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东方创业: 东方创业回购注销及调整价格法律意见书
Zheng Quan Zhi Xing· 2025-08-27 11:24
Core Viewpoint - The company is undertaking a repurchase and cancellation of a portion of its A-share restricted stock, along with an adjustment to the repurchase price, in accordance with relevant laws and regulations [2][19]. Group 1: Legal Framework and Procedures - The legal opinion is based on the Company Law, Securities Law, and the Management Measures for Equity Incentives issued by the China Securities Regulatory Commission [2][3]. - The company has followed necessary procedures for the repurchase and cancellation of restricted stock, including obtaining approvals from the board and independent directors [5][9]. Group 2: Repurchase Details - The total number of restricted stocks to be repurchased and canceled is 5,228,180 shares, which includes stocks from four individuals who have terminated their labor contracts and stocks from others due to unmet performance targets [9][12]. - The repurchase price for the first grant of restricted stocks is set at 3.43395 CNY per share, while the price for the reserved grant is 3.87395 CNY per share [13][16]. Group 3: Financial Implications - The total funds allocated for this repurchase amount to approximately 18,180,700.71 CNY, sourced from the company's own funds [16][18]. - Following the completion of the repurchase, the company's total share capital will decrease from 877,143,737 shares to 871,915,557 shares [17][18]. Group 4: Conclusion and Compliance - The company has met the necessary approvals and authorizations for the repurchase and cancellation of restricted stocks, ensuring compliance with relevant laws and internal regulations [19].
东方创业: 东方国际创业股份有限公司关于回购注销部分A股限制性股票及调整限制性股票回购价格的公告
Zheng Quan Zhi Xing· 2025-08-27 11:24
Core Viewpoint - The company plans to repurchase and cancel a total of 5,228,180 restricted shares from 279 incentive targets, which represents approximately 0.596% of the company's total share capital of 877,143,737 shares [1][9][14]. Summary by Sections Repurchase Details - The repurchase involves 5,228,180 restricted shares that have been granted but not yet released from restrictions, affecting 279 incentive targets [1][6]. - The repurchase price for the first grant of restricted shares is set at 3.43395 CNY per share, while the reserved grant price is 3.87395 CNY per share [1][12]. - The total funds allocated for this repurchase amount to approximately 18,180,700.71 CNY, sourced from the company's own funds [1][13]. Approval Process - The repurchase plan was approved by the company's board and the remuneration committee, following the authorization from the 2021 and 2022 shareholder meetings [2][4]. - Independent directors provided their opinions on the repurchase plan, affirming its compliance with relevant regulations [2][15]. Reasons for Repurchase - The repurchase is necessitated by the termination of labor contracts for some incentive targets and the failure to meet performance targets for the third release period [6][9]. - Specifically, four incentive targets will have their shares repurchased due to contract terminations, and the remaining shares are due to unmet performance criteria [7][9]. Impact on Share Capital - Following the completion of the repurchase, the company's total share capital will decrease from 877,143,737 shares to 871,915,557 shares [14][15]. - The repurchase will not alter the control of the company or its compliance with listing conditions [15]. Legal Compliance - The company has obtained necessary approvals and authorizations for the repurchase, ensuring compliance with the relevant management regulations and the incentive plan [16].
致远互联: 北京市君合律师事务所关于北京致远互联软件股份有限公司2022年限制性股票激励计划部分限制性股票作废事项的法律意见书
Zheng Quan Zhi Xing· 2025-08-27 11:12
北京市建国门北大街 8 号华润大厦 20 层 邮编:100005 电话:(86-10) 8519-1300 传真:(86-10) 8519-1350 junhebj@junhe.com 北京市君合律师事务所 关于 北京致远互联软件股份有限公司 的 法律意见书 对于本所无法独立查验的事实,本所律师依赖政府有关部门、致远互联及其 他相关方出具的有关证明、说明文件。 在本法律意见书中,本所律师仅对本法律意见书出具之日以前已经发生或存 在的且与本次作废有关的重要法律问题发表法律意见,并不对其他问题以及会 计、审计、投资决策、业绩考核目标等专业事项发表意见。本法律意见书系以中 国法律为依据出具,且仅限于本法律意见书出具之前已公布且现行有效的中国法 律。本法律意见书不对境外法律或适用境外法律的事项发表意见。本所律师在本 法律意见书中对于有关会计、审计等专业文件(包括但不限于审计报告等)之内 容的引用,并不意味着本所律师对该等专业文件以及所引用内容的真实性、准确 性做出任何明示或默示的保证,本所律师亦不具备对该等专业文件以及所引用内 容进行核查和判断的专业资格。 本所及本所律师依据《证券法》《律师事务所从事证券法律业务管理 ...
