Arcplus Group Plc(600629) the restricted stock incentive plan of 2022 was deliberated and approved by the general meeting of shareholders of the company on February 18. However, the negative votes of shareholders holding less than 5% reached 45.23%. It is reported that its performance appraisal indicators are accused of being “too easy”.
According to the announcement of the company, the plan takes 2020 performance as the assessment base. In 2020, the company made significant provision for impairment due to the impact of the epidemic, so that the assessment index of earnings per share that can be calculated is still lower than the expected earnings per share in 2021 until the end of the assessment period in 2024. Insiders pointed out that if the plan is implemented, the incentive objects, including the company’s management, can easily meet the standard without bearing the pressure of performance growth.
Specifically, on January 28, Arcplus Group Plc(600629) convened the board of directors to launch the 2022 restricted stock incentive plan (Draft), which plans to grant 22406900 restricted shares to incentive objects at a price of 50% of the market price, i.e. 3.19 yuan / share, accounting for about 3.53% of the total share capital of the company at the time of announcement of the plan. The incentive objects are 102 directors, senior managers and other management and technical backbone personnel of the company, accounting for 1.22% of the total number of registered employees of the company as of December 31, 2020. The most important assessment indicator is that the net profit attributable to the parent company in 2022, 2023 and 2024 will increase by no less than 95%, 125% and 132% respectively compared with 2020. The company’s profit in 2020 is 174 million yuan, so the profit indicators corresponding to the three assessment periods are 339 million yuan, 392 million yuan and 404 million yuan respectively.
It is worth noting that in 2020, affected by the overseas epidemic, Wilson & Associates, LLC (hereinafter referred to as “Wilson company”) applied for bankruptcy liquidation in March 2021. Due to the provision for impairment of Wilson’s operating losses in 2020 and various related assets caused by bankruptcy liquidation, Arcplus Group Plc(600629) only made a profit of 174 million yuan in that year. Before that, the company’s profit increased year by year. In 2019, the company achieved a profit of 273 million yuan, much higher than that in 2020.
According to the pre increase announcement of 2021 performance disclosed by the company on January 13, the company expects to make a profit of 304-339 million yuan in 2021, and the upper limit “happens to be the assessment index of restricted stocks in 2022.
In addition, the company launched a fixed growth plan in 2020, which was approved by the CSRC on August 26, 2021 and will be issued within 12 months. The company plans to issue 190 million non-public shares and raise 947 million yuan. In other words, the company needs to complete this fixed increase before August 26 this year. Based on the company’s existing capital stock of 634 million shares and the expected profit of 304 million yuan to 339 million yuan in 2021, the company’s earnings per share in 2021 is 0.5-0.53 yuan. Based on the fixed increase of 190 million shares completed by the company, the total share capital of the company will be increased to 824 million shares. Corresponding to the restricted stock assessment index, the assessed earnings per share from 2022 to 2024 will be 0.41 yuan, 0.48 yuan and 0.49 yuan. If we calculate the stocks of this incentive, this data will also be diluted. In other words, the earnings per share index most concerned by the capital market will still be lower than that in 2021 according to the minimum performance assessment requirements until the end of the assessment period in 2024.
Market analysts pointed out that the original intention of the implementation of restricted stocks is to fully mobilize the enthusiasm and creativity of the core backbone, but Arcplus Group Plc(600629) the design of the incentive plan, especially the selection of performance evaluation benchmark, seems to be of little help to realize this “original intention”.
At the shareholders’ meeting held on February 18, due to the high shareholding ratio of state-owned shareholders, the restricted stock proposal was passed by a high number of votes, but some minority shareholders held objections. The voting of less than 5% of shareholders separately disclosed showed that the negative vote reached 45.23%.
