阳光电源: 中国国际金融股份有限公司关于《阳光电源股份有限公司2023年限制性股票激励计划》预留授予部分第一个归属期归属条件成就及相关事项之独立财务顾问报告

Core Viewpoint - The independent financial advisor report indicates that the conditions for the first vesting period of the reserved grant under the 2023 restricted stock incentive plan of Sungrow Power Supply Co., Ltd. have been met, and necessary approvals and authorizations have been obtained [7][15]. Summary by Sections Independent Financial Advisor Report - The report is based on the provisions of relevant laws and regulations, and it provides independent opinions for the shareholders of Sungrow Power Supply [2][3]. - The advisor confirms that all documents and materials provided by the company are true, accurate, and complete [2]. Approval Procedures for the Incentive Plan - On December 6, 2023, the company’s board of directors approved the draft of the 2023 restricted stock incentive plan and related matters [4]. - The company held a temporary shareholders' meeting on December 22, 2023, where the incentive plan was approved [5]. Adjustments to the Incentive Plan - The grant price was adjusted from 43.22 RMB/share to 30.18 RMB/share, and the number of shares granted was increased from 11.5 million to 16.1 million [7]. - Following the 2024 annual profit distribution, the grant price was further adjusted to 29.10 RMB/share [7]. Vesting Conditions and Performance Targets - The first vesting period for the reserved grant is from September 30, 2024, to September 30, 2025 [10]. - The performance targets for the incentive plan include a revenue increase of at least 80% in 2024 compared to 2022, or a net profit increase of at least 120% [13]. Changes in Eligible Participants - During the first vesting period, 22 participants left the company, and 8 participants waived their stock rights, reducing the number of eligible participants from 518 to 488 [8]. - For the reserved grant, 3 participants left, resulting in a reduction from 73 to 70 eligible participants [8]. Conclusion of the Independent Financial Advisor - The advisor concludes that the conditions for the first vesting period of the reserved grant have been met and that the plan complies with relevant regulations [15].