DYMATIC CHEM(SZ:002054) Zheng Quan Zhi Xing·2025-09-01 12:19Core Viewpoint - The Guangdong Demai Fine Chemical Group Co., Ltd. has established a 2025 Employee Stock Ownership Plan (ESOP) to enhance employee engagement and align their interests with the company's growth, while ensuring compliance with relevant laws and regulations [1][2]. Summary by Sections General Principles - The ESOP is based on principles of legal compliance, voluntary participation, and risk-bearing by employees [2]. - Participation is open to company directors (excluding independent directors), senior management, supervisors, and core management/technical/business personnel, with a maximum of 1,000 participants [3]. Funding and Stock Source - The funding for the ESOP will come from employees' legal salaries, self-raised funds, and other legally permitted means, without any financial assistance from the company [3]. - The stock for the ESOP will be sourced from shares repurchased by the company, totaling no more than 9,920,205 shares, which represents a specific percentage of the company's total capital [4]. Stock Purchase Price - The purchase price for the repurchased shares under the ESOP is set at 3.31 RMB per share, reflecting a strategy to reward employees for their contributions and to promote the company's sustainable growth [5]. Management Structure - The ESOP will be managed by a management committee authorized by a meeting of the participants, ensuring the protection of their rights and interests [6][9]. - The management committee will consist of three members elected by the participants, with responsibilities including asset management and decision-making regarding stock distribution [9][10]. Duration and Lock-up Period - The ESOP will have a duration of 180 months, starting from the approval date by the shareholders' meeting [13]. - The stock acquired through the ESOP will be unlocked in two phases, with 50% becoming available after 12 months and the remaining 50% after 24 months [14]. Performance Assessment - The ESOP includes performance assessments at both the company and individual levels, with specific profit targets set for 2025 and 2026 based on the previous year's net profit [15][16]. - If performance targets are not met, the corresponding stock rights will be forfeited and returned to the management committee for redistribution [17]. Asset Composition and Distribution - The assets of the ESOP will consist of the rights associated with the stocks held, cash deposits, and any other investment returns [18]. - During the lock-up period, any dividends received will be reinvested into the ESOP and distributed according to the participants' shares after the lock-up period ends [19]. Changes and Termination - The ESOP can be modified or terminated under specific circumstances, including changes in the company's control or other significant corporate events [23][24]. - The management committee has the authority to handle any unforeseen situations that arise during the implementation of the ESOP [23].