中经记者 方超 石英婧 上海报道 "十五五"规划建议重点提出，充分激发各类经营主体活力，落实民营经济促进法，从法律和制度上保障 平等使用生产要素、公平参与市场竞争、有效保护合法权益，发展壮大民营经济。在民营经济高质量发 展的大背景下，民营企业的代际传承越发受到外界关注。中国民营企业普遍面临治理结构缺陷与传承风 险、接班人培养与选择难题以及职业经理人与家族信任鸿沟等多重考验。 "全国超过四分之三的民营企业正面临代际传承的挑战，所有权'传内不传外'仍然是主流，但经营权正 逐步向'亲贤并举'转变，这一趋势也反映了中国民营企业的治理进化。"毕马威中国私人和家族企业服 务主管合伙人杨嘉燕向《中国经营报》记者表示。 据全国工商联日前发布的《2025研发投入前1000家民营企业创新状况报告》，2024年，研发投入前1000 家民营企业创新投入稳中有升，研发费用总额1.43万亿元，比上年增长2.78%，占全国企业研发经费支 出的39.64%。从研发强度（研发投入占营业收入比重）看，平均研发强度3.59%，高于全国研发投入强 度0.91个百分点。 杨嘉燕向记者表示："我认为民营企业在技术创新方面具有敏捷创新和快速迭代的优势。它 ...

Core Viewpoint - The implementation of the "Guidance No. 10 on Market Value Management" has led to a significant increase in the use of various market value management tools by listed companies, including cash dividends, share buybacks, mergers and acquisitions, and equity incentives, to enhance investment value and return to investors [1][2][4]. Group 1: Market Value Management Tools - Cash dividends and share buybacks have become frequently used tools in the market value management toolbox, with companies encouraged to establish clear mechanisms for share repurchase and to develop long-term dividend plans [2][3]. - As of October 31, 2023, 1,195 companies in China's stock market have announced 1,525 share buyback plans for 2025, with a total buyback amount of 92.3 billion yuan, of which 36% was from self-owned funds and 26% from cancellation buybacks [2]. - A total of 1,033 listed companies have announced cash dividend plans for the first three quarters, with a total cash dividend amount of 734.9 billion yuan, reflecting an increase in the number of companies engaging in multiple dividends [3]. Group 2: Mergers and Acquisitions - The past year has seen a vibrant A-share merger and acquisition market, characterized by significant activity in the "hard technology" sector and accelerated integration of state-owned enterprises [4][5]. - Notable cases include the acquisition of 72.33% of shares in ChipLink by ChipLink Integrated and the merger of Haiguang Information with Zhongke Shuguang, showcasing the trend of industry consolidation [4]. - Policy support has been crucial for the active M&A market, with recent reforms aimed at enhancing the efficiency and vitality of mergers and acquisitions [5]. Group 3: Equity Incentives - Equity incentives have gained prominence as a market value management tool, with companies encouraged to establish long-term incentive mechanisms [6][7]. - By mid-2023, nearly 3,500 listed companies had implemented equity incentive or employee stock ownership plans, representing 64% of A-share listed companies [6]. - The recognition of equity incentives as a significant method for market value management has deepened, with more companies expected to adopt these tools in the future [7].

Core Viewpoint - Microchip Biotech (688321.SH) plans to repurchase shares worth between 10 million to 15 million yuan, with a maximum repurchase price of 47.46 yuan per share, intended for employee stock ownership plans or equity incentives [1] Summary by Category - **Company Actions** - The company intends to repurchase shares valued at 10 million to 15 million yuan [1] - The maximum price for the repurchase is set at 47.46 yuan per share [1] - **Purpose of Repurchase** - The repurchased shares will be used for employee stock ownership plans or equity incentives [1]

Core Viewpoint - The company has repurchased a total of 46.4791 million shares, representing 1.01% of its total share capital, with a total expenditure of 346 million yuan, excluding transaction fees [1] Summary by Sections Share Repurchase Details - The repurchase was conducted through centralized bidding and the highest purchase price was 7.67 yuan per share, while the lowest was 7.28 yuan per share [1] - The repurchased shares will be used entirely for the employee stock ownership plan or equity incentives [1] - The repurchase period is set to not exceed 12 months from the date the board of directors approved the repurchase plan [1] Financial Implications - The expected total amount for the share repurchase is between 500 million yuan and 960 million yuan [1]

