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股票期权激励计划调整
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博思软件: 北京市中伦律师事务所关于公司调整2021年股票期权激励计划相关事项的法律意见书
Zheng Quan Zhi Xing· 2025-07-29 16:12
Core Viewpoint - The legal opinion letter from Beijing Zhonglun Law Firm confirms that Fujian Bosi Software Co., Ltd. has obtained the necessary approvals and authorizations for adjusting its 2021 stock option incentive plan, in compliance with relevant laws and regulations [1][14]. Group 1: Approval and Authorization of Adjustments - On September 13, 2021, the company held its second extraordinary general meeting of shareholders to approve the stock option incentive plan and related matters, including the authorization for the board to handle equity incentive matters [5][6]. - The board of directors confirmed the adjustment of the number of incentive recipients from 415 to 413 and the total number of stock options from 4.5 million to 4.4926 million [7][8]. - The supervisory board also approved the adjustments, confirming the changes in the number of incentive recipients and stock options [8]. Group 2: Adjustments to Exercise Price and Quantity - On June 15, 2023, the board approved adjustments to the exercise price of the stock options from 11.83 RMB to 9.808 RMB per option, following the company's profit distribution plan [10]. - The number of stock options available for the first exercise period was adjusted from 4.863497 million to 5.836196 million [10]. - On October 26, 2023, the board approved further adjustments to the exercise price, reflecting the company's profit distribution plan for the first half of 2023 [11]. Group 3: Compliance with Legal Regulations - The adjustments made to the stock option incentive plan are in accordance with the Company Law, Securities Law, and relevant regulations, ensuring that the adjustments are legally sound [14][15]. - The method for adjusting the exercise price is based on the distribution of dividends, ensuring compliance with the established guidelines [15].
博思软件: 第五届监事会第九次会议决议公告
Zheng Quan Zhi Xing· 2025-07-29 16:09
Group 1 - The company held the ninth meeting of the fifth supervisory board on July 29, 2025, which complied with relevant regulations [1] - The supervisory board approved the share repurchase plan of the subsidiary, citing market changes, operational adjustments, and personnel changes as factors for optimizing the equity structure and enhancing team vitality [1] - The pricing of the share repurchase was deemed fair and reasonable, with no harm to the interests of the company and its shareholders [1] Group 2 - The supervisory board agreed to adjust the stock option incentive plan in accordance with relevant laws and regulations, ensuring no harm to the interests of shareholders, especially minority shareholders [2] - The board approved the cancellation of 9.425 million shares of restricted stock that had been granted but not yet vested, with specific details on the cancellation of shares from different vesting periods [2][3] - The board also approved the cancellation of 4.8 million shares of restricted stock from the 2024 incentive plan, confirming the legality and compliance of the process [3]
富瀚微: 北京市金杜律师事务所上海分所关于上海富瀚微电子股份有限公司调整2021年、2022年股票期权激励计划股票期权行权价格之法律意见书
Zheng Quan Zhi Xing· 2025-07-07 16:06
Core Viewpoint - The legal opinion letter confirms that Shanghai Fuhuan Microelectronics Co., Ltd. has obtained the necessary approvals and authorizations for adjusting the stock option exercise prices in its 2021 and 2022 incentive plans, in compliance with relevant regulations and company articles [1][10]. Group 1: Approval and Authorization - The adjustments for the 2021 incentive plan have received necessary approvals and authorizations from the company's shareholders, allowing the board to adjust the stock option exercise price in case of dividend distributions [5][6]. - The adjustments for the 2022 incentive plan have also been authorized by the shareholders, permitting the board to make similar adjustments as per the plan's provisions [6][7]. Group 2: Reasons for Adjustment - The adjustments are necessitated by the company's capital actions, such as stock dividends or other corporate actions that require a corresponding adjustment to the stock option exercise prices as outlined in both incentive plans [7][8]. Group 3: Adjustment Method and Results - The adjustment method involves calculating the new exercise price by deducting the dividend amount from the previous exercise price, ensuring that the adjusted price remains above 1 [8][9]. - The specific adjustments include a reduction in the exercise price for the 2021 plan from 42.93 CNY/share to 42.81 CNY/share and for the 2022 plan from 64.92 CNY/share to 64.80 CNY/share [9][10].