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佰维存储: 董事会薪酬与考核委员会关于公司2025年限制性股票激励计划(草案)的核查意见
Zheng Quan Zhi Xing· 2025-07-11 13:14
Core Viewpoint - The company has proposed a draft for the 2025 Restricted Stock Incentive Plan, which has been reviewed and approved by the Board's Compensation and Assessment Committee, confirming the eligibility and compliance with relevant laws and regulations [1][2][4]. Group 1: Eligibility and Compliance - The company meets the criteria for implementing the stock incentive plan, as there have been no negative audit opinions on financial reports or internal controls in the last accounting year [2][3]. - The incentive plan excludes directors, senior management, independent directors, and shareholders holding more than 5% of the company's shares, ensuring compliance with the management regulations [3][4]. - The plan's formulation and review process adhere to the Company Law, Securities Law, and other relevant regulations, ensuring that the interests of the company and all shareholders are protected [4]. Group 2: Plan Details - The plan includes specific arrangements for the grant of restricted stocks, including the number of shares, grant date, grant price, tenure requirements, and vesting conditions, all of which comply with legal regulations [3][4]. - The company will publicly disclose the names and positions of the incentive recipients at least 10 days prior to the shareholders' meeting, ensuring transparency in the process [3]. - The Compensation and Assessment Committee will provide a review opinion on the list of incentive recipients five days before the shareholders' meeting [3].
佰维存储: 第四届董事会第二次会议决议公告
Zheng Quan Zhi Xing· 2025-07-11 13:14
Group 1 - The board of directors of Shenzhen Baiwei Storage Technology Co., Ltd. held its second meeting of the fourth session on July 11, 2025, with all nine directors present, complying with legal and regulatory requirements [1] - The board approved a proposal to provide financial assistance to its controlling subsidiary to support its business expansion and daily operations, which is deemed beneficial for the overall interests of the company [1][2] - The board also approved the formulation and revision of certain corporate governance systems in accordance with relevant regulations, including the information disclosure management system and the external financial assistance management system [2][3] Group 2 - The board reviewed and approved the draft of the 2025 Restricted Stock Incentive Plan, aimed at enhancing the competitiveness and talent advantage in core technology areas, focusing on middle and grassroots technical and business personnel [3][5] - The board agreed on the implementation assessment management measures for the 2025 Restricted Stock Incentive Plan to ensure its smooth execution and alignment with the company's strategic goals [5][6] - The board proposed to authorize the board to handle matters related to the 2025 Restricted Stock Incentive Plan, including adjustments to stock grants and management of the plan [6][7] Group 3 - The board unanimously agreed to convene the first extraordinary general meeting of 2025 to review the proposals requiring shareholder approval [7]
达嘉维康: 第四届监事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-07-11 12:18
Group 1 - The fourth session of the Supervisory Board of Hunan Dajia Weikang Pharmaceutical Industry Co., Ltd. was held on July 11, 2025, with all three supervisors present [1][2] - The Supervisory Board approved the adjustment of the price related to the 2023 restricted stock and stock option incentive plan, in compliance with relevant laws and regulations [1][2] - The decision to cancel part of the restricted stock and revoke some stock options was also approved, ensuring no substantial impact on the company's financial status or operational results [2] Group 2 - The voting results showed unanimous support with 3 votes in favor, and no votes against or abstentions [2] - The adjustments made do not require submission to the shareholders' meeting as authorized by the first temporary shareholders' meeting of 2024 [1][2]
睿创微纳: 第三届监事会第十九次会议决议公告
Zheng Quan Zhi Xing· 2025-07-11 12:18
Group 1 - The company held its 19th meeting of the third Supervisory Board on July 11, 2025, with all three supervisors present, confirming compliance with relevant laws and regulations [1] - The Supervisory Board approved the adjustment of the grant price for the 2022 Restricted Stock Incentive Plan, stating that the reasons for the adjustment were appropriate and sufficient, and the process was legal and compliant [1] - The grant date for the 2025 Incentive Plan was set for July 11, 2025, with a grant price of 28.39 yuan per share, and 1.2634 million shares will be granted to 258 eligible incentive objects [1] Group 2 - The company confirmed that the list of incentive objects aligns with the approved draft of the 2025 Restricted Stock Incentive Plan, excluding independent directors, supervisors, and major shareholders [1] - The conditions for granting the restricted stock under the 2025 Incentive Plan have been met, and the Supervisory Board agreed to the grant [1]
圣湘生物: 湖南启元律师事务所关于圣湘生物科技股份有限公司2025年限制性股票激励计划(草案)的法律意见书
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The legal opinion letter from Hunan Qiyuan Law Firm confirms that Shengxiang Biotechnology Co., Ltd. is eligible to implement its 2025 restricted stock incentive plan, having complied with relevant laws and regulations [1][2][6]. Group 1: Company Background - Shengxiang Biotechnology was established by the transformation of Hunan Shengxiang Biotechnology Co., Ltd. and was officially registered on August 30, 2019 [4]. - The company received approval from the China Securities Regulatory Commission for its initial public offering, issuing 40 million shares on August 8, 2020, and is listed on the Shanghai Stock Exchange under the stock code 688289 [4]. Group 2: Legal Compliance - The law firm has verified that the company meets all legal requirements to proceed with the incentive plan, including the absence of any conditions that would necessitate termination or suspension of the plan [6][10]. - The firm has confirmed that the company has provided all necessary documentation and that there are no significant omissions or misrepresentations [2][3]. Group 3: Incentive Plan Details - The 2025 restricted stock incentive plan was approved by the company's board on July 10, 2025, and includes provisions for the purpose, management, and distribution of rights among the incentive recipients [7][10]. - The plan specifies that the funding for the incentive will come from the participants' own resources, with the company not providing any financial assistance [12]. Group 4: Impact on Stakeholders - The board's remuneration and assessment committee has indicated that the incentive plan is beneficial for the company's sustainable development and does not harm the interests of the company or its shareholders [12][13]. - The incentive plan's implementation is contingent upon further legal procedures and approval from the shareholders' meeting [9][14].
