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厦门象屿: 厦门象屿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激励对象名单的核查意见
Zheng Quan Zhi Xing· 2025-09-04 11:14
Group 1 - The company has conducted a review of the list of incentive recipients for the 2025 restricted stock incentive plan, confirming compliance with relevant laws and regulations [2][3][4] - A total of 63 incentive recipients voluntarily opted out of the plan, leading to adjustments in the list of recipients and the number of shares granted [2][3] - The adjusted grant price for the restricted stock is set at 2.71 yuan per share, down from the previous price of 2.96 yuan per share, following a cash dividend distribution to shareholders [2][3] Group 2 - The incentive plan will grant a total of 171,992,000 shares of restricted stock to 928 eligible recipients, with the grant date set for September 4, 2025 [4] - The adjustments made to the incentive plan do not harm the interests of the company's shareholders and align with the approved plan from the second extraordinary general meeting of shareholders in 2025 [3][4]
厦门象屿: 厦门象屿第九届董事会第三十六次会议决议公告
Zheng Quan Zhi Xing· 2025-09-04 11:14
Group 1 - The company held its 36th meeting of the 9th Board of Directors on September 4, 2025, via telecommunication, with all nine directors present [1] - The meeting approved adjustments to the 2025 Restricted Stock Incentive Plan due to 63 participants voluntarily opting out, reducing the number of participants from 991 to 928 and the number of restricted shares from 172.876 million to 171.992 million [1][2] - The grant price for the restricted stock was set at 2.71 yuan per share, with the grant date confirmed as September 4, 2025 [2][3] Group 2 - The adjustments to the incentive plan were in accordance with the company's regulations and were reviewed by the Compensation and Assessment Committee [2][3] - The voting results for the incentive plan adjustments were 7 votes in favor, with no opposition or abstentions [2][3]
艾比森: 第五届董事会第三十一次会议决议公告
Zheng Quan Zhi Xing· 2025-09-04 11:14
Group 1 - The company held its 30th meeting of the 5th Board of Directors on September 4, 2025, with all 9 directors present, ensuring compliance with relevant laws and regulations [1] - The Board unanimously approved the draft of the 2025 Restricted Stock Incentive Plan to attract and retain talent, aligning the interests of shareholders, the company, and the core team [1][2] - The plan aims to enhance the long-term incentive mechanism and ensure the achievement of the company's strategic and operational goals while safeguarding shareholder interests [1] Group 2 - The voting results for the incentive plan showed 5 votes in favor, 0 against, and 4 abstentions, with the proposal needing to be submitted to the shareholders' meeting for approval [2][3] - The company has established a management method for the 2025 Restricted Stock Incentive Plan to ensure its smooth implementation [2][3] - The Board proposed to authorize the shareholders' meeting to allow the Board to handle various matters related to the incentive plan, including adjustments to stock grants and necessary procedural actions [3][4][5] Group 3 - The company plans to appoint financial advisors and other intermediaries for the implementation of the incentive plan, with the authorization period aligning with the plan's validity [5] - The Board also agreed to reappoint Yongcheng Accounting Firm for a one-year term, which will be submitted for shareholder approval [5][6] - The company will hold a shareholder meeting on September 23, 2025, combining on-site voting and online voting [6]
艾比森: 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相关事项的核查意见
Zheng Quan Zhi Xing· 2025-09-04 11:14
Core Viewpoint - The company is implementing a restricted stock incentive plan for 2025, which requires compliance with various legal and regulatory frameworks to ensure the eligibility of the incentive recipients and the integrity of the plan [1][2][3]. Group 1: Legal Compliance and Eligibility - The incentive plan must adhere to the provisions of the Company Law, Securities Law, and other relevant regulations, ensuring that no disqualifying conditions are present for the implementation of the stock incentive plan [1][2]. - Specific disqualifying conditions include negative audit opinions on financial reports, failure to distribute profits according to legal and regulatory requirements, and other situations recognized by the China Securities Regulatory Commission [1][2]. - The incentive recipients must meet the qualifications set forth in the Company Law and Securities Law, and the company must publicly disclose the names and positions of the incentive recipients prior to the shareholders' meeting [2][3]. Group 2: Plan Implementation and Objectives - The incentive plan aims to motivate the company's directors, senior management, and core team members, aligning their interests with those of shareholders and the company's long-term development [3]. - The plan's arrangements, including grant amounts, conditions, and vesting periods, must comply with relevant laws and regulations, ensuring no harm to the company or its shareholders [2][3]. - The plan requires approval from the shareholders' meeting before it can be implemented, emphasizing the need for transparency and stakeholder engagement [2][3].
