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运机集团: 国浩律师(北京)事务所关于四川省自贡运输机械集团股份有限公司2025年股票期权激励计划之法律意见书
Zheng Quan Zhi Xing· 2025-09-03 14:13
Core Viewpoint - Sichuan Zigong Transportation Machinery Group Co., Ltd. is implementing a stock option incentive plan for 2025, which aims to enhance employee motivation and align their interests with those of shareholders [3][34]. Group 1: Company Overview - Sichuan Zigong Transportation Machinery Group Co., Ltd. was established on June 28, 2011, and is a publicly listed company on the Shenzhen Stock Exchange since November 1, 2021, with the stock code "001288" [6][8]. - The company operates in the manufacturing and sales of transportation machinery and related equipment, with a registered capital of 234.92 million shares [7][8]. Group 2: Incentive Plan Details - The stock option incentive plan will grant a total of 4.98 million stock options, accounting for approximately 2.12% of the company's total share capital as of September 2, 2025 [14][28]. - The plan includes 31 incentive recipients, primarily consisting of directors, senior management, and middle management, excluding independent directors and major shareholders [10][12]. Group 3: Legal Compliance - The plan has been reviewed and approved by the company's board of directors, ensuring compliance with relevant laws and regulations, including the Company Law and Securities Law [4][29]. - The legal opinion confirms that the company meets the qualifications to implement the incentive plan and that there are no legal barriers to its execution [34][35]. Group 4: Performance Targets - The performance targets for the incentive plan are based on the company's net profit, with specific growth rates set for the years 2025, 2026, and 2027, starting from a baseline net profit of 157 million yuan in 2024 [23][24][25]. - The plan stipulates that the stock options can only be exercised if the company meets the established performance criteria during the assessment periods [22][26]. Group 5: Disclosure and Procedures - The company is required to publicly disclose the details of the incentive plan and the list of incentive recipients, ensuring transparency and adherence to regulatory requirements [32][34]. - The plan will undergo further procedural steps, including a public notice period and shareholder approval, to finalize its implementation [29][34].