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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]
睿创微纳: 监事会关于2025年限制性股票激励计划授予激励对象名单的核查意见(截至授予日)
Zheng Quan Zhi Xing· 2025-07-11 12:17
(产品代码: 588800) ★ 跟踪:上证科创板100指数 烟台睿创微纳技术股份有限公司监事会 关于 2025 年限制性股票激励计划授予激励对象名单的核查 意见(截至授予日) 烟台睿创微纳技术股份有限公司(以下简称"公司"或"睿创微纳")监事 会依据《中华人民共和国公司法》 (以下简称"《公司法》")、 《中华人民共和国证 券法》 (以下简称"《证券法》")、 《上市公司股权激励管理办法》 (以下简称"《管 理办法》")、 《上海证券交易所科创板股票上市规则》 (以下简称"《上市规则》")、 《科创板上市公司自律监管指南第 4 号——股权激励信息披露》等相关法律、法 规及规范性文件和《烟台睿创微纳技术股份有限公司章程》 (以下简称"《公司章 程》")的有关规定,对公司 2025 年限制性股票激励计划(以下简称"本次激励 计划")授予激励对象名单(截至授予日)进行了核查,发表核查意见如下: 激励对象的下列情形: (1)最近 12 个月内被证券交易所认定为不适当人选; (2)最近 12 个月内被中国证监会及其派出机构认定为不适当人选; (3)最近 12 个月内因重大违法违规行为被中国证监会及其派出机构行政处 罚 ...
睿创微纳: 关于调整2022年限制性股票激励计划授予价格的公告
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - The company has adjusted the grant price of its 2022 restricted stock incentive plan from 19.715 yuan per share to 19.635 yuan per share due to a cash dividend distribution of 0.80 yuan per 10 shares [5][7]. Group 1: Stock Incentive Plan Adjustments - The company held meetings to review and approve the adjustment of the grant price for the 2022 restricted stock incentive plan [1][2]. - The independent directors provided their opinions on the adjustment, confirming that the conditions for granting the stock have been met and that the qualifications of the incentive objects are valid [3][4]. - The adjustment was made in accordance with the company's incentive plan regulations and was deemed appropriate by the supervisory board [6][7]. Group 2: Financial Impact and Compliance - The adjustment of the grant price will not have a substantial impact on the company's financial status and operating results [7]. - The supervisory board confirmed that the adjustment process complied with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [7][8]. - Legal opinions from the company's lawyers affirmed that the necessary approvals for the price adjustment have been obtained [7].
华兰股份: 关于使用超募资金、自有资金及自筹资金以集中竞价交易方式回购公司股份的回购报告书
Zheng Quan Zhi Xing· 2025-07-11 12:17
Core Viewpoint - Jiangsu Hualan Pharmaceutical New Materials Co., Ltd. plans to repurchase its shares using raised funds, self-owned funds, and self-raised funds, with a total repurchase amount between RMB 100 million and RMB 200 million, aimed at capital reduction and employee stock ownership plans [1][2][16]. Summary by Sections Repurchase Funding Sources - The total repurchase amount will not be less than RMB 100 million and not exceed RMB 200 million, with raised funds between RMB 30 million and RMB 60 million, and self-owned and self-raised funds between RMB 70 million and RMB 140 million [1][16]. Purpose of Repurchase - The repurchased shares will be used for capital reduction and employee stock ownership plans or equity incentives. Shares bought with raised funds will be canceled, while those bought with self-owned and self-raised funds may be used for employee incentives in the future [1][13][16]. Types and Methods of Shares to be Repurchased - The shares to be repurchased are ordinary shares (A shares) and will be acquired through centralized bidding [2][12]. Repurchase Timeline and Price - The repurchase period will not exceed 12 months from the date of the shareholders' meeting approval, with a maximum price of RMB 45.50 per share [2][15]. Shareholder Reduction Plans - Major shareholder Ruizhong Life Insurance Co., Ltd. plans to reduce its holdings by up to 3,789,267 shares (3.00% of total shares) between June 4, 2025, and September 3, 2025 [2][20]. Financial Impact and Company Structure - As of March 31, 2025, the total assets of the company were approximately RMB 2.51 billion, and the repurchase funds will account for about 7.98% of total assets and 8.83% of equity attributable to shareholders [17][22]. Compliance and Approval - The repurchase plan has been approved by the board and will comply with relevant laws and regulations, ensuring it does not harm the interests of the company or its shareholders [26][27].
奥尼电子(301189.SZ):拟推2025年股票期权激励计划
Ge Long Hui A P P· 2025-07-11 12:11
本激励计划的有效期为自股票期权授权日起至激励对象获授的股票期权全部行权或注销完毕之日止,最 长不超过48个月。 本激励计划授予股票期权的行权价格为27.08元/份。 本激励计划涉及的授予激励对象共计44人,包括公司公告本激励计划时在公司(含分公司和控股子公司) 任职的核心业务、核心技术人员,不含奥尼电子独立董事、监事、单独或合计持有公司5%以上股份的 股东或实际控制人及其配偶、父母、子女以及外籍员工。 格隆汇7月11日丨奥尼电子(301189.SZ)公布2025年股票期权激励计划(草案),本激励计划拟授予激励对 象的股票期权数量为200.00万份,约占本激励计划草案公布日公司股本总额11,639.6465万股的1.72%。 本次授予为一次性授予,无预留权益。本激励计划下授予的每份股票期权拥有在满足生效条件和生效安 排的情况下,在可行权期内以行权价格购买1股本公司人民币A股普通股股票的权利。 公司2025年限制性股票激励计划所涉及的标的股票数量为300.00万股,其中,第一类限制性股票数量为 150.00万股,第二类限制性股票数量为150.00万股。本激励计划所涉及的标的股票数量为200.00万股, 因此公司全 ...