Core Viewpoint - The legal opinion from Anhui Tianhe Law Firm confirms that the first vesting conditions for the reserved grant of the 2023 restricted stock incentive plan of Sungrow Power Supply Co., Ltd. have been achieved and related matters have received necessary approvals and authorizations [2][14]. Group 1: Legal Compliance and Approval - The legal opinion is based on compliance with the Company Law, Securities Law, and relevant regulations from the China Securities Regulatory Commission [2][3]. - The independent directors provided opinions on the incentive plan's benefits for the company's sustainable development and confirmed no harm to the interests of the company and all shareholders [4][6]. - The board of directors has been authorized to determine the grant date and handle all necessary matters related to the restricted stock incentive plan [5][6]. Group 2: Adjustment of Grant Price and Quantity - The grant price for the restricted stock was adjusted from 43.22 yuan/share to 30.18 yuan/share, and the number of shares increased from 11.5 million to 16.1 million due to profit distribution and capital reserve conversion [6][8]. - Following further profit distribution in 2025, the grant price was adjusted again to 29.10 yuan/share [7][8]. Group 3: Vesting Conditions Achievement - The first vesting period for the reserved grant is set to begin 12 months after the grant date [8][10]. - The conditions for vesting have been met, including no adverse audit reports and compliance with performance targets [11][12]. - The performance targets include a revenue increase of over 120% compared to 2022 for the net profit attributable to the parent company [12][14]. Group 4: Individual Performance Assessment - Individual performance assessments will determine the vesting ratio for the 73 incentive recipients, with a requirement of at least a "B" rating for full vesting [13][14]. - The assessment results will be categorized into five levels, with specific vesting ratios assigned to each level [13].
阳光电源: 安徽天禾律师事务所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的法律意见书