Core Viewpoint - The legal opinion letter from Liaoning Huaxia Law Firm confirms the compliance of Dalian Huari Heavy Industry Group Co., Ltd.'s 2025 Restricted Stock Incentive Plan (Draft) with relevant laws and regulations, indicating the company's readiness to implement the plan [1][2][27]. Group 1: Company Background - Dalian Huari Heavy Industry Group Co., Ltd. was established as a joint-stock company and is legally registered with a registered capital of RMB 1.9337 billion [5][6]. - The company has undergone several transformations and mergers, with its current name adopted in 2011 after a significant asset restructuring [5][6]. Group 2: Incentive Plan Overview - The 2025 Restricted Stock Incentive Plan (Draft) consists of 16 chapters detailing the purpose, management, conditions for granting restricted stocks, and the rights and obligations of both the company and the incentive recipients [8][27]. - The plan aims to grant up to 19.3136 million shares of A-shares, accounting for approximately 1% of the company's total share capital [12][27]. Group 3: Eligibility and Conditions - The incentive recipients are limited to directors, senior management, and other key personnel within the company, totaling no more than 201 individuals [30][27]. - The plan specifies that the granting of restricted stocks is contingent upon the company meeting certain performance criteria, including a minimum return on equity (ROE) of 6.5% for 2024 [21][26]. Group 4: Stock Grant Details - The grant price for the restricted stocks is set at RMB 2.97 per share, which is above the par value and adheres to regulatory requirements [14][27]. - The plan includes provisions for adjusting the number and price of shares granted in response to corporate actions such as stock splits or dividends [15][27]. Group 5: Legal Compliance and Procedures - The company has fulfilled necessary legal procedures for the implementation of the incentive plan, including obtaining approval from the board's remuneration and assessment committee [28][27]. - The plan is subject to further approval from the Dalian State-owned Assets Supervision and Administration Commission and the shareholders' meeting [28][27].
大连重工: 辽宁华夏律师事务所关于大连华锐重工集团股份有限公司2025年限制性股票激励计划(草案)之法律意见书