致远互联: 北京市君合律师事务所关于北京致远互联软件股份有限公司2024年限制性股票激励计划部分限制性股票作废事项的法律意见书
Zheng Quan Zhi Xing· 2025-08-27 11:12
Core Viewpoint - The legal opinion letter issued by Junhe Law Firm confirms that Beijing Zhiyuan Interconnect Software Co., Ltd. has obtained the necessary approvals and authorizations for the cancellation of unvested restricted stocks under its 2024 Restricted Stock Incentive Plan, in compliance with relevant laws and regulations [1][10]. Group 1: Approval and Authorization - The company held a board meeting on April 25, 2024, where it approved the draft of the 2024 Restricted Stock Incentive Plan and related proposals [4][5]. - The company also convened a supervisory board meeting on the same day to review and approve the relevant proposals concerning the incentive plan [5]. - A shareholders' meeting on May 20, 2024, passed special resolutions regarding the incentive plan [6]. Group 2: Cancellation Details - The cancellation involves a total of 1,771,474 shares of restricted stock that were granted but not vested due to the departure of 15 initial grantees and 4 reserved grantees, as well as the failure to meet performance targets [8][9]. - Specifically, 285,790 shares were canceled due to the departure of grantees, and 1,485,684 shares were canceled because the company did not meet the performance criteria set in the incentive plan [9]. Group 3: Information Disclosure - The company confirmed that it will timely announce the resolutions from the board and supervisory board meetings related to the cancellation of the restricted stocks [9][10]. - The company has fulfilled its information disclosure obligations in accordance with the relevant regulations [10].
中源家居: 中源家居股份有限公司关于回购注销部分限制性股票减少注册资本的债权人通知公告
Zheng Quan Zhi Xing· 2025-08-27 10:29
债权人通知公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 证券代码:603709 证券简称:中源家居 公告编号:2025-045 中源家居股份有限公司 关于回购注销部分限制性股票减少注册资本的 一、通知债权人原因 中源家居股份有限公司(以下简称"公司")于 2025 年 8 月 27 日召开第 四届董事会第十次会议和第四届监事会第六次会议,审议通过了《关于回购注 销部分限制性股票的议案》。具体内容详见公司同日于上海证券交易所网站 www.sse.com.cn 披露的《中源家居股份有限公司关于回购注销部分限制性股票 的公告》(公告编号:2025-044)。 根据公司《2024 年限制性股票激励计划(草案)》(以下简称"《激励计 划(草案)》")等有关规定,鉴于《激励计划(草案)》首次授予中的 1 名 激励对象离职,预留授予中 3 名激励对象离职,公司决定对上述离职对象持有 的已获授但未解除限售的 4.23 万股限制性股票予以回购注销。 本次限制性股票回购注销完成后,公司总股本将由 12,617.15 万股变更为 理本次 ...
