金新农: 上市公司股权激励计划自查表

Core Viewpoint - The article discusses the compliance requirements and conditions for implementing stock incentive plans by listed companies, emphasizing the need for adherence to regulations and the importance of transparency in the process [2][3][4]. Compliance Requirements for Listed Companies - The financial reports of the company for the last accounting year must not have received a negative or disclaimer opinion from auditors [2]. - There should be no instances of profit distribution that violate laws, regulations, or company commitments in the last 36 months [2]. - The total number of shares involved in all valid stock incentive plans must not exceed 10% of the company's total share capital [3][4]. Compliance Requirements for Incentive Objects - Incentive objects must not include shareholders or actual controllers holding more than 5% of the company's shares [2]. - There should be no recent administrative penalties or disqualifications from the China Securities Regulatory Commission (CSRC) for the last 12 months [2]. - The plan must ensure that the rights and obligations of the company and the incentive objects are clearly defined [6][13]. Stock Incentive Plan Requirements - The plan must specify the purpose, criteria for selecting incentive objects, and the number of rights to be granted [3][4]. - The plan should include performance assessment indicators as conditions for exercising rights [4][7]. - The plan must disclose the pricing methods for stock options and restricted stocks, ensuring they are reasonable and do not harm the company's interests [4][6]. Performance Assessment and Transparency - Performance indicators must be objective, clear, and beneficial for enhancing the company's competitiveness [6][7]. - The company must ensure that the stock incentive plan does not significantly harm the interests of the company and all shareholders [13]. - Independent financial advisors should be engaged to assess the feasibility and impact of the stock incentive plan [11][13].