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煌上煌: 深圳市他山企业管理咨询有限公司关于江西煌上煌集团食品股份有限公司2023年股票期权激励计划注销部分股票期权事项的独立财务顾问报告

Core Viewpoint - The report discusses the cancellation of certain stock options under the 2023 stock option incentive plan of Jiangxi Huangshanghuang Group Food Co., Ltd, due to the departure of 20 incentive recipients who no longer qualify for the program [1][4]. Group 1: Stock Option Incentive Plan - The 2023 stock option incentive plan has undergone necessary procedures and has been approved by the shareholders' meeting, allowing the board to determine the grant date and manage all related matters [2][3]. - The plan's first assessment period is set for the fiscal years 2023-2025, with performance targets based on revenue growth and new store openings compared to 2022 [5][6]. - The performance targets for the first assessment period require a 5% revenue increase and the opening of 2,000 new stores in 2023 [5]. Group 2: Cancellation of Stock Options - A total of 891,320 stock options will be canceled due to the departure of the 20 incentive recipients who have not exercised their options [4]. - The second assessment period's performance targets were not met, leading to the cancellation of an additional 3,177,000 stock options associated with this period [6]. - In total, 4,068,320 stock options are set to be canceled, which falls within the board's authorized decision-making scope and does not require further shareholder approval [6]. Group 3: Independent Financial Advisor's Opinion - The independent financial advisor concludes that the cancellation of stock options has followed necessary review procedures and disclosure obligations, aligning with relevant regulations and not harming the interests of the company or its shareholders [6].