齐心集团: 2025年员工持股计划管理办法

Core Viewpoint - The company has established a 2025 Employee Stock Ownership Plan (ESOP) aimed at enhancing long-term development, retaining talent, and aligning employee interests with shareholder value creation [1][2]. Summary by Sections General Principles - The ESOP is designed to be voluntary, ensuring no forced participation among employees [2]. - Participants bear their own risks and have equal rights with other investors [2]. Objectives of the ESOP - The plan aims to focus on the company's long-term growth and value creation for shareholders [2]. - It seeks to retain key management and technical personnel, thereby enhancing employee cohesion and competitiveness [2]. Eligibility Criteria - Eligible participants include company directors (excluding independent directors), senior management, and key technical staff [3]. - Individuals with a history of misconduct or legal violations are excluded from participation [3][4]. Funding and Scale - The ESOP will be funded through participants' own resources, with no financial assistance from the company [3][4]. - The total number of shares available under the plan is capped at 34.56 million, with individual contributions starting at 1 yuan per share [4]. Stock Source and Lock-up Period - Shares will be sourced from the company's repurchased stock, with adjustments made for any corporate actions like stock splits or dividends [4][5]. - A lock-up period is established during which participants cannot trade their shares, particularly around significant financial disclosures [5][6]. Performance Assessment - The performance evaluation for the ESOP will occur over two years, with specific revenue and profit growth targets set for 2025 and 2026 [6][8]. - The first performance target requires a revenue increase of at least 3% and a net profit of no less than 140 million yuan in 2025 [6][8]. Management Structure - The ESOP will be managed by a committee authorized by the board of directors, ensuring the protection of participants' rights and the integrity of the plan [9][10]. - A meeting of all participants will be held to discuss and vote on significant decisions regarding the ESOP [10][11]. Rights and Obligations of Participants - Participants have the right to vote on matters related to the ESOP but must adhere to confidentiality and other obligations [17][18]. - Participants are responsible for their own investment risks and must comply with relevant laws and regulations [17][18]. Asset Composition and Rights Disposal - The assets of the ESOP are separate from the company's assets, and any income generated will belong to the ESOP [18][19]. - Upon termination or completion of the lock-up period, the distribution of assets will be managed according to the established guidelines [19][20]. Amendments and Termination - Any changes to the ESOP must be approved by a majority of participants and the board of directors [20][21]. - The plan can be terminated early if agreed upon by a majority of participants [20][21]. Implementation Procedures - The implementation of the ESOP will follow a structured process, including soliciting employee feedback and ensuring compliance with legal requirements [21][22].