Core Points - The article emphasizes the importance of Equity Incentive Plans (EIPs) in attracting and retaining key talent during the Nasdaq IPO process, balancing compliance, tax optimization, and shareholder interests [2][5] Group 1: Types of Incentive Tools - Common equity incentive tools for Nasdaq-listed companies include Stock Options, Restricted Stock Units (RSUs), Restricted Stock (RS), and Employee Stock Purchase Plans (ESPP) [2][4] Group 2: Grant Recipients and Eligibility - The core recipients of equity incentives typically include executives, key employees, critical technical personnel, and directors, with specific eligibility criteria [4][5] Group 3: Pricing and Fair Value - Incentive Stock Options (ISOs) must have an exercise price at or above the fair market value on the grant date, while Non-Qualified Stock Options (NSOs) do not have such restrictions [4] Group 4: Vesting and Performance Conditions - The most common vesting schedule is "4-year vesting with a 1-year cliff," and some plans may include performance milestones linked to the IPO or financial metrics [4][5] Group 5: Disclosure Requirements - The S-1 filing must disclose the overall framework of the equity incentive plan, including types, sizes, and remaining option pool [5] Group 6: Tax Treatment - ISOs allow for capital gains tax benefits if holding period requirements are met, while NSOs and RSUs are taxed as ordinary income upon exercise or vesting [5] Group 7: Lock-Up Period and Trading Restrictions - Typically, there is a 180-day lock-up period for founders and executives post-IPO, during which they cannot transfer shares [5] Group 8: Dilution and Shareholder Interests - Companies usually reserve 10%-20% of the option pool pre-IPO to avoid frequent dilution of existing shareholders [5] Group 9: Compliance and Risk Mitigation - Nasdaq rules require that equity incentive plans be approved by the compensation committee, ensuring proper governance and compliance with SEC regulations [5]

Core Viewpoint - The company plans to repurchase shares worth between 18 million to 36 million yuan, with a maximum repurchase price of 46.7 yuan per share. The repurchased shares are intended for equity incentives or employee stock ownership plans [1] Summary by Relevant Categories Share Repurchase Plan - The company intends to repurchase shares valued at 18 million to 36 million yuan [1] - The maximum price for the repurchase is set at 46.7 yuan per share [1] Purpose of Repurchase - The repurchased shares will be used for equity incentives or employee stock ownership plans [1]

Core Insights - The report highlights a significant transformation in corporate governance practices among Chinese listed companies, driven by the increasing emphasis on ESG principles and regulatory policies [10][18][25] - A large-scale survey covering 520 valid responses from A-share listed companies reveals the current state and trends in corporate governance [10][19] Governance Practices - Companies are showing a clear "compliance orientation," with 77% actively improving internal systems, 59% enhancing information disclosure, and 57% optimizing governance structures [10][30] - However, there is a lack of motivation for deeper measures that address power balance, with only 6% of companies willing to increase board independence and 2% planning to reduce related-party transactions with controlling shareholders [10][30] Shareholder Return Strategies - Approximately 67% of surveyed companies prefer high dividend strategies, with 13% opting for "100% dividends" and 54% choosing "high dividends, low buybacks" [11][36] - The preference for dividends is influenced by the desire to attract dividend-seeking investors and regulatory pressures, as 29% of companies acknowledge that low dividends may lead to regulatory warnings [11][36][42] - In contrast, only 4% of companies favor high buyback strategies, indicating underutilization of this tool [11][36] Equity Incentives - The use of equity incentives to bind core management has seen a decline, with a 28% drop in new plans compared to 2021, and the number of terminated plans nearly tripling that of new ones [12][30] - 89% of companies aim to bind core management, while 55% seek to convey performance expectations through performance assessments [12][30] Institutional Investor Participation - Institutional investors are increasingly involved in corporate governance, but companies prefer soft communication methods, with only 9% accepting shareholder proposals and 4% accepting board nominations [13][30] - The focus of communication between institutional investors and companies is primarily on financial health (84%) and sustainable development strategies (74%), with limited interaction on ESG issues [13][30] ESG Focus - The report indicates a growing need for improved communication on ESG topics, as only 7% of institutions focus on environmental and social responsibilities [13][30] - Regulatory emphasis on ESG is expected to enhance interactions in this area in the future [13][30]

