粤海饲料: 2025年员工持股计划管理办法（修订稿）

Core Points - The article outlines the revised management measures for the 2025 Employee Stock Ownership Plan (ESOP) of Guangdong Yuehai Feed Group Co., Ltd, aiming to establish a long-term incentive mechanism to attract and retain talent while aligning the interests of management and core employees with the company's value creation [1][2] Group 1: Basic Principles and Objectives - The ESOP adheres to principles of legal compliance, voluntary participation, and risk-bearing by participants [2][3] - The primary objective is to enhance the company's long-term incentive mechanism, stimulate management and core employees' creativity, and promote sustainable development [2][3] Group 2: Participants and Funding Sources - Eligible participants include directors, supervisors, senior management, and core personnel, with a maximum of 350 participants [3][4] - Funding sources for the ESOP include a special incentive fund, employees' legal salaries, and personal funds, with a 1:1 ratio between employee contributions and the company's incentive fund, capped at 41.71 million yuan [4][6] Group 3: Stock Acquisition and Pricing - The stock for the ESOP will be sourced from shares repurchased by the company, with a total of up to 10,600,068 shares available, representing 1.5143% of the total share capital [6][8] - The purchase price for the shares will be based on the average trading price over the 20 trading days prior to the announcement of the ESOP, set at 7.87 yuan per share [8][9] Group 4: Lock-up Period and Management - The ESOP has a duration of 36 months, with a lock-up period of 12 months followed by two phases of unlocking [9][10] - The management of the ESOP will be conducted by a management committee, which will oversee the plan and represent the interests of the participants [11][12] Group 5: Rights and Obligations of Participants - Participants have voting rights and obligations to comply with the plan's regulations, with restrictions on transferring their shares [17][18] - The management committee is responsible for the administration of the ESOP, including the distribution of shares and handling of any arising assets [15][16] Group 6: Taxation and Fees - Participants are required to fulfill their tax obligations according to national tax laws, and the plan will incur transaction fees and taxes as stipulated [21][22] Group 7: Amendments and Termination - The ESOP can be amended or terminated based on the approval of the participants and the board of directors, particularly in cases of changes in control or significant corporate events [31][32]