证券代码：301376 证券简称：致欧科技 公告编号：2025-061 一、董事会会议召开情况 致欧家居科技股份有限公司（以下简称"公司"）第二届董事会第十六次会议（以 下简称"会议"）于 2025 年 8 月 29 日以书面的方式通知全体董事，会议于 2025 年 董事长宋川主持。本次会议应出席董事 9 名，实际出席董事 9 名。公司监事、高 级管理人员列席了会议。本次会议的召开和表决程序符合《中华人民共和国公司 法》等法律、法规、规范性文件和《公司章程》的有关规定，会议合法有效。 二、董事会会议审议情况 （一）审议通过了《关于公司<2025 年限制性股票激励计划（草案）>及其摘 要的议案》 为进一步完善公司治理结构，健全公司的激励约束机制，形成良好均衡的价 值分配体系，充分调动员工的积极性、激励员工更勤勉地开展工作，以保证公司 业绩稳步提升，确保公司发展战略和经营目标的实现，根据《公司法》《证券法》 《上市公司股权激励管理办法》《深圳证券交易所创业板股票上市规则》《深圳证 券交易所创业板上市公司自律监管指南第 1 号——业务办理》等有关法律、法规 和规范性文件以及《公司章程》的规定，公司拟定了《2025 ...

Core Viewpoint - The company, 诺思格 (Beijing) Pharmaceutical Technology Co., Ltd., has approved a series of proposals related to its 2025 Employee Stock Ownership Plan (ESOP) during its board meeting held on September 5, 2025, aiming to enhance employee engagement and company governance [1][2][3][4]. Group 1: Board Meeting Details - The fifth board meeting was held with all 9 directors present, ensuring compliance with relevant laws and the company's articles of association [1]. - The board approved the proposal for the 2025 Employee Stock Ownership Plan draft with unanimous support [2]. - The board also approved the management measures for the 2025 Employee Stock Ownership Plan, which will be submitted for shareholder approval [3]. Group 2: Shareholder Proposals - The board proposed to authorize itself to handle all matters related to the 2025 Employee Stock Ownership Plan, pending shareholder approval [4]. - A proposal was made to appoint a new independent director following the resignation of an existing director, with the nomination of 胡晓红 as a candidate [4][5]. - The board agreed to convene the second extraordinary general meeting of shareholders on September 23, 2025, to discuss these matters [5].

Core Points - The company has reviewed and approved the 2025 Employee Stock Ownership Plan (ESOP) in accordance with relevant regulations and guidelines [1][2] - The ESOP aims to enhance corporate governance, improve employee cohesion, and attract and retain talented management, contributing to the company's sustainable development [2] Summary by Sections - **Approval Process** - The company's supervisory board convened on September 5, 2025, to discuss the ESOP and ensure compliance with the "Guiding Opinions" and "Self-Regulatory Guidelines" [1] - The supervisory board unanimously agreed to submit the ESOP for review at the company's second extraordinary general meeting of shareholders in 2025 [2] - **Compliance and Conditions** - The ESOP draft complies with all relevant laws and regulations, and there are no circumstances that prohibit the implementation of the plan [1] - The plan ensures that participation is voluntary, with no forced distribution or financial assistance provided to employees participating in the ESOP [1][2]

Core Viewpoint - The Supervisory Board of Zhiyou Home Technology Co., Ltd. has reviewed and approved the 2025 Employee Stock Ownership Plan (ESOP), concluding that it aligns with legal regulations and will not harm the interests of the company or its shareholders [1][2]. Group 1: Legal Compliance - The company meets the qualifications to implement the employee stock ownership plan as per relevant laws and regulations [1]. - There are no circumstances that would harm the interests of the company and all shareholders, in accordance with the Securities Law and other regulatory guidelines [2]. Group 2: Employee Participation - The criteria for determining eligible participants in the employee stock ownership plan are compliant with regulations, and there is no coercion for employees to participate [2]. - The company does not plan to provide loans or financial assistance to participants in the employee stock ownership plan [2]. Group 3: Benefits and Governance - The implementation of the employee stock ownership plan is expected to align employee interests with the long-term development of the company, enhancing governance and improving the compensation incentive mechanism [2]. - The plan aims to boost employee cohesion and creativity, contributing to the sustainable development of the enterprise [2]. Group 4: Approval Process - The board of directors has reviewed the employee stock ownership plan, ensuring that related directors and supervisors abstained from voting, thus validating the legality and effectiveness of the decision-making process [2]. - The plan has been approved by the company's second board of directors and will be submitted for approval at the shareholders' meeting [2].

Core Viewpoint - The company has successfully passed several resolutions regarding its 2025 Restricted Stock Incentive Plan and Employee Stock Ownership Plan, which are aimed at enhancing corporate governance and aligning the interests of employees with the company's long-term development [1][2][4]. Group 1: Supervisory Board Meeting - The second supervisory board's 14th meeting was held online on September 5, 2025, with all three supervisors present, confirming the meeting's legality and effectiveness [1]. - The meeting reviewed and approved the 2025 Restricted Stock Incentive Plan draft, which complies with relevant laws and regulations, and is beneficial for the company's sustainable development [2][3]. Group 2: Incentive Plan Resolutions - The 2025 Restricted Stock Incentive Plan Implementation Assessment Management Measures were approved, aiming to improve the governance structure and establish a value distribution system that aligns the interests of shareholders and management [2][4]. - The list of incentive objects for the 2025 Restricted Stock Incentive Plan was reviewed and confirmed to meet all legal qualifications, excluding independent directors and major shareholders [3][4]. Group 3: Employee Stock Ownership Plan - The 2025 Employee Stock Ownership Plan draft was approved, which aligns with legal requirements and aims to enhance employee motivation and creativity, thereby promoting sustainable development [4][5]. - The management measures for the Employee Stock Ownership Plan were also approved, ensuring fairness and transparency in implementation, and aligning employee interests with the company's long-term goals [5].