厦门象屿: 厦门象屿第九届监事会第二十四次会议决议公告
Zheng Quan Zhi Xing· 2025-09-04 11:14
Meeting Details - The 24th meeting of the 9th Supervisory Board of Xiamen Xiangyu Co., Ltd. was held on September 4, 2025, via telecommunication, with all three supervisors present, complying with relevant laws and regulations [1]. Agenda Items Adjustment of 2025 Restricted Stock Incentive Plan - The Supervisory Board unanimously agreed that the adjustments to the list of incentive recipients, the number of shares granted, and the grant price are in accordance with the "Management Measures for Equity Incentives of Listed Companies" and the company's 2025 Restricted Stock Incentive Plan, ensuring no harm to the interests of the company and all shareholders [1][2]. Granting of Restricted Stock to Incentive Recipients - The Supervisory Board confirmed that the grant date determined by the Board of Directors complies with relevant regulations. The conditions for granting the restricted stock have been met, and the incentive recipients qualify under the applicable laws and regulations. The grant price is set at 2.71 yuan per share [2].
艾比森: 第五届监事会第二十六次会议决议公告
Zheng Quan Zhi Xing· 2025-09-04 11:14
深圳市艾比森光电股份有限公司 本公司及监事会全体成员保证信息披露的内容真实、准确、完整,没有 虚假记载、误导性陈述或重大遗漏。 一、监事会会议召开情况 深圳市艾比森光电股份有限公司(以下简称"公司")第五届监事会第二十 六次会议于 2025 年 9 月 4 日在公司会议室以现场和通讯相结合的方式召开,会 议由公司监事会主席李文女士主持,应当与会监事 5 名,实际参加监事 5 名;本 次会议的通知于 2025 年 9 月 1 日以电子邮件方式发出,会议的召开符合《中华 人民共和国公司法》和《公司章程》的规定,会议召开合法、有效。 二、监事会会议审议情况 证券代码:300389 证券简称:艾比森 公告编码:2025-044 经全体与会监事审议,一致通过如下决议: 经审议,监事会认为《深圳市艾比森光电股份有限公司 2025 年限制性股票 激励计划(草案)》及其摘要的内容符合《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》等相关法律、法规的规 定以及公司的实际情况。本次激励计划的实施将有利于上市公司的持续发展,不 存在明显损害上市公司及全体股东利益的情形。 表决结果:5 票同意, ...
中望软件: 北京市中伦(广州)律师事务所关于广州中望龙腾软件股份有限公司2025年限制性股票激励计划授予事项的法律意见书
Zheng Quan Zhi Xing· 2025-09-04 11:14
Core Viewpoint - The legal opinion letter from Beijing Zhonglun (Guangzhou) Law Firm confirms that Guangzhou Zhongwang Longteng Software Co., Ltd. has complied with all necessary procedures and regulations for its 2025 Restricted Stock Incentive Plan, ensuring the legitimacy of the stock grants to be awarded to eligible participants [1][5][9] Group 1: Approval and Authorization - The 2025 Restricted Stock Incentive Plan has been reviewed and approved by the company's board of directors and the remuneration and assessment committee, with no objections raised during the public notice period [4][5] - The plan has been disclosed on the Shanghai Stock Exchange website, ensuring transparency and compliance with regulatory requirements [4][5] Group 2: Grant Conditions and Details - The grant conditions for the incentive plan include the absence of negative audit opinions and compliance with legal regulations, ensuring that only eligible participants receive stock grants [5][7] - The grant date for the incentive plan is set for September 4, 2025, following the approval from the shareholders' meeting [8] - A total of 231 individuals, including directors, senior management, and key technical personnel, will receive 510,080 restricted shares at a price of 34.00 yuan per share, representing 0.30% of the company's total share capital [8][9] Group 3: Compliance and Conclusion - The legal opinion confirms that the total number of shares involved in all effective incentive plans does not exceed 20% of the company's total share capital, and no individual participant will receive more than 1% of the total share capital through all incentive plans [9] - The legal opinion concludes that the grant conditions, grant date, grant objects, grant price, and grant quantity are in accordance with relevant regulations and the incentive plan [9]
艾比森: 国泰海通证券股份有限公司关于深圳市艾比森光电股份有限公司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· 2025-09-04 11:14
Core Viewpoint - The report outlines the independent financial advisory opinion on the 2025 restricted stock incentive plan of Shenzhen Absen Optoelectronics Co., Ltd, emphasizing its compliance with relevant laws and regulations, and its potential positive impact on the company's sustainable operation and shareholder equity [3][30]. Group 1: Incentive Plan Overview - The 2025 restricted stock incentive plan is designed to motivate key personnel, including directors, senior management, and core technical staff, to align their interests with those of the shareholders [5][6]. - The total number of restricted stocks to be granted is 12 million shares, accounting for approximately 3.25% of the company's total share capital at the time of the plan's announcement [8][9]. - The initial grant price for the restricted stocks is set at 9.60 RMB per share, which is above the minimum required price based on the company's stock performance [11][26]. Group 2: Grant and Vesting Conditions - The vesting schedule includes three phases: 40% after 12 months, 30% after 24 months, and 30% after 36 months from the grant date [13][28]. - The plan stipulates that the vesting of stocks is contingent upon meeting specific performance targets, including a net profit of no less than 300 million RMB for the year 2025 [20][21]. - The performance assessment will be conducted annually over the three-year period from 2025 to 2027, with specific profit targets set for each year [18][20]. Group 3: Compliance and Fairness - The independent financial advisor confirms that the incentive plan adheres to the relevant laws and regulations, ensuring that it does not harm the interests of the company or its shareholders [22][30]. - The plan includes provisions to prevent any financial assistance from the company to the incentive recipients, ensuring that all funding for stock purchases comes from the recipients themselves [26][27]. - The advisor believes that the plan's structure and conditions are reasonable and will not adversely affect the company's equity distribution or compliance with listing requirements [25][30]. Group 4: Impact on Company and Shareholders - The implementation of the incentive plan is expected to enhance the company's long-term incentive mechanisms, attract and retain talent, and align the interests of the management team with those of the shareholders [30][31]. - The advisor anticipates a positive impact on the company's sustainable operational capacity and shareholder equity as a result of the plan [30][31].
