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合合信息: 上海合合信息科技股份有限公司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· 2025-09-01 16:27
Core Viewpoint - The Shanghai Hehe Information Technology Co., Ltd. has proposed a draft for the 2025 Restricted Stock Incentive Plan, which aims to align the interests of the core team and shareholders for sustainable development [1][3]. Group 1: Eligibility and Compliance - The company has verified that it meets the qualifications to implement the incentive plan, ensuring compliance with relevant laws and regulations [2][3]. - The incentive plan is applicable to directors, senior management, core technical personnel, and other individuals deemed necessary for motivation, excluding independent directors and certain major shareholders' relatives [2][3]. Group 2: Plan Details and Approval Process - The plan's formulation, review procedures, and content comply with the Company Law, Securities Law, and other relevant regulations, ensuring no harm to the interests of the company and all shareholders [3]. - The granting arrangements for restricted stocks, including quantity, grant date, price, tenure requirements, and vesting conditions, are in accordance with legal and regulatory standards [3]. - The plan requires approval from the company's shareholders' meeting before implementation [3].
德明利: 深圳市德明利技术股份有限公司2025年股票期权激励计划(草案)摘要
Zheng Quan Zhi Xing· 2025-09-01 16:27
深圳市德明利技术股份有限公司 2025年股票期权激励计划(草案)摘要 股票简称:德明利 证券代码:001309 深圳市德明利技术股份有限公司 激励对象承诺,若公司因信息披露文件中有虚假记载、误导性陈述或者重 大遗漏,导致不符合授予权益或行使权益安排的,激励对象自相关信息披露文 件被确认存在虚假记载、误导性陈述或者重大遗漏后,将由本激励计划所获得 的全部利益返还公司。 (草案)摘要 二○二五年九月 深圳市德明利技术股份有限公司 2025年股票期权激励计划(草案)摘要 声明与承诺 特别提示 一、本激励计划依据《中华人民共和国公司法》《中华人民共和国证券法》 《上市公司股权激励管理办法》《深圳证券交易所上市公司自律监管指南第 1 号——业务办理》等有关法律、行政法规、规范性文件以及《深圳市德明利技 术股份有限公司章程》(以下简称"《公司章程》")等有关规定制订。 深圳市德明利技术股份有限公司 2025年股票期权激励计划(草案)摘要 二、本激励计划所采用的激励形式为股票期权。股票来源为公司向激励对 象定向发行的本公司人民币 A 股普通股股票。 本公司及全体董事保证本激励计划及其摘要不存在虚假记载、误导性陈述 或重大遗 ...
德明利: 深圳市德明利技术股份有限公司2025年股票期权激励计划(草案)
Zheng Quan Zhi Xing· 2025-09-01 16:27
Core Points - The core point of the article is the proposed stock option incentive plan for Shenzhen Demingli Technology Co., Ltd. for the year 2025, aimed at attracting and retaining talent while aligning the interests of the company, shareholders, and employees [1][2]. Summary by Sections Incentive Plan Overview - The incentive plan is based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The plan will utilize stock options as the form of incentive, with a total of 4.82875 million shares involved, representing 2.13% of the company's total share capital [2][18]. Stock Option Details - The initial grant will consist of 3.863 million options, accounting for 80% of the total options, with a reserved portion of 965,750 options [2][18]. - The exercise price for the stock options is set at 80.99 yuan per share [4][25]. Eligible Participants - A total of 294 individuals are designated as eligible participants, including directors, senior management, middle management, core technical staff, and other employees deemed necessary for motivation [4][17]. - Independent directors and shareholders holding more than 5% of the company's shares are excluded from participation [4][16]. Performance Assessment - The plan includes company-level performance assessments based on annual revenue targets for the years 2025, 2026, and 2027 [6][28]. - Individual performance assessments will also be conducted, with ratings ranging from S (outstanding) to D (unsatisfactory), affecting the proportion of options that can be exercised [8][28]. Plan Management and Approval - The plan requires approval from the company's shareholders and will be managed by the board of directors, with a dedicated compensation and assessment committee overseeing its implementation [12][13]. - The plan will be terminated if not implemented within 60 days of shareholder approval [11][20]. Adjustments and Conditions - The stock options will be adjusted in case of corporate actions such as stock splits or dividends [2][5]. - The plan stipulates that no loans or financial assistance will be provided to participants for exercising their options [10][11].
