Cheng Yi Pharma(SH:603811) Zheng Quan Zhi Xing·2025-07-13 08:12Core Points - The article outlines the management measures for the 2025 Employee Stock Ownership Plan (ESOP) of Zhejiang Chengyi Pharmaceutical Co., Ltd. [1] - The ESOP aims to enhance employee motivation and align their interests with those of shareholders through stock ownership [9][10] Group 1: Basic Principles of the ESOP - The ESOP will be implemented in compliance with relevant laws and regulations, ensuring accurate and timely information disclosure [2] - Participation in the ESOP is voluntary, with no forced allocation to employees [2] - Participants bear their own risks and profits, ensuring equal rights with other investors [2] Group 2: Procedures for Implementing the ESOP - The Board of Directors is responsible for drafting the ESOP proposal [3] - Employee opinions will be solicited through representative meetings before the ESOP is implemented [3] - The proposal must be approved by a majority of non-related directors, and related directors must abstain from voting [3][4] Group 3: Funding and Stock Sources - The total funding for the ESOP will not exceed 48.286356 million yuan, with each share priced at 1.00 yuan [6] - The stock for the ESOP will be sourced from shares repurchased by the company [7] - The company plans to repurchase shares using between 50 million and 100 million yuan for the ESOP [7] Group 4: Stock Purchase Price and Determination - The purchase price for the stock will be set at 5.02 yuan per share, not lower than 50% of the average trading price over the previous trading days [8][9] - The pricing aims to promote long-term development and align employee interests with shareholder interests [9] Group 5: Lock-up Period and Performance Assessment - The lock-up period for the ESOP will last for 12 months, with shares released in three phases based on performance assessments [10][11] - Performance targets for the assessment years 2025-2027 include specific revenue growth percentages [13][14] Group 6: Management of the ESOP - The ESOP will be managed by a management committee elected by the participants [19] - The committee will oversee daily management and ensure the protection of participants' rights [19] - The management committee is responsible for handling the assets of the ESOP and making decisions regarding stock sales and distributions [23] Group 7: Rights and Obligations of Participants - Participants have the right to the economic benefits of the shares but waive certain shareholder rights [27] - Participants must comply with the management committee's decisions regarding their shares and any related obligations [27][28] Group 8: Liquidation and Distribution of the ESOP - Upon termination of the ESOP, the management committee will complete liquidation within 30 working days and distribute assets according to participants' shares [29] - The distribution will occur after deducting relevant taxes and fees [29]