Core Viewpoint - The company has established a market value management system aimed at enhancing investment value and shareholder returns while ensuring compliance with relevant laws and regulations [1][2][3] Group 1: General Principles of Market Value Management - Market value management is defined as strategic management actions taken to enhance investment value and shareholder returns based on improving company quality [1][2] - The main objectives include increasing transparency through compliant information disclosure and aligning market value with intrinsic value [2][3] - Basic principles include compliance, systematic approach, scientific basis, continuity, proactivity, and integrity [2][3][4] Group 2: Responsibilities and Structure - The board of directors is the leading body for market value management, with the board secretary responsible for execution [3][4] - The board should focus on enhancing company quality and consider investor interests in major decisions [4][5] - The board secretary must manage investor relations and ensure transparent information disclosure [5][6] Group 3: Methods of Market Value Management - Key methods include mergers and acquisitions to strengthen core competitiveness, stock incentive plans to align interests, and cash dividends to provide stable returns [6][7] - Investor relations management is crucial for enhancing communication and understanding between the company and investors [6][7] - The company may also consider share buybacks to boost market confidence [7][8] Group 4: Monitoring and Emergency Measures - Continuous monitoring of key indicators like market value and P/E ratios is essential, with pre-set warning thresholds [8][9] - In case of significant stock price declines, the company should analyze causes, enhance communication, and consider share buybacks or management share purchases to restore confidence [9]

Core Viewpoint - The article highlights promotional membership offers and educational courses related to investment banking and corporate finance, emphasizing significant discounts and a variety of learning opportunities for professionals in the field [2][4][6]. Membership Offers - Various membership options are available at discounted prices, including: - Annual Card: ¥4099, now ¥2799 - Semi-Annual Card: ¥2599, now ¥1799 - Honor Card: ¥1499, now ¥999 - Monthly Card: ¥699, now ¥599 [1]. Educational Courses - A range of courses is offered for free or at reduced prices, covering essential topics in investment banking and corporate finance, such as: - Mergers and Acquisitions Practicalities - Corporate Compliance Practices - Private Equity Fund Practices - AI Applications in Investment Banking [4][7][8]. - Specific courses include: - Mergers and Acquisitions with 140 case studies (4.9 hours) at ¥199.5 - Corporate Governance Compliance Issues (1.5 hours) at ¥84.5 - Financial Valuation Modeling from beginner to advanced (7.4 hours) at ¥149.5 [7][8]. Promotional Period - The promotional period for membership and courses runs from June 19 to June 26, with special pricing for two-year memberships at ¥3299 [2][8].

Core Insights - The enthusiasm for implementing equity incentive plans among A-share listed companies has been steadily increasing, becoming a crucial tool for enhancing corporate vitality and aligning the interests of talent and shareholders [1][4] - As of May 2025, over 5,600 equity incentive plans have been implemented in the A-share market over the past two decades, involving more than 2,900 listed companies, which accounts for over 54% of the total [1] - The majority of companies that have implemented equity incentives have seen both stock price and performance improvements, with central enterprises showing particularly significant excess returns [1][3] Summary by Categories Implementation Trends - The number of companies implementing equity incentives continues to grow, with private enterprises showing a notable increase, reaching a 19-year high in 2024 [3] - The second type of restricted stock has become the mainstream incentive tool, and performance assessment indicators are becoming more flexible and diversified [3] Performance Impact - In the year of implementation, nearly 88% of companies reported revenue growth, over 76% reported net profit growth, and close to 93% saw an increase in return on equity (ROE) [3] - The positive impact of equity incentives tends to diminish over time, but they still provide sustained benefits to companies [3] Market Response - Investors are advised to explore excess returns based on four dimensions: incentive strength, performance assessment targets, industry, and choice of incentive tools [3] - Among companies that implemented equity incentives and are predicted to have a net profit growth rate exceeding 20% over the next three years, 25 companies have been favored by the market, with an average increase of over 15% year-to-date [3]