Gan & Lee(SH:603087) Zheng Quan Zhi Xing·2025-05-30 10:48Core Viewpoint - The legal opinion letter addresses the conditions for the lifting of restrictions on the stock incentive plans of Ganli Pharmaceutical Co., Ltd. for 2022 and 2024, confirming that the necessary approvals and authorizations have been obtained for the lifting of restrictions, stock repurchase, and price adjustments [1][26]. Summary by Sections Legal Framework - The legal opinion is based on the Company Law, Securities Law, and relevant regulations from the China Securities Regulatory Commission [3][4]. - The law firm conducted thorough verification of documents and facts related to the stock incentive plans [2][3]. 2022 Stock Incentive Plan - The second lifting of restrictions for the 2022 plan allows for 30% of the total granted restricted stocks to be released after 24 months from the registration date [12][17]. - The registration date for the 2022 plan was December 20, 2022, and the second lifting period ended on December 23, 2024 [13][17]. - A total of 125 individuals are eligible for the lifting of restrictions, with 1,121,760 shares (0.19% of total shares) available for release [17][26]. 2024 Stock Incentive Plan - The first lifting of restrictions for the 2024 plan allows for 30% of the total granted restricted stocks to be released after 12 months from the registration date [17][22]. - The registration date for the 2024 plan is May 24, 2024, with the first lifting period ending on May 26, 2025 [17][22]. - A total of 86 individuals are eligible for the lifting of restrictions, with 2,103,000 shares (0.35% of total shares) available for release [22][26]. Stock Repurchase and Price Adjustment - The company plans to repurchase and cancel restricted stocks for 14 individuals due to their departure or performance results [23][24]. - The repurchase price for the 2022 plan is adjusted to 15.65 CNY per share, and for the 2024 plan, it is adjusted to 18.09 CNY per share [23][25]. - The adjustments comply with the relevant regulations and do not require further shareholder approval [25][26]. Conclusion - The legal opinion confirms that all actions regarding the lifting of restrictions, stock repurchase, and price adjustments are in compliance with applicable laws and regulations [26].