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宇瞳光学: 监事会决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:47
Meeting Overview - The fourth meeting of the fourth Supervisory Board of Dongguan Yutong Optical Technology Co., Ltd. was held via WeChat and email, presided over by Chairman Li Zan, and was legally valid as per relevant regulations [1]. Financial Reports - The Supervisory Board approved the company's 2025 semi-annual report and its summary, confirming that the content accurately reflects the company's actual situation and complies with legal requirements. The voting result was 3 votes in favor, 0 against, and 0 abstentions [1]. Profit Distribution - The Supervisory Board approved the 2025 semi-annual profit distribution plan, stating it aligns with the company's actual situation and supports sustainable development. This plan will be submitted for review at the second extraordinary general meeting of shareholders in 2025. The voting result was 3 votes in favor, 0 against, and 0 abstentions [2]. Fund Utilization - The Supervisory Board approved the special report on the use of raised funds for the first half of 2025, confirming compliance with relevant regulations. The voting result was 3 votes in favor, 0 against, and 0 abstentions [2]. Investment Plans - The Supervisory Board approved the proposal to establish a wholly-owned subsidiary in Japan, with details available in the company's announcement [2]. Stock Incentive Plan - The Supervisory Board approved the draft of the 2025 restricted stock incentive plan, affirming that it complies with relevant laws and regulations and is beneficial for the company's sustainable development. The voting result was 3 votes in favor, 0 against, and 0 abstentions [3]. Incentive Management - The Supervisory Board approved the management measures for the implementation of the 2025 restricted stock incentive plan, ensuring the plan's smooth execution and alignment with the company's strategic goals. The voting result was 3 votes in favor, 0 against, and 0 abstentions [5]. Employee Stock Ownership Plan - The Supervisory Board approved the draft of the 2025 employee stock ownership plan, emphasizing that participation is voluntary and will not harm the interests of the company or its shareholders. This plan will also be submitted for review at the second extraordinary general meeting of shareholders in 2025 [6]. Employee Stock Ownership Management - The Supervisory Board approved the management measures for the employee stock ownership plan, ensuring fairness and transparency in its implementation, which is expected to enhance the company's governance and competitiveness. The voting result was 3 votes in favor, 0 against, and 0 abstentions [7]. Related Transactions - The Supervisory Board approved the proposal for external investment and related party transactions, with details available in the company's announcement [8].
宇瞳光学: 东兴证券股份有限公司关于东莞市宇瞳光学科技股份有限公司与关联方共同投资暨关联交易的核查意见
Zheng Quan Zhi Xing· 2025-08-29 17:47
Summary of Key Points Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. is engaging in a significant investment and related party transaction by investing in Chengdu Sailins Technology Industry Co., Ltd., which is expected to enhance its competitive position and align with its strategic development goals [1][8]. Group 1: Investment Overview - The company approved an investment of RMB 62.783299 million in Chengdu Sailins, acquiring a 31.8720% stake [1]. - The investment includes RMB 32.958717 million as registered capital and RMB 29.824582 million as capital reserve [1]. Group 2: Related Party Transactions - The investment involves several related parties, including current and former directors, and is classified as a related party transaction [2]. - Related directors abstained from voting on the investment proposal, and it does not constitute a major asset restructuring as per regulations [2]. Group 3: Financial Data of Target Company - Before the investment, Chengdu Sailins had total assets of RMB 117.2182 million and total liabilities of RMB 20.4363 million [5]. - After the investment, the total registered capital of Chengdu Sailins will increase from RMB 54.8071 million to RMB 103.409623 million [6]. Group 4: Purpose and Impact of Investment - The investment aims to strengthen the company's strategic development, integrate quality industrial resources, and promote collaborative development [7]. - The target company specializes in the research, production, and sales of optical glass materials and products, which aligns with the company's business focus [7]. Group 5: Approval and Compliance - The independent directors, board of directors, and supervisory board have all approved the investment, confirming compliance with relevant regulations [8][9]. - The investment process followed necessary procedures, ensuring no harm to the interests of the company or its shareholders [9].