圣湘生物: 上海妙道企业管理咨询有限公司关于圣湘生物科技股份有限公司2025年限制性股票激励计划(草案)之独立财务顾问报告
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The report serves as an independent financial advisory opinion on the 2025 Restricted Stock Incentive Plan of Shengxiang Biotechnology Co., Ltd, ensuring compliance with relevant laws and regulations while assessing the plan's feasibility and potential impact on the company's sustainable development and shareholder interests [1][2][18]. Group 1: Independent Financial Advisor's Role - The independent financial advisor, Shanghai Miaodao Enterprise Management Consulting Co., Ltd, was commissioned to provide an advisory report based on the 2025 Restricted Stock Incentive Plan [1]. - The advisor conducted due diligence and confirmed that the professional opinions expressed align with the disclosed documents of the company [2][3]. Group 2: Incentive Plan Overview - The incentive plan involves granting 1,192,600 restricted stocks, accounting for approximately 0.21% of the company's total share capital of 579,388,006 shares [5][6]. - The plan is designed to motivate key employees of the wholly-owned subsidiary, Zhongshan Shengxiang Haiji Biotechnology Co., Ltd, and is structured to align the interests of the company, shareholders, and core team members [23]. Group 3: Conditions and Terms - The grant price for the restricted stocks is set at 16.40 RMB per share, which is 79.46% of the average trading price on the day before the plan was announced [10][11]. - The plan includes specific performance targets for the subsidiary, with net profit goals of no less than 140 million RMB for 2025 and 180 million RMB for 2026 [12][16]. Group 4: Compliance and Feasibility - The plan complies with the relevant regulations, including the Management Measures and the Self-Regulatory Guidelines, ensuring that the granting conditions and procedures are legally sound [18][19]. - The independent financial advisor confirmed that the plan's implementation would positively impact the company's sustainable operations and shareholder equity [23][24]. Group 5: Performance Evaluation - The performance evaluation system for the incentive plan includes both company-level and individual-level assessments, ensuring a comprehensive evaluation of the employees' contributions [26]. - The plan's structure is designed to motivate employees while ensuring that the interests of shareholders are not compromised [25][26].
睿创微纳: 北京金诚同达(沈阳)律师事务所关于烟台睿创微纳技术股份有限公司2022年限制性股票激励计划授予价格调整的法律意见书
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The legal opinion from Beijing Jincheng Tongda (Shenyang) Law Firm confirms that the price adjustment for Yantai Ruichuang Micro-Nano Technology Co., Ltd.'s stock incentive plan has received necessary approvals and complies with relevant laws and regulations [1][11]. Summary by Sections Price Adjustment Approval and Authorization - The board of directors and the supervisory board of Yantai Ruichuang Micro-Nano Technology Co., Ltd. have approved the stock incentive plan and its related matters, ensuring no harm to the interests of the company and its shareholders [2][4]. Price Adjustment Details - The adjustment of the stock incentive plan's grant price is due to the company's capital actions, such as cash dividends, which necessitate a recalibration of the grant price [11]. - The new grant price is calculated as follows: P = P0 - V, where P0 is the original grant price, and V is the cash dividend per share. The adjusted price is 19.635 yuan per share after accounting for a cash dividend of 0.08 yuan [12]. Compliance and Conclusion - The legal opinion asserts that the price adjustment has been properly authorized and aligns with the provisions of the relevant laws, including the Company Law and Securities Law, as well as the company's articles of association [11][12].
