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罗曼股份: 东方华银:关于罗曼股份股权激励限制性股票回购注销实施之法律意见书

Core Viewpoint - The legal opinion letter confirms that Shanghai Roman Technology Co., Ltd. has completed the necessary decision-making and information disclosure procedures for the repurchase and cancellation of restricted stock under its equity incentive plan, in compliance with relevant laws and regulations [2][3][5]. Group 1: Decision and Information Disclosure - The company held three meetings to approve the proposal regarding the repurchase and cancellation of certain restricted stocks from the 2023 equity incentive plan [2]. - The public notice period has been completed for 45 days, during which no creditors raised any claims or objections regarding the repurchase and cancellation [3]. Group 2: Repurchase Cancellation Details - The repurchase and cancellation are based on the provisions of the 2023 equity incentive plan, which stipulates conditions under which restricted stocks cannot be released from restrictions [4]. - A total of 612,000 shares of restricted stock will be repurchased from 25 individuals due to their departure from the company and unmet performance targets [5]. - After the repurchase, the remaining restricted stocks will be 528,000 shares from the initial grant and 142,000 shares from the reserved grant [5]. Group 3: Repurchase Arrangement - The company has opened a dedicated securities account for the repurchase at the China Securities Depository and Clearing Corporation Limited, Shanghai Branch, and has applied for the transfer of the repurchased shares [5]. - The cancellation of the shares is expected to be completed by June 27, 2025, with subsequent legal registration procedures to be followed [5]. Group 4: Conclusion - The legal opinion concludes that the company has fulfilled the necessary decision-making and disclosure procedures, and the reasons, subjects, and quantities for the repurchase are in accordance with the relevant regulations [6].