management committee will oversee daily operations and represent the participants in exercising shareholder rights [20][27]. Group 6: Legal and Compliance - The ESOP is designed in compliance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [5][6]. - The plan includes provisions for the handling of shares in the event of changes in the company's control or other significant corporate events [27][30].
欢瑞世纪: 关于聘任公司董事会秘书的公告
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The company has appointed Mr. Yang Shuai as the new Secretary of the Board, effective from the date of the board meeting on August 28, 2025, until the end of the current board's term [1][2]. Group 1: Appointment Details - The appointment was approved during the 19th meeting of the 9th Board of Directors [1]. - Mr. Yang Shuai has completed the necessary training and has been recognized by the Shenzhen Stock Exchange, meeting all regulatory requirements [1][2]. Group 2: Candidate Background - Mr. Yang Shuai, born in 1988, holds a master's degree and has previous experience as a Senior Investment Manager at Guangzhou Wento Investment Holdings Co., Ltd. and as a Securities Affairs Representative at Zhongwen Online Group Co., Ltd. [2]. - He does not have any shareholding in the company and has no connections with major shareholders or the controlling entity [2]. - Mr. Yang has not faced any penalties from the China Securities Regulatory Commission or other relevant authorities, and he is not listed as a "dishonest executor" by the Supreme People's Court [2].
欢瑞世纪: 2025年员工持股计划(草案)
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The company is implementing an employee stock ownership plan (ESOP) aimed at enhancing employee engagement, improving corporate governance, and aligning the interests of employees and shareholders for sustainable growth [5][12][31] Summary by Sections Employee Stock Ownership Plan Objectives - The ESOP is designed to establish a profit-sharing mechanism between employees and shareholders, improve governance, and enhance employee motivation and creativity [5][12] Basic Principles of the ESOP - The plan adheres to legal compliance, voluntary participation, and risk-bearing principles, ensuring that employees participate willingly and assume their own investment risks [6][12] Participants and Allocation - The plan allows for a maximum of 35 participants, including 4 directors and senior management, with total shares not exceeding 10% of the company's total equity [7][8] Scale and Source of Shares - The ESOP involves a maximum of 10,116,700 shares, representing approximately 1.0313% of the company's total equity, sourced from shares repurchased by the company [8][9] Subscription Price - The subscription price for the shares is set at 2.45 CNY per share, based on the average trading price prior to the announcement of the ESOP [10][12] Lock-up Period and Performance Assessment - The lock-up period for the shares is 12 months, with performance assessments tied to company revenue growth targets, specifically a minimum of 20% growth in 2025 [13][15] Management and Governance - The ESOP will be managed by a committee elected by the participants, ensuring that the interests of the participants are safeguarded and that the plan operates transparently [18][24] Changes and Termination of the ESOP - Any changes to the ESOP require a two-thirds majority approval from the participants, and the plan can be terminated under specific conditions, such as changes in company control [25][27] Rights and Obligations of Participants - Participants have rights to vote in meetings, receive dividends, and must comply with the plan's regulations, including restrictions on transferring their shares [26][28]
欢瑞世纪: 董事会关于公司2025年员工持股计划草案合规性说明
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The company has developed a draft for the 2025 Employee Stock Ownership Plan (ESOP) in compliance with relevant laws and regulations, aiming to enhance its incentive and restraint mechanisms, thereby improving sustainable development capabilities and aligning the interests of management and shareholders [1][2]. Group 1 - The company has established the 2025 Employee Stock Ownership Plan draft in accordance with the Company Law, Securities Law, and relevant guidelines [1]. - The plan has been reviewed and approved without any conflicts of interest, ensuring that it does not harm the interests of the company and all shareholders [1]. - The participants of the plan meet the eligibility criteria set forth in the relevant regulations, confirming the legality and validity of their participation [1]. Group 2 - The implementation of the ESOP is expected to enhance management efficiency and the motivation, creativity, and responsibility of the operators, ultimately benefiting the company's strategic goals and sustainable development [2]. - The board of directors believes that the implementation of the ESOP aligns with the guidelines and regulations, supporting the company's long-term objectives [2].