达嘉维康: 关于湖南达嘉维康医药产业股份有限公司2023年限制性股票与股票期权激励计划调整价格、作废限制性股票及注销股票期权相关事项法律意见书
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The legal opinion letter from Hunan Qiyuan Law Firm confirms that Hunan Dajia Weikang Pharmaceutical Industry Co., Ltd.'s adjustments to its 2023 restricted stock and stock option incentive plan, including the cancellation of certain stocks and options, comply with relevant laws and regulations [1][8]. Group 1: Approval and Authorization - The adjustments, cancellations, and authorizations related to the incentive plan were approved by the company's board and do not require further shareholder approval [4][6]. - The legal opinion asserts that necessary approvals and authorizations have been obtained, aligning with the Management Measures and the company's articles of association [8]. Group 2: Price Adjustment Details - The company will distribute a cash dividend of RMB 0.818 per share, totaling RMB 16,801,981.76, based on a total share capital of 205,403,200 shares as of December 31, 2024 [4][5]. - The adjusted grant price for the second category of restricted stock is set at RMB 6.7982 per share, down from RMB 6.88, while the stock option exercise price is adjusted to RMB 13.6782 per share from RMB 13.76 [5][6]. Group 3: Cancellations of Stocks and Options - A total of 120,000 shares of restricted stock and 280,000 stock options will be canceled due to the departure of four incentive targets, reducing the number of eligible participants from 33 to 29 [6][8]. - If the company's performance targets are not met, additional stocks and options will be canceled, with 576,000 shares and 1,344,000 options potentially affected [7][8].
圣湘生物: 圣湘生物科技股份有限公司2025年限制性股票激励计划(草案)摘要公告
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The company is implementing a new stock incentive plan aimed at enhancing corporate governance, attracting and retaining key employees, and aligning the interests of shareholders, the company, and the core team for long-term development. Group 1: Purpose of the Incentive Plan - The incentive plan aims to improve corporate governance and establish a long-term incentive mechanism to attract and retain core employees of the wholly-owned subsidiary, Zhongshan Haiji [1][2] - The plan is designed to enhance the cohesion of the core team and the company's core competitiveness, ensuring the achievement of strategic and operational goals while safeguarding shareholder interests [1][2] Group 2: Details of the Incentive Plan - The plan involves granting 1,192,600 restricted stocks, accounting for approximately 0.21% of the company's total share capital of 57,938,800.06 shares [5][6] - The stock will be sourced from either newly issued A-shares or repurchased shares from the secondary market [5][6] Group 3: Eligibility and Distribution - The incentive plan targets 9 core employees from Zhongshan Haiji, representing 0.38% of the total workforce of 2,346 employees [7][9] - The plan excludes independent directors, supervisors, and major shareholders or their immediate family members [7][9] Group 4: Vesting Conditions - The restricted stocks will vest in three phases, with the first vesting occurring 12 months after the grant date, and subsequent vesting contingent on meeting performance targets [10][12] - Performance targets include achieving a net profit of no less than 140 million yuan in 2025 and 180 million yuan in 2026 for Zhongshan Haiji [18][20] Group 5: Grant Price and Valuation - The grant price for the restricted stocks is set at 16.40 yuan per share, which is 80% of the closing price on the day the plan was reviewed by the board [13][14] - The total estimated cost of the stock incentive plan is projected to be 5.9057 million yuan, which will be recognized as an expense over the vesting period [26][29] Group 6: Rights and Obligations - The company is responsible for verifying the eligibility of the incentive recipients and ensuring compliance with the vesting conditions [30][31] - Recipients must contribute to the company's development and cannot transfer or use the stocks as collateral until they are vested [30][31]
达嘉维康: 关于2023年限制性股票与股票期权激励计划作废部分第二类限制性股票及注销部分股票期权的公告
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The company announced the cancellation of certain restricted stocks and the termination of stock options as part of its 2023 incentive plan due to the departure of four incentive recipients, which has been approved through the necessary procedures [1][3][6] Summary by Sections Approval Procedures - The company has completed the necessary approval processes for the incentive plan, including the review and verification by the supervisory board [1][2] Cancellation and Termination Details - A total of 4 individuals who were part of the incentive plan have left the company, leading to the cancellation of 45,600 shares of restricted stock and the termination of 1,064,000 stock options that were not yet vested [3][5] Impact on Financials and Operations - The cancellation of the unvested restricted stocks and the termination of stock options will not have a significant impact on the company's financial status or operational results, nor will it affect the stability of the management team or the continuation of the incentive plan [5][6] Opinions from Committees - The Compensation and Assessment Committee supports the cancellation and termination actions, stating they comply with relevant regulations and the incentive plan [5][6] Legal Compliance - The legal opinion confirms that the actions taken regarding the cancellation and termination of stocks and options have received the necessary approvals and comply with applicable laws and regulations [6]