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口子窖: 上海君澜律师事务所关于安徽口子酒业股份有限公司2023年限制性股票激励计划回购注销实施相关事项之法律意见书

Core Viewpoint - The legal opinion letter from Shanghai Junlan Law Firm confirms that Anhui Kouzi Liquor Co., Ltd. has complied with relevant laws and regulations regarding the repurchase and cancellation of restricted stocks under its 2023 incentive plan, indicating that the process is legally sound and will not adversely affect the company's operations or shareholder interests [1][10]. Summary by Sections Approval and Authorization of Repurchase - The company has obtained necessary approvals and authorizations for the repurchase and cancellation of restricted stocks as per the relevant legal frameworks, including the Company Law and the Management Measures for Incentive Plans [5][9]. Details of the Repurchase - The repurchase is based on the failure to meet performance targets set for the second release period of the incentive plan, leading to the cancellation of 1,880,528 shares of restricted stock [6][9]. - The repurchase price is set at 35.16 yuan per share plus interest from the People's Bank of China, with funding sourced from the company's own funds [7][9]. Impact of the Repurchase - The repurchase and cancellation of shares will not harm the interests of the company or its shareholders and will not significantly impact the company's daily operations or future development [8][9]. Arrangements for the Repurchase - The company has established a dedicated securities account for the repurchase and plans to complete the cancellation by July 23, 2025, followed by necessary changes in business registration [8][9]. Share Capital Structure Post-Repurchase - After the completion of the repurchase, the company's share capital structure will change, resulting in zero restricted shares and a total of 598,119,472 unrestricted shares [8][9]. Information Disclosure - The company has fulfilled its information disclosure obligations as required by law and will continue to do so as the repurchase progresses [9][10].