Keda Group(SH:600499) Zheng Quan Zhi Xing·2025-07-04 16:22Core Points - The company has established a 2025 Employee Stock Ownership Plan (ESOP) aimed at aligning the interests of shareholders, the company, and employees, while enhancing corporate governance and incentivizing talent retention [1][2][3] - The ESOP will involve a total of 59,999,862 shares, representing approximately 3.13% of the company's total share capital, sourced from shares repurchased by the company [3][4] - The maximum funding to be raised through the ESOP is capped at 237 million yuan, with a subscription price initially set at 4.14 yuan per share, later adjusted to 3.95 yuan due to corporate actions [4][5] Implementation Principles - The ESOP will adhere to principles of legal compliance, voluntary participation, and risk-bearing by participants [2][3] - Participants will include company directors (excluding independent directors), supervisors, senior management, middle management, and key business personnel [3] Funding and Pricing - The funding for the ESOP will come from employees' legal salaries, self-raised funds, and other legally permitted sources [4] - The subscription price for shares will be adjusted based on corporate actions such as stock dividends or capital increases [5] Duration and Lock-up Period - The ESOP will have a duration of 48 months, starting from the date of the first stock transfer to the ESOP [7] - The lock-up periods for shares will be structured into three phases, with the first unlocking after 12 months, the second after 24 months, and the third after 36 months [7][8] Performance Assessment - The performance assessment for the ESOP will be based on the company's revenue and net profit growth from 2025 to 2027, using 2024 figures as a baseline [10][11] - Specific performance targets will determine the unlocking of shares, with provisions for cumulative assessments across multiple periods [10] Management Structure - The ESOP will be managed by a committee elected by the participants, which will oversee daily operations and represent the interests of the participants [11][12] - The management committee will have the authority to make decisions regarding the ESOP's operations, including asset management and compliance with legal requirements [17][18] Rights and Obligations - Participants will have rights to dividends and other benefits from the shares held in the ESOP, but they cannot transfer or pledge their shares during the lock-up period [19][20] - The company retains the right to revoke participation in the ESOP under certain conditions, such as violations of company policies or performance standards [19][20]