宇瞳光学: 2025年员工持股计划(草案)的法律意见
Zheng Quan Zhi Xing· 2025-08-29 17:47
Group 1 - The company, Dongguan Yutong Optical Technology Co., Ltd., is implementing an employee stock ownership plan (ESOP) for 2025, which aims to enhance employee engagement and align their interests with the company's performance [2][9][18] - The ESOP has undergone necessary legal procedures and is compliant with relevant laws and regulations, including the Company Law and Securities Law [9][13][18] - The plan allows employees to voluntarily participate, ensuring that there is no forced allocation of shares, which aligns with the principles of voluntary participation and risk-bearing [10][12][18] Group 2 - The ESOP will involve a lock-up period for the shares acquired, with different durations of 12, 24, and 36 months, starting from the date of stock transfer to the plan [11][12] - The total shares held under the ESOP will not exceed 10% of the company's total equity, and individual holdings will be capped at 1% of the total equity [11][12] - The management of the ESOP will be overseen by a committee elected by participating employees, ensuring that the management is representative and accountable [12][18] Group 3 - The company has committed to timely information disclosure regarding the ESOP, including board resolutions and relevant documents, in accordance with regulatory requirements [16][18] - The ESOP will allow participation in future financing activities, such as share placements or convertible bonds, subject to approval from the management committee and the holders' meeting [17][18] - There is no agreement or arrangement that constitutes a concerted action between the ESOP and the company's major shareholders or executives, ensuring independence in decision-making [17][18]
宇瞳光学: 东兴证券股份有限公司关于东莞市宇瞳光学科技股份有限公司2025年半年度跟踪报告

Zheng Quan Zhi Xing· 2025-08-29 17:47
Group 1 - The report is a tracking report for Dongguan Yutong Optical Technology Co., Ltd. by Dongxing Securities Co., Ltd. [1] - The report indicates that the company has established and effectively executed relevant regulations and systems, including those for fundraising management and internal controls [1] - There were no instances of late review of company information disclosure documents [1] Group 2 - The report states that there are no significant issues found by the sponsor regarding the company [1] - There are no unfulfilled commitments by the company or its shareholders [1] - The report mentions a change in the designated sponsor representatives from Ding Hui and Wang Hua to Ding Hui and Lin Suqin [2]
宇瞳光学: 2025年限制性股票激励计划实施考核管理办法
Zheng Quan Zhi Xing· 2025-08-29 17:46
Core Viewpoint - The company has established a management approach for the implementation of the 2025 Restricted Stock Incentive Plan to enhance governance, attract talent, and align the interests of shareholders, the company, and employees [1][2]. Group 1: Assessment Objectives and Principles - The purpose of the assessment is to create a long-term incentive mechanism to attract and retain talent while aligning the interests of shareholders, the company, and employees for long-term development [2]. - The assessment must adhere to principles of fairness, transparency, and objectivity, combining quantitative and qualitative evaluations to enhance management performance and maximize shareholder value [2][3]. Group 2: Assessment Targets and Institutions - The assessment applies to designated incentive objects, including directors, senior management, core technical and business personnel, excluding independent directors and major shareholders [2][3]. - The Compensation and Assessment Committee of the Board is responsible for organizing and implementing the incentive plan, while the Human Resources Department oversees the specific assessment work [3][4]. Group 3: Assessment Indicators and Standards - The performance assessment for the incentive plan spans from 2025 to 2027, with specific performance targets set for each year, including revenue and net profit thresholds [3][4]. - The assessment results will determine the vesting of restricted stocks, with a 100% vesting ratio if performance targets are met, and a 0% ratio if not [4][5]. Group 4: Assessment Period and Procedures - The assessment period is defined as the fiscal year prior to the application for vesting of restricted stocks, with annual assessments conducted [5][6]. - The Human Resources Department is responsible for maintaining assessment results and submitting performance reports to the Compensation and Assessment Committee for review [5][6]. Group 5: Assessment Results Management - Assessment results must be communicated to the assessed individuals within five working days, with a process for appeals if there are disputes regarding the results [5][6]. - The results must be archived, requiring signatures from the involved parties [6][7]. Group 6: Additional Provisions - The Board of Directors is responsible for formulating, interpreting, and revising the management approach, which will take precedence over any conflicting future regulations [7].
宇瞳光学: 2025年限制性股票激励计划(草案)
Zheng Quan Zhi Xing· 2025-08-29 17:46
Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has proposed a 2025 Restricted Stock Incentive Plan aimed at attracting and retaining talent, aligning the interests of shareholders, the company, and employees for long-term development [1][2]. Summary by Sections Incentive Plan Overview - The plan is based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The incentive tool used is restricted stock, specifically the second type of restricted stock, issued to selected incentive objects [1][2]. Granting Conditions and Participants - A total of 3,869,000 shares are proposed for grant, representing approximately 1.0342% of the company's total share capital of 374,118,981 shares [2][3]. - The plan targets up to 364 participants, including directors, senior management, and core technical and business personnel, excluding independent directors and major shareholders [2][11]. Stock Price and Vesting Period - The grant price for the restricted stock is set at 13.66 yuan per share [3][18]. - The plan's validity lasts from the grant date until all shares are vested or become void, with a maximum duration of 60 months [3][15]. Performance and Vesting Conditions - Vesting is contingent upon meeting specific performance targets over three years, with annual assessments based on revenue and net profit growth rates [19][21]. - The performance targets for the first year require a minimum revenue growth of 20%, increasing to 30% and 40% in subsequent years [20][21]. Management and Approval Process - The plan requires approval from the company's shareholders and must be managed by the board of directors, with a dedicated compensation and assessment committee overseeing its implementation [9][30]. - The plan must be publicly disclosed and the list of incentive objects must be announced prior to the shareholder meeting [12][30]. Adjustments and Accounting Treatment - Adjustments to the number of shares and grant price may occur due to corporate actions such as stock splits or dividends [24][25]. - The accounting treatment for the incentive plan will follow relevant accounting standards, with costs recognized over the vesting period [26][28].