西藏天路: 西藏天路关于股权激励限制性股票回购注销实施的公告
Zheng Quan Zhi Xing· 2025-09-01 16:18
Core Viewpoint - The company is implementing a buyback and cancellation of restricted stock due to unmet performance targets in its 2022 incentive plan and changes in the eligibility of one of the incentive recipients [1][3][4]. Summary by Sections Decision and Disclosure of Stock Buyback - The decision for the buyback and cancellation of restricted stock was made in accordance with the "Management Measures for Stock Incentives of Listed Companies" and the company's 2022 stock incentive plan [1]. - The board approved the buyback of a total of 850,897 shares of restricted stock, including 10,542 shares for one individual who no longer qualifies as an incentive recipient [1][3]. Reasons and Basis for Buyback - The buyback is based on the failure to meet the performance assessment targets for the third unlock period of the stock incentive plan, which required a revenue growth rate of at least 45% compared to the average revenue from 2018 to 2020 [2][4]. - The company's 2024 revenue was reported at 313,819.59 million, with a net profit attributable to shareholders of -10,428.22 million, resulting in a revenue growth rate of -46.85%, which did not meet the required targets [3][4]. Buyback Quantity - The total number of restricted stocks to be repurchased is 850,897, which represents 0.06% of the company's total share capital of 1,335,503,684 shares as of August 29, 2025 [4][5]. Buyback Arrangement - The company has opened a dedicated securities account for the buyback and submitted the application for cancellation, expected to be completed by September 4, 2025 [5]. - Following the cancellation, the share structure will change, with all restricted shares being eliminated, resulting in 100% of shares being unrestricted [5]. Legal Compliance and Commitments - The board confirmed that the decision-making process and disclosures comply with relevant laws and regulations, ensuring no harm to the rights of incentive recipients or creditors [6]. - The company has verified the accuracy of the information regarding the buyback and has committed to handling any disputes arising from this matter [6].
奥浦迈: 奥浦迈:关于2023年限制性股票激励计划首次授予部分第二个归属期、预留授予部分第一个归属期符合归属条件的公告
Zheng Quan Zhi Xing· 2025-09-01 16:18
个归属期、预留授予部分第一个归属期符合归属条件 的公告 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。 重要内容提示: (一)本次股权激励计划方案及履行的程序 证券代码:688293 证券简称:奥浦迈 公告编号:2025-075 上海奥浦迈生物科技股份有限公司 关于 2023 年限制性股票激励计划首次授予部分第二 (2)授予数量:向激励对象授予 88.40 万股限制性股票,占公司 2023 年限 制 性 股 票激励 计 划(以 下简 称"本激 励计划")草案 公告日 公司股本总额 划草案公告日公司股本总额的 0.62%,占本激励计划拟授予限制性股票总数的 留部分占本激励计划拟授予限制性股票总数的 19.91%。 (3)授予价格(调整后):24.14 元/股。 (4)激励人数(剔除离职人员后的数量):首次授予 43 人;预留授予 45 人。 (5)本激励计划首次及预留授予的限制性股票的各批次归属比例安排如下 表所示: 归属权益数量占授予 归属安排 归属时间 权益总量的比例 自首次/预留授予之日起 12 个月后的首个交 第一个 ...
