南都电源: 上海锦天城(杭州)律师事务所关于公司注销2022年股票期权激励计划部分股票期权相关事项的法律意见书

Core Viewpoint - The legal opinion letter from Shanghai Jintiancheng (Hangzhou) Law Firm confirms that Zhejiang Nandu Power Source Co., Ltd.'s cancellation of certain stock options under the 2022 Stock Option Incentive Plan has been properly authorized and complies with relevant laws and regulations [1][8]. Group 1: Authorization and Approval of Cancellation - The company has obtained necessary approvals for the cancellation of stock options, including resolutions from the board of directors and the third extraordinary general meeting of shareholders [4][8]. - The independent directors provided opinions affirming that the incentive plan is beneficial for the company's sustainable development and does not harm the interests of the company and all shareholders [4][5]. Group 2: Details of the Cancellation - A total of 1,082,996 stock options were canceled due to 24 individuals leaving the company and 4 individuals not meeting performance criteria [5][6]. - The total number of stock options that were not exercised by the end of the first exercise period was 7,249,140, with 12,882,602 options canceled due to similar reasons in the second exercise period [6][7]. - The company has also canceled 14,088,276 stock options from the third exercise period due to unmet performance targets [7][8]. Group 3: Compliance with Regulations - The cancellation process adheres to the provisions of the Company Law, Securities Law, and relevant incentive plan regulations, ensuring that it does not materially affect the company's financial status or operational results [8].