中源家居: 浙江天册律师事务所关于中源家居2024年限制性股票激励计划回购注销部分限制性股票的法律意见书
Zheng Quan Zhi Xing· 2025-08-27 10:29
Core Viewpoint - The legal opinion letter from Zhejiang Tian Ce Law Firm confirms that Zhongyuan Home Co., Ltd. has obtained the necessary approvals and authorizations for the repurchase and cancellation of certain restricted stocks under its 2024 stock incentive plan, in compliance with relevant laws and regulations [1][11]. Summary by Sections Approval and Authorization - The company has received approvals for the repurchase and cancellation of restricted stocks, including the draft of the 2024 stock incentive plan and related management measures [2][6]. - Related directors have recused themselves from voting on the relevant proposals [2][6]. Repurchase and Cancellation Details - The repurchase is due to four incentive objects leaving the company, which disqualifies them from the incentive plan [12]. - A total of 42,300 shares will be repurchased, with a repurchase price of 5.1615 yuan per share for the initial grant and 5.86 yuan per share for reserved grants [13]. - The total funds allocated for this repurchase amount to 228,810 yuan, sourced from the company's own funds [13]. Compliance and Conclusion - The legal opinion asserts that the reasons, quantities, prices, and funding sources for the repurchase align with the Company Law, Securities Law, and relevant regulations [11][12]. - The company is required to fulfill its information disclosure obligations and complete the necessary procedures for stock repurchase and capital reduction [14].
水星家纺: 上海市锦天城律师事务所关于上海水星家用纺织品股份有限公司回购注销2024年限制性股票激励计划部分限制性股票及调整回购价格相关事宜的法律意见书
Zheng Quan Zhi Xing· 2025-08-27 10:29
Core Viewpoint - The legal opinion letter from Shanghai Jintiancheng Law Firm confirms that Shanghai Mercury Home Textile Co., Ltd. has obtained the necessary approvals and authorizations for the repurchase and cancellation of part of the restricted stock under the 2024 incentive plan, as well as the adjustment of the repurchase price [8][12]. Group 1: Approval and Authorization - The company's board of directors approved the draft of the 2024 restricted stock incentive plan on March 26, 2024 [5]. - The supervisory board also approved the plan on the same day, and no objections were raised during the public announcement period [5]. - The company held a temporary shareholders' meeting on April 12, 2024, which approved the incentive plan [6]. - On October 28, 2024, the board and supervisory board approved the adjustment of the repurchase price and the cancellation of restricted stocks due to one incentive object leaving the company [6]. Group 2: Repurchase Price Adjustment - The repurchase price for the restricted stocks was adjusted from 7.26 yuan per share to 6.36 yuan per share after accounting for a dividend of 0.90 yuan per share [10]. - The adjustment method ensures that the repurchase price does not fall below the par value of the stock [10]. Group 3: Repurchase Cancellation Details - The cancellation of restricted stocks was due to two incentive objects leaving the company, resulting in a total of 137,200 shares being repurchased and canceled [11][12]. - The total funds allocated for the repurchase amount to 881,795.11 yuan, sourced entirely from the company's own funds [12]. Group 4: Information Disclosure - The company is required to disclose the decisions made during the board meetings and other relevant announcements in accordance with legal and regulatory requirements [13]. - The company has fulfilled its current information disclosure obligations and will continue to do so as the incentive plan progresses [13].
联动科技: 关于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结果暨股份上市公告
Zheng Quan Zhi Xing· 2025-08-27 10:29
Core Viewpoint - The announcement details the first vesting period results of the reserved grant under the 2023 Restricted Stock Incentive Plan of Foshan Liandong Technology Co., Ltd, confirming that the conditions for vesting have been met and shares will be listed accordingly [1][11]. Summary by Sections Incentive Plan Overview - The incentive plan involves granting a total of up to 2,899,000 shares, with the first grant accounting for 90% of the total rights, representing 4.17% of the company's total share capital of 69,600,268 shares [2][3]. - The grant price for the restricted stock is set at 34.06 CNY per share prior to adjustments [2]. Grant and Vesting Details - The plan includes two categories of restricted stock, with the first category having a maximum validity of 72 months from the date of initial grant [4]. - The vesting schedule for the first category includes three phases, with 30% vesting after 16 months, 30% after 28 months, and 40% after 40 months [4][5]. Performance Assessment - The performance assessment for the vesting of the shares is based on the company's revenue growth from 2023, with specific targets set for the years 2024 to 2026 [6][14]. - The first vesting period's target is a 30% revenue growth for 2024, with a corresponding vesting ratio of 100% if the target is met [15][16]. Approval Process - The plan has undergone several approval processes, including board meetings and shareholder meetings, to ensure compliance with regulations and internal governance [8][10][24]. Vesting Condition Achievement - The first vesting period for the reserved grant is from August 28, 2025, to August 27, 2026, with a 30% vesting ratio applicable [11][18]. - The company has confirmed that all conditions for vesting have been satisfied, including no adverse audit opinions and compliance with performance targets [12][14]. Stock Listing and Financial Impact - The shares from this vesting will be listed on August 29, 2025, with a total of 96,630 shares being issued, representing 0.14% of the total share capital post-vesting [22][23]. - The adjustment in share capital will not significantly impact the company's financial status or earnings per share [23]. Legal and Financial Advisory - Legal opinions confirm that the adjustments and vesting comply with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [24][25].
