Bece Legend Group Co.Ltd(000803)
Administrative measures for the assessment of the implementation of the second phase of restricted stock incentive plan
Bece Legend Group Co.Ltd(000803) (hereinafter referred to as “the company”) in response to the goal of common prosperity of all the people put forward by the Party Central Committee, by binding the enterprise development with the personal interests of employees, the common prosperity of employees and the sustainable development of enterprises are closely integrated and mutually promoted, so as to realize the joint creation, sharing, sharing and common prosperity of employees and the company, and form a good and balanced value distribution system. At the same time, in order to further establish and improve the company’s long-term incentive and restraint mechanism, stimulate the enthusiasm and creativity of the company’s directors, senior managers, middle managers and core backbone personnel, promote the sustainable and rapid development of the company, and ensure the realization of the company’s development strategic objectives and business objectives, These measures are hereby formulated in accordance with the securities law of the people’s Republic of China, the measures for the administration of equity incentive of listed companies, the Bece Legend Group Co.Ltd(000803) articles of association and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company.
1、 Assessment purpose
In response to the goal of common prosperity of all the people put forward by the Party Central Committee, by binding the development of the enterprise with the personal interests of employees, the common prosperity of employees and the sustainable development of the enterprise are closely integrated and mutually promoted, so as to realize the joint creation, sharing, sharing and common prosperity of employees and the company, and form a good and balanced value distribution system. At the same time, it is also to stimulate the enthusiasm and creativity of the company’s directors, senior managers, middle managers and core backbone personnel, promote the sustainable and rapid development of the company, ensure the realization of the company’s development strategic objectives and business objectives, and ensure the smooth implementation of the company’s equity incentive plan.
2、 Assessment principle
The assessment and evaluation must adhere to the principles of fairness, openness and fairness, and evaluate the performance of the assessment objects in strict accordance with these measures, so as to realize the close combination of the equity incentive plan and the work performance and contribution of the incentive objects, so as to improve the overall performance of the company and maximize the interests of the company and all shareholders.
3、 Assessment scope
These measures are applicable to all incentive objects participating in the company’s restricted stock incentive plan, including directors, senior managers, middle managers and core backbone personnel of the company (including holding subsidiaries).
4、 Assessment organization
1. The remuneration and assessment committee of the board of directors is responsible for leading and reviewing the assessment of incentive objects.
2. The company’s enterprise management center is responsible for the specific implementation of the assessment. The enterprise management center is responsible for and reports to the remuneration and assessment committee of the board of directors.
3. The company’s enterprise management center, financial resource center and other relevant departments are responsible for the collection and provision of relevant assessment data, and are responsible for the authenticity and reliability of the data.
4. The board of directors of the company is responsible for reviewing the assessment results.
5、 Assessment indicators and standards
1. Company level performance appraisal
The appraisal year of restricted shares granted in this incentive plan is three fiscal years from 2022 to 2024, one in each fiscal year, and the achievement of performance appraisal objectives is one of the conditions for the lifting of restrictions on sales of incentive objects.
The performance assessment objectives of restricted shares granted for the first time and reserved for each year are as follows:
Release of sales restriction arrangement performance evaluation target release of sales restriction proportion
The net profit of the first deregulated Company attributable to the shareholders of the listed company after deducting non recurring profits and losses in 2022 shall not be less than 35%
The sale period is 180 million yuan
Second, the net profit attributable to shareholders of listed companies after deducting non recurring profits and losses in 2023 is not less than 35%
The sale period is 270 million yuan
Third, the net profit attributable to shareholders of listed companies after deducting non recurring profits and losses in 2024 is not less than 30%
The sale period is 40 million yuan
Note: (1) the above net profit refers to the audited net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses, excluding the impact of the accounting treatment implemented in the equity incentive plan on the company’s profits and losses.
(2) The above performance assessment objectives do not constitute the company’s performance prediction and substantive commitment to investors.
(3) If the company fails to meet the above performance assessment objectives, the restricted shares that can be lifted in the corresponding assessment year of all incentive objects shall not be lifted and shall be repurchased and cancelled by the company. Except for those who are personally responsible for the situation in paragraph 1 of Article 18 of the administrative measures, or the situation in paragraph 2 of Article 18 of the administrative measures, the repurchase price is the grant price plus the interest calculated by the bank deposit interest rate in the same period.