普源精电: 君合律师事务所上海分所关于普源精电科技股份有限公司2025年第一次临时股东大会的法律意见书
Zheng Quan Zhi Xing· 2025-09-01 16:18
Core Viewpoint - The legal opinion confirms that the procedures for convening and holding the 2025 first extraordinary general meeting of shareholders of Puyuan Precision Technology Co., Ltd. comply with relevant Chinese laws and regulations, as well as the company's articles of association [2][6][8]. Group 1: Meeting Procedures - The board of directors has made a resolution to convene the extraordinary general meeting and notified shareholders 15 days in advance, which aligns with the requirements of the Company Law and the Shareholders' Meeting Rules [6][7]. - The actual time, location, and method of the meeting were consistent with the notice provided to shareholders [7][8]. Group 2: Attendance and Voting - A total of 55 individuals, representing 126,629,387 shares (65.40% of the total voting shares), attended the meeting either in person or via online voting [8]. - The qualifications of the attendees and the convenor of the meeting were confirmed to be in accordance with the Company Law and the Shareholders' Meeting Rules [8]. Group 3: Voting Procedures and Results - The total number of shares with voting rights was 193,624,830, excluding shares held in the repurchase account [8]. - All proposed resolutions were approved during the meeting, including the issuance of H shares and related matters [8][10].
合合信息: 上海合合信息科技股份有限公司2025年限制性股票激励计划(草案)摘要公告
Zheng Quan Zhi Xing· 2025-09-01 16:18
Group 1 - The purpose of the equity incentive plan is to establish a long-term incentive mechanism to attract and retain talent, aligning the interests of shareholders, the company, and core team members to promote sustainable development [1][2] - The equity incentive method adopted is restricted stock (second category), with a total of 935,700 shares to be granted, accounting for approximately 0.668% of the company's total share capital of 14 million shares [2][3] - The plan includes a total of 166 incentive objects, which represent about 15.3% of the company's total employees [4][5] Group 2 - The grant price for the restricted stock is set at 90.42 yuan per share, which is the price at which incentive objects can purchase the shares after meeting the grant and vesting conditions [11] - The vesting period for the granted restricted stock is structured into two phases, with the first vesting occurring 12 months after the grant date and the second vesting occurring 24 months after the grant date [9][10] - The plan includes performance assessment targets for the years 2025 and 2026, with specific growth rate targets set at no less than 35% for 2025 and 55% for 2026 [13][14] Group 3 - The incentive objects include the company's actual controller, who plays a crucial role in strategic planning and operational management, thereby enhancing the stability and motivation of core personnel [5][6] - The plan stipulates that any unvested restricted stock will be canceled if the incentive object fails to meet the vesting conditions or if certain disqualifying events occur [8][12] - The company will adjust the number of restricted shares and grant prices in response to corporate actions such as stock splits or capital increases [18][20] Group 4 - The plan outlines the rights and obligations of both the company and the incentive objects, including the requirement for the company to verify the eligibility of the incentive objects for vesting [21][22] - The company will handle the registration of vested shares and ensure compliance with relevant laws and regulations throughout the process [23][24] - In the event of changes in the company's control or significant corporate events, the board will decide whether to terminate the incentive plan [25][26]
*ST双成: 海南双成药业股份有限公司关于召开2025年第二次临时股东会的通知
Zheng Quan Zhi Xing· 2025-09-01 13:09
Meeting Announcement - The company will hold its second extraordinary general meeting of shareholders on September 19, 2025, following the decision made during the 21st meeting of the fifth board of directors on September 1, 2025 [1] - The meeting will allow shareholders to vote either in person or via online platforms provided by the Shenzhen Stock Exchange [1][4] Voting Details - Online voting will be available on September 19, 2025, with specific time slots for participation: 9:15-9:25, 9:30-11:30, and 13:00-15:00 [1] - Shareholders must choose either in-person or online voting, with the first vote counted in case of duplicate submissions [1][6] Shareholder Eligibility - All shareholders registered with the China Securities Depository and Clearing Corporation Limited by September 15, 2025, are eligible to attend the meeting [2] - Shareholders can appoint proxies to attend and vote on their behalf, with specific documentation required for both natural and legal persons [2][3][4] Agenda Items - The meeting will discuss several proposals, including the draft of the 2025 restricted stock and stock option incentive plan and its management measures [2][10] - Approval of these proposals requires a two-thirds majority of the voting rights held by attending shareholders [2] Registration Process - Shareholders must register for the meeting, providing necessary identification and documentation, either in person or through electronic means [3][4] - The meeting will last half a day, and attendees are responsible for their own travel and accommodation expenses [4] Contact Information - For inquiries, shareholders can contact Ms. Yu Xiaofeng or Ms. Li Fen via provided email addresses and phone numbers [4]