水星家纺: 上海水星家用纺织品股份有限公司关于调整2024年限制性股票激励计划回购价格及回购注销部分限制性股票的公告
Zheng Quan Zhi Xing· 2025-08-27 10:29
Core Points - The company has adjusted the repurchase price of the 2024 restricted stock incentive plan from 7.26 yuan per share to 6.36 yuan per share [1][6] - A total of 137,200 shares will be repurchased and canceled due to two incentive recipients leaving the company and others not meeting performance criteria [1][8] Summary of Related Sections 1. Decision Process and Disclosure - The board of directors and supervisory board approved the adjustment of the repurchase price and cancellation of shares in meetings held on October 28, 2024 [4] - The company conducted internal publicity regarding the incentive plan from March 27 to April 5, 2024, with no objections raised [2] 2. Adjustment of Repurchase Price - The repurchase price was adjusted based on the cash dividend distribution of 0.90 yuan per share, leading to the new price of 6.36 yuan per share [6][7] - The adjustment method follows the incentive plan's regulations, ensuring the repurchase price does not fall below the par value of the shares [6] 3. Reasons for Repurchase and Cancellation - The repurchase and cancellation of shares are due to two recipients leaving the company and others failing to meet performance standards, totaling 137,200 shares [8] - The repurchase price includes the interest from bank deposits in addition to the adjusted price [8] 4. Changes in Share Structure - After the repurchase, the total number of shares will decrease from 262,633,500 to 262,496,300 [8] - The structure of restricted and unrestricted shares will also be adjusted accordingly [8] 5. Impact on the Company - The repurchase and cancellation of shares comply with relevant regulations and will not materially affect the company's financial status or operational results [9] - The management team remains committed to fulfilling their responsibilities and creating value for shareholders [9] 6. Opinions from Committees and Legal Advisors - The remuneration and assessment committee supports the repurchase plan, confirming it aligns with legal and regulatory requirements [9] - Legal advisors affirm that the adjustments and repurchase have received necessary approvals and comply with applicable laws [9]
中源家居: 中源家居股份有限公司关于回购注销部分限制性股票的公告
Zheng Quan Zhi Xing· 2025-08-27 10:29
关于回购注销部分限制性股票的公告 证券代码:603709 证券简称:中源家居 公告编号:2025-044 中源家居股份有限公司 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 中源家居股份有限公司(以下简称"公司")于 2025 年 8 月 27 日召开第四 届董事会第十次会议和第四届监事会第六次会议,审议通过了《关于回购注销部 分限制性股票的议案》。鉴于《2024 年限制性股票激励计划(草案)》(以下简 称"《激励计划(草案)》")首次授予中的 1 名激励对象离职,预留授予中的 象资格,公司决定对其持有的已获授但尚未解除限售的限制性股票予以回购注销。 现将有关事项说明如下: 一、本次激励计划已履行的决策程序和信息披露情况 (一)2024 年 5 月 13 日,公司召开第三届董事会第十八次会议,审议通过 了《关于公司<2024 年限制性股票激励计划(草案)>及其摘要的议案》《关于公 司<2024 年限制性股票激励计划实施考核管理办法>的议案》《关于提请公司股东 大会授权董事会办理 2024 年限制性股票激励计划相关事宜的议 ...