Core Viewpoint - The legal opinion letter confirms that the adjustments and conditions for the first exercise period of the stock option incentive plan for Guangzhou Shanshui Bide Design Co., Ltd. have been approved and comply with relevant regulations [3][16]. Summary by Sections Approval and Authorization of Adjustments and Exercise - On August 5, 2024, the company's Compensation and Assessment Committee approved the draft of the 2024 stock option incentive plan and submitted it for further review [3]. - The independent directors also approved the plan on the same day, which was then submitted to the board for final approval [3][4]. - The board meeting on August 21, 2024, passed the resolutions regarding the stock option incentive plan and authorized the board to handle related matters [5][6]. Specifics of the Adjustments - The company announced a capital reserve transfer to shareholders, with a base of 64,640,000 shares, resulting in a stock option adjustment [7][9]. - The adjusted number of stock options granted is 5.42976 million, with an adjusted exercise price of 21.20 yuan per share [9]. Conditions for the First Exercise Period - The first exercise period for the stock options is set from August 28, 2024, to August 28, 2026, with a total exercisable ratio of 50% [10]. - The conditions for exercising the options include the absence of negative audit opinions and compliance with legal regulations [10][11]. Performance Assessment - The performance assessment for the stock options spans the years 2024 and 2025, with specific revenue targets based on the previous year's performance [12]. - If the performance criteria are not met, the options will be canceled [13]. Disclosure Obligations - The company is required to disclose the resolutions and related documents within two trading days following the board meetings [14][15]. - Continuous compliance with information disclosure obligations is mandated as the incentive plan progresses [16].
山水比德: 北京大成（广州）律师事务所关于广州山水比德设计股份有限公司2024年股票期权激励计划调整及第一个行权期行权条件成就相关事项的法律意见书