德明利: 广东信达律师事务所关于深圳市德明利技术股份有限公司2024年限制性股票激励计划调整预留授予价格及授予数量的法律意见书

Core Viewpoint - The legal opinion letter from Guangdong Xinda Law Firm confirms that Shenzhen Demingli Technology Co., Ltd. has obtained the necessary approvals and authorizations for the adjustment of the reserved grant price and quantity in its 2024 restricted stock incentive plan, in compliance with relevant laws and regulations [1][10][11]. Group 1: Approval and Authorization of Adjustments - On July 23, 2024, the company's board approved the proposals related to the 2024 restricted stock incentive plan [6]. - The independent director publicly solicited proxy votes from shareholders for the relevant proposals during the second extraordinary general meeting of shareholders [6]. - The company announced the names and positions of the incentive plan participants on its internal network from July 24 to August 2, 2024, with no objections raised during the public notice period [7]. Group 2: Specifics of the Adjustment - Following the annual equity distribution announcement on July 2, 2025, the company will adjust the number of reserved restricted stocks from 294,000 shares to 411,600 shares and the grant price from 45.03 yuan/share to 31.95 yuan/share [10][12][13]. - The adjustment method for the number of shares is based on the ratio of capital reserve stock increases and cash dividends, calculated as Q = Q0 × (1 + n) [11]. - The adjustment method for the grant price is calculated as P = P0 ÷ (1 + n), ensuring that the adjusted price remains above 1 yuan [12][13]. Group 3: Conclusion and Compliance - The legal opinion concludes that the adjustments have met the necessary approvals and comply with the relevant regulations and the company's articles of association [10][13]. - The company is required to continue fulfilling its information disclosure obligations regarding this incentive plan [13].