*ST双成: 海南双成药业股份有限公司2025年限制性股票与股票期权激励计划实施考核管理办法(2025年9月)
Zheng Quan Zhi Xing· 2025-09-01 13:08
Core Viewpoint - The company aims to implement a stock incentive plan for 2025 to enhance corporate governance and motivate key personnel, ensuring steady performance improvement and strategic goal achievement [1][2]. Group 1: Assessment Objectives and Principles - The assessment aims to improve corporate governance and establish an effective incentive mechanism to ensure the successful implementation of the incentive plan [1]. - The evaluation must adhere to principles of fairness, transparency, and objectivity, linking the incentive plan closely with the performance and contributions of the incentivized individuals [1][2]. Group 2: Assessment Scope and Institutions - The assessment applies to all participants in the incentive plan, including directors, senior management, middle management, and key technical personnel [2]. - The company's Board Compensation and Assessment Committee is responsible for leading and organizing the assessment work [2]. Group 3: Assessment Indicators and Standards - The incentive plan includes annual performance assessments at the company level, with specific profit targets for the years 2025, 2026, and 2027, set at a minimum of 10 million, 40 million, and 90 million yuan respectively [2][3]. - If the performance targets are not met, the corresponding restricted stocks and stock options will not be released or exercised, and the company will repurchase or cancel them [3]. Group 4: Personal Performance Assessment - The assessment results for individual performance will categorize participants into six levels: AA, A, B, C, D, and E, with corresponding release ratios for restricted stocks and stock options based on performance scores [4]. - The assessment will occur annually from 2025 to 2027, aligning individual performance assessments with company-level assessments [5]. Group 5: Assessment Procedures and Results Management - The Human Resources Department will manage the assessment process under the guidance of the Board Compensation and Assessment Committee, ensuring proper documentation and reporting [5]. - Participants have the right to appeal their assessment results within ten working days, and the Human Resources Department may review and adjust results as necessary [5].
*ST双成: 北京市中伦律师事务所关于海南双成药业股份有限公司2025年限制性股票与股票期权激励计划的法律意见书
Zheng Quan Zhi Xing· 2025-09-01 13:08
Core Viewpoint - The legal opinion letter from Beijing Zhonglun Law Firm confirms that Hainan Shuangcheng Pharmaceutical Co., Ltd. meets the conditions for implementing the 2025 Restricted Stock and Stock Option Incentive Plan, and the plan complies with relevant laws and regulations [1][22]. Group 1: Conditions for Implementing the Incentive Plan - The company is legally established and listed on the Shenzhen Stock Exchange, having completed the necessary registration and approvals [4][5]. - The company does not fall under any prohibitive conditions outlined in the Management Measures for Stock Incentives [5][6]. Group 2: Content of the Incentive Plan - The incentive plan aims to enhance the company's governance structure and motivate key personnel to align their interests with those of shareholders, promoting long-term development [6][22]. - The plan includes provisions for the types of stock involved, the number of shares to be granted, and the distribution among different categories of employees, totaling up to 20 million shares, which is 4.82% of the company's total equity [8][9]. Group 3: Procedures for Implementing the Incentive Plan - The company has completed necessary procedures, including board reviews and the drafting of relevant documents, but still needs to submit the plan for shareholder approval [15][18]. - The plan requires a two-thirds majority vote from shareholders, excluding those with conflicts of interest, to be implemented [15][21]. Group 4: Impact on Company and Shareholders - The plan is designed to benefit the company and all shareholders, ensuring that it does not harm their interests and complies with legal requirements [20][22]. - The company has committed not to provide financial assistance to incentive recipients, ensuring that funding comes from the recipients themselves [19][20].