BPSemi(SH:688368) Zheng Quan Zhi Xing·2025-08-26 11:21Core Viewpoint - The report serves as an independent financial advisory document for Shanghai Jinfeng Mingyuan Semiconductor Co., Ltd. regarding its 2024 restricted stock incentive plan, ensuring compliance with relevant laws and regulations [1][2][3]. Group 1: Independent Financial Advisor's Role - The independent financial advisor, Shanghai Miaodao Enterprise Management Consulting Co., Ltd., was appointed to provide opinions on the 2024 restricted stock incentive plan [1]. - The advisor confirms that the information provided by Jinfeng Mingyuan is accurate and complete, and they have conducted due diligence to ensure no substantial discrepancies exist [2][3]. Group 2: Basic Assumptions - The report is based on assumptions that current laws and regulations will not change significantly, and that all provided information is truthful and complete [5]. - It assumes that all parties involved will act in good faith and fulfill their obligations under the incentive plan [5]. Group 3: Approval Procedures - The company held board and supervisory meetings on August 8, 2024, to approve the incentive plan and related matters [6]. - The plan was publicly disclosed, and no objections were raised during the internal announcement period [7]. Group 4: Granting Conditions - The report outlines that the granting of restricted stocks is contingent upon the company and the incentive recipients meeting specific conditions [14][15]. - The granting price for the restricted stocks was adjusted to 27.78 RMB per share, down from 28.28 RMB [14]. Group 5: Granting Details - A total of 545,400 shares are to be granted to 53 recipients, with the granting date set for August 26, 2025 [9][15]. - The vesting schedule includes three phases, with 30% vesting after 12 months, another 30% after 24 months, and 40% after 36 months [10].