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赛福天: 关于江苏赛福天集团股份有限公司2025年限制性股票激励计划的法律意见书

Core Viewpoint - The legal opinion letter from Beijing Zhonglun (Shanghai) Law Firm confirms that Jiangsu Saifutian Group Co., Ltd. is eligible to implement its 2025 Restricted Stock Incentive Plan, which aims to attract and retain talent while aligning the interests of shareholders, the company, and core team members [3][22]. Summary by Sections 1. Legal Basis and Review Process - The law firm conducted a thorough review of the draft incentive plan, management assessment methods, and relevant board meeting documents to ensure compliance with applicable laws and regulations [3][4]. - The firm confirmed that the provided documents were authentic, complete, and valid, with no significant omissions or misrepresentations [4][5]. 2. Conditions for Implementing the Incentive Plan - The company is a legally established joint-stock company listed on the Shanghai Stock Exchange and does not face any circumstances that would require termination or dissolution under applicable laws [7][8]. - The company meets the conditions for implementing the stock incentive plan as outlined in the relevant regulations [9]. 3. Content of the Incentive Plan - The incentive plan is designed to enhance the long-term incentive mechanism, attract and retain talent, and align the interests of employees with those of shareholders [10][12]. - The plan includes 86 incentive targets, representing 7.42% of the total workforce, excluding directors, independent directors, supervisors, senior management, and major shareholders [12][13]. 4. Allocation and Conditions of Restricted Stock - The plan proposes to grant up to 3 million shares of restricted stock, accounting for 10% of the company's total share capital at the time of the announcement [13][14]. - The allocation of restricted stock among the incentive targets is structured to ensure compliance with regulatory requirements [14][16]. 5. Approval and Disclosure Procedures - The plan has undergone necessary internal decision-making processes and is awaiting approval from the shareholders' meeting [18][21]. - The company is committed to fulfilling its information disclosure obligations in accordance with relevant laws and regulations [20]. 6. Financial Support for Incentive Targets - The company will not provide any financial assistance, such as loans or guarantees, to the incentive targets for acquiring restricted stock [20][22]. 7. Impact on Company and Shareholders - The incentive plan is deemed to enhance employee motivation and productivity, contributing positively to the company's long-term development without harming the interests of shareholders [21][22].