Group 1 - The company held its 10th meeting of the 4th Supervisory Board on September 5, 2025, with all three supervisors present, complying with relevant laws and regulations [1] - The Supervisory Board approved the proposal for the 2025 Employee Stock Ownership Plan (ESOP), with a unanimous vote of 3 in favor [2] - The 2025 ESOP aims to enhance the company's governance structure, attract and retain talent, and align the interests of the core team with the company's long-term development goals [2][3] Group 2 - The management measures for the 2025 ESOP were also approved, ensuring the plan's smooth implementation and compliance with regulations [3] - The management measures are designed to create a balanced value distribution system, contributing to the company's sustainable development [3] - Both proposals will be submitted for approval at the company's upcoming shareholders' meeting [2][3]

证券代码：603185 证券简称：弘元绿能 债券代码：113642 债券简称：上 22 转债 弘元绿色能源股份有限公司 摘要 六、本员工持股计划中有关公司业绩考核指标的描述不代表公司的业绩预测， 亦不构成业绩承诺。 弘元绿色能源股份有限公司 二〇二五年九月 声明 弘元绿色能源股份有限公司及董事会全体成员保证本员工持股计划及其摘 要不存在虚假记载、误导性陈述或重大遗漏，并对其真实性、准确性、完整性承 担个别和连带的法律责任。 风险提示 一、公司 2025 年员工持股计划将在公司股东（大）会审议通过后方可实施， 本员工持股计划能否获得公司股东（大）会批准，存在不确定性。 二、有关本员工持股计划的具体资金来源、出资比例、实施方案等属初步结 果，能否完成实施，存在不确定性。 三、若员工认购资金较低，则本员工持股计划存在不能成立的风险；若员工 认购资金不足，本员工持股计划存在低于预计规模的风险。 四、本员工持股计划实施所产生的相关成本或费用的摊销可能对公司相关年 度净利润有所影响。 五、股票价格受公司经营业绩、宏观经济周期、国际/国内政治经济形势及 投资者心理等多种复杂因素影响。因此，股票交易是有一定风险的投资活动，投 ...

Group 1 - The company is organizing a shareholder meeting on September 10, 2025, to discuss various proposals including the employee stock ownership plan [2] - The meeting will include the attendance of eligible shareholders, company directors, supervisors, senior management, and a witnessing lawyer [2] - The company plans to cancel the supervisory board and amend its articles of association, transferring the supervisory responsibilities to the audit committee of the board [1][3] Group 2 - The company proposes to implement the 2025 employee stock ownership plan to enhance the sharing of interests between employees and owners, improve governance, and boost employee morale [4] - The management measures for the 2025 employee stock ownership plan have been developed to ensure effective implementation [6] - The board seeks authorization from the shareholders to manage matters related to the 2025 employee stock ownership plan, including adjustments based on policy changes and qualification cancellations [6][7]

Core Viewpoint - The company has successfully completed a share repurchase plan, acquiring a total of 1,439,317 shares, which represents 0.32% of its total share capital, with the repurchase aimed at employee stock ownership plans or equity incentives [1][3][5]. Summary by Sections Share Repurchase Plan - The share repurchase plan was first disclosed on November 15, 2024, with an implementation period from November 14, 2024, to November 13, 2025 [1]. - The expected repurchase amount is between 40 million yuan and 80 million yuan, with a maximum repurchase price of 47.00 yuan per share [1][2]. - The board approved the plan on November 14, 2024, allowing the use of self-owned funds and a special loan from a bank for the repurchase [1][2]. Implementation Status - The company began its share repurchase on November 26, 2024, using a centralized bidding method [2][3]. - As of the announcement date, the total repurchased shares amounted to 1,439,317, with a total expenditure of approximately 40.29 million yuan [3][5]. - The highest repurchase price was 34.78 yuan per share, while the lowest was 22.66 yuan per share [3]. Shareholder Transactions - From January 20, 2025, to April 19, 2025, the actual controller of the company, Chen Wenyuan, increased his holdings by 887,093 shares, totaling approximately 26.51 million yuan [3][4]. Share Changes - Before the repurchase, the total number of shares was 442,828,931, which increased to 445,377,843 after the repurchase [4][5]. - The repurchased shares will be used for employee stock ownership plans or equity incentives and will not enjoy rights such as profit distribution or voting rights until utilized [5][6]. Future Plans for Repurchased Shares - The repurchased shares are to be used within three years from the announcement date; otherwise, the board will proceed with capital reduction procedures [5][6].

Core Viewpoint - Zhiou Technology (301376) announced a 2025 employee stock ownership plan aimed at enhancing employee engagement and company governance through shared interests [1] Group 1: Employee Stock Ownership Plan - The plan targets up to 46 individuals, including directors, supervisors, senior management, and key technical and business personnel [1] - The total number of shares to be transferred is capped at 1.2285 million shares, with a purchase price of 11.86 yuan per share, raising a maximum of 14.57 million yuan [1] Group 2: Objectives and Performance Assessment - The purpose of the plan is to establish a profit-sharing mechanism between employees and shareholders, improve governance, and boost employee morale and creativity [1] - The assessment period for the plan spans from 2025 to 2027, with performance metrics including company-level revenue growth rate or net profit growth rate [1]