厦门象屿: 上海荣正关于厦门象屿2025年限制性股票激励计划调整及授予相关事项之独立财务顾问报告
Zheng Quan Zhi Xing· 2025-09-04 11:14
Core Viewpoint - The report discusses the adjustments and grants related to the stock incentive plan of Xiamen Xiangyu Co., Ltd., highlighting the approval processes and changes in the number of incentive targets and restricted stock quantities [4][6][14]. Summary by Sections Independent Financial Advisor's Opinion - The independent financial advisor confirms that the adjustments and grants related to the 2025 stock incentive plan have received necessary approvals and comply with relevant regulations [6][14]. - The plan has undergone required approval procedures, including resolutions from the board and shareholder meetings [4][5]. Adjustments to the Incentive Plan - The number of incentive targets has been adjusted from 991 to 928 due to 63 individuals voluntarily opting out of the plan, resulting in a reduction of restricted stock from 17,287.60 million shares to 17,199.20 million shares [6][14]. - The company plans to distribute cash dividends of RMB 2.50 per 10 shares, with the record date set for June 16, 2025 [6]. Grant Conditions and Adjustments - The grant conditions for the restricted stock include various financial and regulatory criteria that must be met by the incentive targets [8][9]. - The adjusted grant price for the restricted stock is set at RMB 2.71 per share after accounting for cash dividends [8][14]. Impact on Financial Status - The company is required to measure and account for the expenses related to the granted restricted stock in accordance with accounting standards, which may lead to potential dilution effects [14]. Conclusion - The independent financial advisor concludes that all necessary approvals for the incentive plan have been obtained, and the conditions for granting the restricted stock have been fulfilled [14].
艾比森: 广东信达律师事务所关于深圳市艾比森光电股份有限公司2025年限制性股票激励计划(草案)的法律意见书
Zheng Quan Zhi Xing· 2025-09-04 11:14
Core Viewpoint - The legal opinion letter from Guangdong Xinda Law Firm confirms the legality and compliance of Shenzhen Absen Optoelectronics Co., Ltd.'s 2025 Restricted Stock Incentive Plan, ensuring it aligns with relevant laws and regulations [1][5][20]. Group 1: Company Overview - Shenzhen Absen Optoelectronics Co., Ltd. is a publicly listed company established on August 23, 2001, and its A-shares were listed on the Shenzhen Stock Exchange on August 1, 2014, under the stock code "300389" [4][5]. - The company specializes in the research, development, and sales of LED electronic display screens and related technologies [4]. Group 2: Incentive Plan Details - The 2025 Restricted Stock Incentive Plan aims to attract and retain talent, aligning the interests of shareholders, the company, and core team members [7][20]. - The plan involves granting a total of 12 million restricted shares, representing approximately 3.25% of the company's total share capital, with 9.6 million shares allocated for the initial grant [10][20]. - The plan specifies that the initial grant will include 216 individuals, excluding independent directors and major shareholders [8][10]. Group 3: Compliance and Legal Framework - The legal opinion confirms that the incentive plan complies with the Company Law, Securities Law, and relevant regulations, ensuring no harm to the interests of the company and its shareholders [20][21]. - The plan has undergone necessary procedures, including reviews by the compensation and assessment committee, and has received approval from the board of directors [15][21]. Group 4: Financial Support and Disclosure Obligations - The company will not provide financial assistance to incentive plan participants, ensuring that all funding comes from the participants themselves [17][20]. - The company is committed to timely disclosures regarding the incentive plan, including board resolutions and related documents, in accordance with legal requirements [17][20].