Repurchase price = grant price × (1 + the time deposit interest rate of the central bank in the same period on the date when the board of directors deliberated and approved the repurchase cancellation proposal × The date when the board of directors deliberates and approves the repurchase cancellation proposal is the number of days from the registration of restricted shares ÷ 365 days). The interest shall be calculated from the date when the registration of restricted stock grant is completed (including the day) to the date when the board of directors deliberates and approves the repurchase cancellation proposal (excluding the day). The interest shall be calculated according to the central bank’s time deposit interest rate for the same period of one year for less than one year, the central bank’s time deposit interest rate for the same period of one year for less than two years, and the central bank’s time deposit interest rate for the same period of two years for more than two years but less than three years For the first three years, it shall be calculated according to the time deposit interest rate of the central bank for the same period of three years. The incentive plan involves “the repurchase price is the sum of the grant price and the bank deposit interest in the same period”, which is calculated according to this method.
(4) After the restricted shares granted to the incentive object are registered, if the company has matters such as capital reserve conversion to share capital, distribution of stock dividends, share splitting, allotment, share reduction, dividend distribution, etc., the company will adjust the repurchase price or repurchase quantity of the restricted shares that have not been lifted in accordance with the incentive plan.
2. Comprehensive evaluation at incentive object level
In each assessment year, the assessment at the individual level of the incentive object shall be organized and implemented in accordance with the assessment management measures for the implementation of the current restricted stock incentive plan of the company and the relevant provisions of the current salary and assessment:
Scores above 80 (inclusive) 70-79 and below 60-69 (exclusive)
Grade excellent good qualified unqualified
The proportion of lifting sales restrictions is 100% 90% 80% 0%
The above assessment criteria are above 80 points (inclusive), 70-79 points for good, 60-69 points for qualified and below 60 points (exclusive).
If the individual assessment result of the incentive object in the current year is excellent, the planned sales limit of the current year can be lifted in full; If the individual assessment result of the incentive object in the current year is good, 90% of the sales restriction will be lifted according to the individual plan in the current year, and the rest will be repurchased and cancelled by the company; If the individual assessment result of the incentive object is qualified in the current year, the sales restriction will be lifted by 80% of the individual plan in the current year, and the rest will be repurchased and cancelled by the company; If the individual assessment result of the incentive object in the current year is unqualified, the individual’s plan to lift the sales restriction in the current year shall not be lifted, and the company shall repurchase and cancel it.
The shares of restricted shares of the current period that cannot be lifted shall be repurchased and cancelled by the company, and the repurchase price shall be the sum of the grant price and the deposit interest of the bank in the same period.
6、 Assessment period and times
1. Assessment period
The fiscal year before the incentive object applies for lifting the restrictions on the sale of restricted shares.
2. Assessment times
The assessment year of this equity incentive plan is three fiscal years from 2022 to 2024, which is assessed once a year. 7、 Assessment procedure
Under the guidance of the remuneration and appraisal committee of the board of directors, the company’s enterprise management center is responsible for the specific appraisal work, saves the appraisal results, forms a performance appraisal report on this basis and submits it to the remuneration and appraisal committee of the board of directors. The remuneration and assessment committee of the board of directors shall determine the qualification and quantity of incentive objects to lift the sales restriction according to the assessment report. 8、 Assessment result management
1. Feedback and appeal of assessment results
The appraisee has the right to know his own appraisal results, and the employee’s direct supervisor shall notify the appraisee of the appraisal results within 5 working days after the appraisal.
If the appraisee has any objection to his assessment results, he can communicate with the enterprise management center for settlement. If it cannot be solved through communication, the assessed object can appeal to the salary and assessment committee, which shall review and determine the final assessment result or grade within 10 working days.
2. Filing of assessment results
After the assessment, the assessment results shall be archived and saved as data.
9、 Supplementary Provisions
1. The board of directors is responsible for formulating, interpreting and revising these measures. In case of any conflict between these measures and the laws, administrative regulations and departmental rules issued and implemented in the future, the laws, administrative regulations and departmental rules issued and implemented in the future shall prevail.
2. These measures have been deliberated and approved by the general meeting of shareholders of the company and will be implemented after the equity incentive plan takes effect.
Bece Legend Group Co.Ltd(000803) January 24, 2022
