齐心集团: 2025年员工持股计划（草案）摘要

Core Viewpoint - The company has proposed a 2025 Employee Stock Ownership Plan (ESOP) aimed at enhancing corporate governance, aligning employee interests with those of shareholders, and improving overall competitiveness and cohesion within the organization [1][6][9]. Summary by Sections General Principles - The ESOP is established in accordance with relevant laws and regulations, including the Company Law and Securities Law, and aims to create a fair and transparent mechanism for profit sharing between employees and owners [6][8]. Participants in the ESOP - The plan will include up to 180 employees, specifically targeting middle management, key technical personnel, and core employees, excluding major shareholders and their immediate family [2][8][9]. - The final list of participants and their respective shares will depend on actual contributions made by the employees [2][10]. Funding and Stock Source - The ESOP will be funded through employees' own contributions, with no financial assistance from the company [2][10]. - The total number of shares available for the ESOP is capped at 34.56 million, with each share priced at 1 yuan [10][12]. Stock Transfer and Lock-up Period - The plan will involve the transfer of up to 9.6 million shares from the company's repurchase account, representing approximately 1.33% of the total share capital [3][11]. - A lock-up period of 12 months will apply from the date of stock transfer to the ESOP [14][15]. Performance Assessment - The performance assessment for the ESOP will be conducted over two years, with specific revenue and profit growth targets set for 2025 and 2026 [14][16]. - The first performance target requires a minimum revenue growth of 3% or a net profit of at least 140 million yuan (a 123% increase) in 2025 [4][16]. - The second target requires a minimum revenue growth of 8% or a net profit of at least 180 million yuan (a 187% increase) in 2026 [4][16]. Rights and Governance - Participants will retain rights to dividends and investment benefits but will forfeit voting rights related to the shares acquired through the ESOP [5][9]. - The management committee will oversee the ESOP, ensuring independence from the company's other shareholders and management [19][25]. Financial Implications - The total estimated cost of the ESOP is projected to be 31.68 million yuan, which will be amortized over the vesting periods [24]. - The ESOP is expected to positively influence employee motivation and operational efficiency, contributing to the company's long-term growth [24].