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锦江酒店: 锦江酒店:上海荣正企业咨询服务(集团)股份有限公司关于上海锦江国际酒店股份有限公司2024年限制性股票激励计划预留授予相关事项之独立财务顾问报告

Core Viewpoint - The report discusses the 2024 Restricted Stock Incentive Plan of Shanghai Jin Jiang International Hotel Co., Ltd., detailing the conditions for granting restricted stocks to eligible employees and the necessary approvals obtained for the plan [6][17]. Summary by Sections Definitions - The report defines key terms related to the incentive plan, including "restricted stock," "incentive objects," and "grant date," which are essential for understanding the plan's structure and conditions [2][3]. Approval and Authorization - The plan has been approved by the company's board and relevant authorities, including the Shanghai State-owned Assets Supervision and Administration Commission, ensuring compliance with legal and regulatory requirements [9][17]. Granting Conditions - The report outlines the conditions under which the restricted stocks can be granted, including performance metrics such as a minimum return on equity of 4.6% and a net profit growth rate of at least 20% for the year 2023 [10][16]. Granting Details - A total of 603.424 million shares of restricted stock are to be granted, with 91.38 million shares being the actual amount proposed for the current granting phase due to unmet performance targets in the first release period [9][10]. Vesting Schedule - The vesting schedule for the restricted stocks includes three phases, with the first phase allowing for 40% of the stocks to be released after 24 months, and subsequent phases releasing additional portions after 36 and 48 months [12][14]. Financial Impact - The report emphasizes the need for the company to account for the financial implications of the stock incentive plan, including potential dilution effects on existing shareholders [16]. Conclusion - The independent financial advisor concludes that the incentive plan has met all necessary conditions and approvals, aligning with the company's strategic goals and regulatory frameworks [17].