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歌尔股份: 北京市天元律师事务所关于歌尔股份有限公司2022年股票期权激励计划首次授予部分第二个行权期未达行权条件及注销相关股票期权的法律意见
002241GoerTek(002241) 证券之星· Zheng Quan Zhi Xing·2025-03-26 14:28

Core Viewpoint - The legal opinion from Beijing Tianyuan Law Firm addresses the cancellation of stock options for GoerTek Inc. due to the failure to meet the exercise conditions for the second exercise period of the 2022 stock option incentive plan [1][11]. Group 1: Legal Framework and Compliance - The legal opinion is based on various laws and regulations, including the Company Law, Securities Law, and relevant guidelines from the China Securities Regulatory Commission [1][12]. - The law firm confirms that the procedures followed for the cancellation of stock options are legal and compliant, ensuring no harm to the company or its shareholders [12][14]. Group 2: Stock Option Plan Adjustments - The company adjusted the number of incentive objects from 4,800 to 3,765 and the total stock options from 59.2794 million to 23.99451 million due to the disqualification of certain individuals [3][6]. - The company’s 2023 audited revenue was approximately 98.57 billion yuan, a 26.02% increase from 2021, but did not meet the exercise conditions for the first exercise period [3][11]. Group 3: Cancellation of Stock Options - A total of 23.99451 million stock options will be canceled as they do not meet the exercise conditions for the second exercise period [11][12]. - After the cancellation, the total number of stock options granted under the 2022 incentive plan that remain unexercised will be zero, marking the completion of the plan [11][13]. Group 4: Board and Supervisory Opinions - The board and supervisory committee have reviewed and approved the adjustments to the stock option plan, confirming that the adjustments do not harm the interests of the company or its shareholders [9][12]. - Independent directors have expressed that the stock option plan is beneficial for the company's sustainable development and does not violate any laws or regulations [7][9].