欢瑞世纪: 2025年员工持股计划管理办法
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Points - The article outlines the employee stock ownership plan (ESOP) of Huansheng Century United Co., Ltd., emphasizing its compliance with relevant laws and regulations [1][2][3] - The plan aims to enhance employee motivation and retain core talent, linking employee benefits with the company's long-term performance [7][8] Summary by Sections General Principles - The ESOP is established to comply with the Company Law, Securities Law, and other relevant regulations [1] - The plan adheres to principles of legality, voluntary participation, and risk-bearing by employees [2] Employee Participation - Eligible participants must be employees receiving remuneration and holding a labor contract with the company [3] - The total stock involved in the plan does not exceed 10,116,700 shares, representing 1.0313% of the company's total equity [4] Stock Source and Funding - Shares for the ESOP will be sourced from the company's repurchased stock [5] - Funding for participation comes from employees' legal salaries and self-raised funds, with no financial assistance from the company [6] Stock Pricing - The subscription price for the stock is set at 2.45 yuan per share, based on the average trading price prior to the plan's announcement [7] Duration and Lock-up Period - The ESOP has a lock-up period of 12 months, during which participants cannot trade the shares [9] - The plan can be extended with the consent of two-thirds of the participants [8] Performance Assessment - The company's performance target for 2025 is a revenue growth rate of no less than 20% [10][11] - Individual performance assessments will determine the unlocking of shares, with a tiered evaluation system [12] Management and Governance - The ESOP will be managed by a committee elected by the participants, ensuring transparency and adherence to regulations [13][14] - The board of directors is responsible for drafting and modifying the plan, with oversight from the shareholders' meeting [21] Rights and Obligations - Participants have rights to vote and receive benefits proportional to their holdings, while also being subject to restrictions on transfer and use of shares [24][25] - The plan includes provisions for handling changes in participant status, such as resignation or retirement [26] Conclusion - The ESOP is designed to align the interests of employees with those of the company and its shareholders, fostering a culture of shared success and accountability [8][10]
2025半年报里,剧集公司的守成与转向
Xin Lang Cai Jing· 2025-08-29 02:32
Core Viewpoint - The performance of six listed companies related to drama series in the first half of 2025 shows mixed results, with over half achieving positive revenue growth, but many still struggling with net profits, indicating ongoing challenges in financial sustainability [1][2]. Revenue and Profit Summary - Huace Film & TV reported a revenue of 790 million yuan, a year-on-year increase of 114.94%, and a net profit of 118 million yuan, up 65.05% [2][5]. - Perfect World achieved a revenue of 3.691 billion yuan, a 33.74% increase, and a net profit of 503 million yuan, soaring 384.52% [2][5]. - Ciweng Media's revenue reached 190 million yuan, a significant increase of 282.20%, but it reported a net loss of 23 million yuan, down 262.10% [2][8]. - Huanrui Century's revenue was 198 million yuan, up 83.72%, but it turned to a net loss of 639,000 yuan, a decline of 139.86% [2][10]. - Baiana Qiancheng reported a revenue of 136 million yuan, a decrease of 46.43%, with a net loss of 20 million yuan, but a profit increase of 33.34% year-on-year [2][10]. - Straw Bear Entertainment's revenue fell to 446 million yuan, down 47.4%, with a net loss of 5.8 million yuan, compared to a profit of 30 million yuan in the previous year [2][11]. Business Strategies and Market Positioning - Huace Film & TV continues to focus on traditional long-form dramas while also expanding into new business areas, including short dramas and international projects, with a production capacity of 20 short dramas per month [14][16]. - Perfect World maintains a balanced approach between long and short dramas, with several projects in post-production and a successful short drama recently launched [16] - Ciweng Media has increased its presence in the market with multiple projects, although it faces challenges due to seasonal revenue recognition and accounting policy adjustments [8][10]. - Huanrui Century is investing heavily in short dramas, which has led to increased costs and a decline in profits, despite having a substantial number of IPs [10][18]. - Baiana Qiancheng and Straw Bear Entertainment are both focusing on refining their long-form drama offerings, with several projects in the pipeline [14][22]. Industry Trends and Future Outlook - The industry is experiencing a transformation, with companies adopting different strategies to navigate the changing landscape, from traditional long dramas to new formats [14][22]. - The gradual implementation of the "Broadcasting and Television 21 Articles" policy is expected to create a more relaxed environment for the industry, potentially aiding in revenue generation [22].
