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科瑞技术: 北京德恒(深圳)律师事务所关于深圳科瑞技术股份有限公司2025年股票期权与限制性股票激励计划(草案)的法律意见

Core Viewpoint - The legal opinion from Beijing Deheng (Shenzhen) Law Firm confirms the legality and compliance of Shenzhen Keri Technology Co., Ltd.'s 2025 stock option and restricted stock incentive plan, aimed at attracting and retaining talent while aligning the interests of shareholders, the company, and employees [1][2][3]. Group 1: Company Overview - Shenzhen Keri Technology Co., Ltd. is a legally established and operating listed company with a total share capital of 419.982466 million shares [4]. - The company was founded on May 23, 2001, and is engaged in the design, development, production, and sales of electromechanical automation equipment [4]. - The company’s stock has been publicly traded on the Shenzhen Stock Exchange since July 26, 2019, under the stock code "002957" [4]. Group 2: Incentive Plan Objectives - The purpose of the incentive plan is to improve long-term incentive and restraint mechanisms, attract and retain outstanding talent, and effectively combine the interests of shareholders, the company, and employees to promote sustainable and healthy development [7]. - The plan aims to enhance employee motivation and creativity through stock options and restricted stocks [7]. Group 3: Eligibility and Compliance - The company meets the eligibility criteria for implementing the incentive plan as it is a legally established and effectively operating listed company without any circumstances requiring termination [5][6]. - The incentive plan has been approved by the company's board of directors and complies with relevant laws and regulations, including the Company Law and Securities Law [5][6]. Group 4: Incentive Plan Details - The incentive plan includes stock options and restricted stocks, with a total of 104 core employees identified as eligible participants [8][9]. - The stock options will be granted at a price of 12.63 yuan per share, while the restricted stocks will be granted at a price of 8.42 yuan per share [19][22]. - The plan specifies a maximum validity period of 36 months for both stock options and restricted stocks [12][16]. Group 5: Performance and Vesting Conditions - The performance assessment for the stock options is based on achieving specific revenue and profit targets for the years 2025 and 2026 [26][30]. - The company must meet at least one of the specified performance criteria to allow the exercise of stock options and the lifting of restrictions on restricted stocks [29][30]. - Individual performance evaluations will also influence the vesting of stock options and restricted stocks, categorized into five performance levels [30][31].