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大连重工: 2025年限制性股票激励计划自查表

Core Viewpoint - Dalian Huari Heavy Industry Group Co., Ltd. is undergoing a compliance review for its stock incentive plan, ensuring adherence to regulations and internal controls [1][5]. Compliance Requirements - The financial report for the most recent accounting year did not receive a negative or disclaimer opinion from auditors [1]. - There have been no violations of profit distribution laws or company articles in the last 36 months [1]. - The company has not provided loans or financial assistance to incentive targets [1]. Incentive Object Compliance - The incentive plan does not include shareholders or actual controllers holding more than 5% of shares [1]. - No inappropriate candidates have been identified by the securities exchange or the China Securities Regulatory Commission in the last 12 months [1]. - There are no major legal violations that would disqualify candidates from being incentive objects [1]. Incentive Plan Compliance - The total stock granted to any single incentive object does not exceed 1% of the company's total equity [1]. - The reserved rights for incentive objects do not exceed 20% of the total rights to be granted in this incentive plan [1]. - Performance assessment indicators are established as conditions for exercising rights [1]. Disclosure Requirements - The incentive plan must detail the purpose, criteria for selecting incentive objects, and the number of rights to be granted [2][3]. - The plan must specify the types of stocks involved, their sources, and the proportion of total equity [3]. - The plan must include conditions for granting and exercising rights, including vesting periods and pricing methods [4]. Performance Assessment Indicators - The performance indicators must be objective, clear, and conducive to enhancing the company's competitiveness [5]. - At least three comparable companies should be selected for benchmarking the performance indicators [5]. Legal and Procedural Compliance - The company must ensure that the incentive plan complies with the "Equity Incentive Management Measures" [5]. - Independent financial advisors must provide complete and compliant reports regarding the incentive plan [5]. - The board and shareholders must avoid conflicts of interest during the approval process of the incentive plan [5].