宇瞳光学: 2025年限制性股票激励计划激励对象名单
Zheng Quan Zhi Xing· 2025-08-29 17:46
Summary of Key Points Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has implemented a restricted stock incentive plan aimed at motivating core technical and business personnel, with a total of 3,869,000 shares allocated, representing 1.034% of the company's total equity [1]. Group 1: Incentive Plan Details - The plan includes a total of 3,869,000 shares granted to 358 individuals, with the largest allocation of 752,000 shares going to Xu Yujie, a core technical and business personnel, accounting for 19.44% of the total incentive shares [1]. - The total number of shares involved in the incentive plan does not exceed 20% of the company's total equity at the time of the plan's submission for shareholder approval [1]. - None of the recipients of the incentive plan, including Xu Yujie, hold more than 1% of the company's total equity through this plan [1]. Group 2: Exclusions from the Plan - The incentive plan does not include independent directors, shareholders holding 5% or more of the company's shares, the actual controller of the company, and their immediate family members [1]. - The list of core technical and business personnel eligible for the incentive plan is provided, but specific names and positions are not detailed in the document [1].
宇瞳光学: 2025年限制性股票激励计划(草案)的法律意见
Zheng Quan Zhi Xing· 2025-08-29 17:46
Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. is implementing a restricted stock incentive plan for 2025 to attract and retain talent, aligning the interests of shareholders, the company, and employees for long-term development [7][28]. Group 1: Company Overview - Dongguan Yutong Optical Technology Co., Ltd. was established as a joint-stock company in December 2015 and is listed on the Shenzhen Stock Exchange with the stock code "300790" [6]. - The company specializes in the research, production, processing, and sales of optical lenses, instruments, and components [6]. Group 2: Incentive Plan Details - The incentive plan aims to establish a long-term incentive mechanism, motivating employees and ensuring their contributions align with company goals [7][28]. - The plan includes a total of 15 chapters covering objectives, management, stock sources, grant conditions, and dispute resolution mechanisms [7][28]. Group 3: Eligibility and Scope - The incentive plan targets up to 364 individuals, including directors, senior management, core technical and business personnel, excluding independent directors and major shareholders [9][10]. - The plan specifies that the incentive objects must not have been deemed inappropriate by regulatory bodies in the past 12 months [10][19]. Group 4: Stock Details - The plan involves granting a total of 3,869,000 restricted stocks, representing 1.034% of the company's total share capital, with no individual receiving more than 1% [11][13]. - The grant price for the restricted stocks is set at 13.66 yuan per share, which is compliant with regulatory pricing requirements [17][18]. Group 5: Performance Conditions - The performance assessment for stock vesting is based on revenue growth targets, with specific annual growth rates set for 2025, 2026, and 2027 [20][21]. - The company must meet certain financial conditions to grant stocks, including no negative audit opinions in the previous fiscal year [18][19]. Group 6: Legal Compliance and Procedures - The company has followed necessary legal procedures for the implementation of the incentive plan, including board approvals and compliance with relevant regulations [24][25]. - The plan requires further shareholder approval to be fully implemented, ensuring transparency and adherence to governance standards [28].
宇瞳光学: 关于召开2025年第二次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-29 17:35
Meeting Overview - The company will hold its second extraordinary general meeting of shareholders for 2025 on September 15, 2025, at 14:30 [1] - Shareholders can participate through on-site voting or online voting via the Shenzhen Stock Exchange trading system [2] Voting Procedures - Shareholders must choose one voting method: on-site, trading system, or internet voting, with the first vote counted in case of duplicates [2] - All shareholders registered by the cut-off date of September 8, 2025, are eligible to attend and vote [2] Agenda Items - The meeting will discuss various proposals, including the 2025 semi-annual profit distribution plan and amendments to corporate governance rules [9] - Proposals related to the 2025 restricted stock incentive plan and employee stock ownership plan will also be presented for approval [3][9] Registration and Attendance - Registration for attending the meeting must be completed by September 12, 2025, with specific documentation required for both corporate and individual shareholders [4] - The meeting will last half a day, and attendees are responsible for their own travel and accommodation costs [4] Online Voting Instructions - Detailed instructions for participating in online voting are provided, including the need for identity verification through the trading system [6]
宇瞳光学: 关于举办2025年半年度网上业绩说明会的公告
Zheng Quan Zhi Xing· 2025-08-29 17:35
Group 1 - The company will hold an online performance briefing on September 10, 2025, from 15:30 to 16:30 [1][2] - The meeting will be conducted in an interactive online format via the website www.ir-online.cn [1][2] - Investors can submit questions before the meeting through a designated link or by scanning a QR code [1][2] Group 2 - Key participants in the meeting will include the Chairman, General Manager, Deputy General Manager, Financial Officer, Independent Director, and Sponsor Representative [2] - Investors can join the meeting through the provided link or by using WeChat to scan a QR code [2] - After the meeting, the main content and proceedings will be available for viewing on the value online platform or the Yidong app [2]