九州通: 九州通员工持股计划管理办法（修订稿）

Core Viewpoint - The article outlines the management measures for the employee stock ownership plan (ESOP) of Jiuzhoutong Pharmaceutical Group Co., Ltd. for the period 2023-2026, emphasizing compliance, voluntary participation, and risk-bearing principles. Group 1: General Principles - The ESOP will be implemented in strict accordance with relevant laws and regulations, ensuring accurate and timely information disclosure [1][2] - Participation in the ESOP is voluntary, with no forced allocation or distribution to employees [2] Group 2: Plan Implementation Procedures - The company will solicit employee opinions through representative meetings before implementing the ESOP [3] - The board of directors must approve the ESOP draft and ensure that related directors abstain from voting [3][4] - A legal opinion will be obtained before the shareholders' meeting to review the ESOP [4] - The shareholders' meeting will vote on the ESOP using a combination of on-site and online voting methods [4] Group 3: Funding and Stock Sources - The total amount of funds to be raised for the ESOP is approximately 461.69 million yuan, with each share priced at 1 yuan [5] - The ESOP will acquire stocks from the company's repurchase account and through market purchases [5] - The total scale of the ESOP is planned to be around 48.60 million shares, accounting for approximately 2.59% of the company's total share capital [5] Group 4: Lock-up Period and Performance Assessment - The lock-up period for the ESOP shares is set at 12 months from the distribution date of each batch [6][7] - Performance assessments will determine the returns for participants based on individual performance ratings [7] Group 5: Management Structure - The ESOP will be managed by a management committee elected by the participants, which will oversee daily operations and asset management [8][9] - The management committee is responsible for making decisions regarding the sale and distribution of the ESOP's assets [9] Group 6: Rights and Obligations of Participants - Participants have the right to request cash distributions or stock transfers after the lock-up period [14] - Participants are obligated to comply with the management committee's decisions regarding the ESOP [14][15]