欢瑞世纪(000892) - 关于召开2025年第一次临时股东大会的通知
2025-08-28 15:20
证券代码:000892 证券简称:欢瑞世纪 公告编号:2025-35 欢瑞世纪联合股份有限公司 关于召开 2025 年第一次临时股东大会的通知 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 一、召开会议基本情况 (一)本次股东大会届次:2025年第一次临时股东大会。 (二)召集人:本次股东大会由欢瑞世纪联合股份有限公司董事会召集。本公 司第九届董事会第十九次董事会议审议通过了《关于召开2025年第一次临时股东大 会的议案》。 (三)本次股东大会的召开符合《上市公司股东大会规则》《公司章程》以及 其它法律、行政法规、部门规章、规范性文件的规定。 (四)会议召开日期和时间 2、网络投票时间: 1、本次现场会议召开时间为2025年9月15日(星期一)14:30。 (1)通过交易系统进行网络投票的时间为:2025年9月15日9:15~9:25、9:30~ 11:30、13:00~15:00; (2)通过互联网投票系统投票的具体时间为:2025年9月15日9:15~15:00期 间的任意时间。 (五)会议召开方式 本次会议采取现场投票与网络投票相结合的方式,本公司将通 ...
欢瑞世纪(000892) - 第九届监事会第十三次会议决议公告
2025-08-28 15:19
证券代码:000892 证券简称:欢瑞世纪 公告编号:2025-33 欢瑞世纪联合股份有限公司 第九届监事会第十三次会议决议公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、 误导性陈述或重大遗漏。 一、监事会会议召开情况 (一)本次会议是欢瑞世纪联合股份有限公司第九届监事会第十三次会议。 会议通知于 2025 年 8 月 28 日以电子邮件等通讯方式送达各位监事。 (二)本次会议于 2025 年 8 月 28 日在本公司会议室以现场加通讯方式召开。 (三)本次会议应到监事 3 名,实到监事 3 名,其中监事付雷以现场出席会 议,监事武洁、赵翌锟以通讯方式参加会议。 (四)会议由监事会主席付雷先生主持。 (五)本次会议的召开符合有关法律、行政法规、部门规章、规范性文件和 《公司章程》的规定。 二、监事会会议审议情况 1、审议通过了《关于公司<2025 年员工持股计划(草案)>及其摘要的议案》。 表决结果为:3 票同意,0 票反对,0 票弃权,该议案获得表决通过。 经审议,监事会认为:2025 年员工持股计划内容符合《公司法》《关于上 市公司实施员工持股计划试点的指导意见》《深圳证券 ...
欢瑞世纪(000892) - 监事会关于公司2025年员工持股计划相关事项的审核意见
2025-08-28 15:19
(以下无正文) 欢瑞世纪联合股份有限公司 监事会关于公司2025年员工持股计划相关事项的审核意见 欢瑞世纪联合股份有限公司(以下简称"公司")于 2025 年 8 月 28 日召开 第九届监事会第十三次会议。根据《关于上市公司实施员工持股计划试点的指导 意见》(以下简称"《指导意见》")、《深圳证券交易所上市公司自律监管指 引第 1 号——主板上市公司规范运作》(以下简称"《自律监管指引第 1 号》") 等相关法律、法规及规范性文件的规定,经认真审阅相关会议资料及全体监事充 分全面的讨论与分析,现就公司 2025 年员工持股计划相关事项发表审核意见如 下: 1、公司不存在《指导意见》《自律监管指引第 1 号》等法律、法规及规范 性文件规定的禁止实施员工持股计划的情形。 2、公司制定《2025 年员工持股计划(草案)》的程序合法、有效。公司《2025 年员工持股计划(草案)》内容符合《指导意见》《自律监管指引第 1 号》等法 律、法规及规范性文件的规定。 3、公司审议本次员工持股计划相关议案的决策程序合法、有效,不存在损 害公司及全体股东利益的情形,亦不存在摊派、强行分配等方式强制员工参与本 次员工持股计划的情 ...