Jiangsu Akcome Science And Technology Co.Ltd(002610)
In order to further improve the corporate governance structure, establish and improve the company's long-term incentive and restraint mechanism, attract and retain the company's professional management, technical and business talents, and fully mobilize their enthusiasm and creativity, Effectively enhance the cohesion of the core team and the core competitiveness of the enterprise, effectively combine the interests of shareholders, the company and employees, make all parties pay common attention to the long-term development of the company, ensure the realization of the company's development strategy and business objectives, and fully protect the interests of shareholders, The company has formulated the Jiangsu Akcome Science And Technology Co.Ltd(002610) 2022 stock option and restricted stock incentive plan (Draft) (hereinafter referred to as "the equity incentive plan" or "the incentive plan").
In order to ensure the smooth implementation of the company's incentive plan, these measures are hereby formulated in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of equity incentive of listed companies and other relevant laws, regulations and normative documents, as well as the relevant provisions of the articles of association, and in combination with the actual situation of the company. Article 1 assessment purpose
The purpose of formulating these measures is to strengthen the planning of the implementation of the company's equity incentive plan, quantify the specific objectives set by the company's equity incentive plan, promote the scientific, standardized and institutionalized assessment management of incentive objects, and ensure the realization of various performance indicators of the company's equity incentive plan; At the same time, guide the incentive object to improve work performance, improve work ability, objectively and fairly evaluate the performance and contribution of employees, so as to provide objective and comprehensive evaluation basis for the implementation of this incentive plan.
Article 2 assessment principle
(I) adhere to the principles of fairness, impartiality and openness, and evaluate the incentive objects in strict accordance with these measures; (II) combination of assessment indicators with the company's medium and long-term development strategy and annual business objectives; Combine with the key work performance, work ability and work attitude of the incentive object.
Article 3 scope of assessment
These measures are applicable to all incentive objects determined in the incentive plan, specifically including the company's directors, senior managers, core managers, core technicians and core business personnel, excluding independent directors, supervisors, shareholders or actual controllers holding more than 5% of shares alone or in total, their spouses, parents and children. All incentive objects must work in the company or subsidiaries within the assessment period of the incentive plan and have signed labor contracts or employment contracts with the company or subsidiaries.
Article 4 assessment organization and executive organization
(I) the remuneration and assessment committee of the board of directors is responsible for the organization and implementation of this equity incentive;
(II) the human resources department of the company shall form an assessment team to be responsible for the specific assessment work. The assessment working group shall be responsible for and report to the remuneration and assessment members of the board of directors;
(III) the human resources department, finance department and other relevant departments of the company are responsible for the collection and provision of relevant assessment data, and are responsible for the authenticity and reliability of the data;
(IV) the board of directors of the company is responsible for reviewing the assessment results.
Article 5 performance appraisal indicators and standards
Whether the rights granted to the incentive object can be exercised / the restriction on sales can be lifted will be jointly determined according to the assessment results of the company and the incentive object.
(I) performance assessment requirements at the company level
The incentive plan will assess the company's performance indicators by year in the fiscal year from 2022 to 2025, so as to achieve the performance assessment goal as one of the conditions for the exercise / lifting of restrictions on sales of the incentive object in the current year.
The annual performance assessment objectives of stock options / restricted stocks granted for the first time are shown in the table below:
Performance assessment objectives during exercise / lifting of restrictions
The first grant of stock options and restricted stocks is based on the operating income in 2021, and the growth rate of operating income in 2022 is not less than 200% of the first exercise / lifting of restrictions
The first grant of stock options and restricted shares is based on the operating income in 2021, and the growth rate of operating income in 2023 is not less than 400% in the second exercise / lifting of restrictions
The first grant of stock options and restricted shares is based on the operating income in 2021, and the growth rate of operating income in 2024 is not less than 600% in the third exercise / lifting of restrictions
The first grant of stock options and restricted shares is based on the operating income in 2021, and the growth rate of operating income in 2025 will not be less than 1000% in the fourth exercise / lifting of restrictions
If the reserved part is granted in 2022, the annual performance assessment objectives of the reserved part are as follows:
Performance assessment objectives during exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2022 shall not be less than 200% of the first exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2023 shall not be lower than 400% in the second exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2024 shall not be less than 600% in the third exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2025 will not be less than 1000% in the fourth exercise / lifting of restrictions
If the reserved part is granted in 2023, the annual performance assessment objectives of the reserved part are as follows:
Performance assessment objectives during exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2023 shall not be lower than 400% in the first exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2024 shall not be less than 600% in the second exercise / lifting of restrictions
The reserved stock options and restricted stocks are based on the operating income in 2021, and the growth rate of operating income in 2025 will not be less than 1000% in the third exercise / lifting of restrictions
Note: the above "operating income" refers to the audited operating income of the listed company.
During the exercise / release of restrictions, the company will handle the exercise / release of restrictions for incentive objects that meet the exercise / release of restrictions. If the current performance level of the company fails to meet the performance assessment target conditions during each exercise / release period, all restricted shares of incentive objects corresponding to the exercise / release of restrictions in the assessment year shall not be exercised / released, and shall be cancelled by the company / repurchased and cancelled at the grant price.
(II) performance appraisal requirements at the individual level of incentive objects
The company sets the company's annual assessment objectives according to the medium and long-term strategic development objectives and the current year's business objectives, and decomposes them to each department and post level by level.
The personal performance appraisal grades are divided into five grades: 1, 2 +, 2, 3 and 4. The corresponding proportion of each appraisal grade to the exercise of stock options and the unlocking and restriction of restricted shares is as follows:
Assessment grade feasible right / proportion of lifting sales restriction
1/2+/2 100%
3/4 0
Note: factors such as the achievement of strategic tasks will be considered in the evaluation of the individual annual assessment level of the incentive object. If the incentive object violates the red line, the individual annual assessment level will be 3 or 4.
Incentive objects with an assessment level of "1 / 2 + / 2" may apply for exercise / release of restrictions on all or part of the granted rights and interests in accordance with the relevant provisions of the incentive plan. For incentive objects with an assessment level of "3 / 4", all or part of the rights and interests that fail to exercise / release restrictions shall be cancelled by the company / repurchased and cancelled according to the grant price.
Article 6 assessment procedure
Under the guidance of the Remuneration Committee, the human resources department and other relevant departments of the company are responsible for the specific assessment work, save the assessment results, form a performance assessment report on this basis and submit it to the Remuneration Committee. The board of directors of the company is responsible for the review of the assessment results.
Article 7 assessment period and times
(I) assessment period
The fiscal year before the exercise / release of restricted shares of each incentive object.
(II) assessment times
The assessment year of the incentive plan is four fiscal years from 2022 to 2025, which will be assessed once a year.
Article 8 management of assessment results
(I) feedback and application of assessment results
1. 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.
2. If the appraisee has any objection to his assessment results, he can communicate with the human resources department 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.
3. The assessment results shall be used as the basis for the exercise of stock options / the lifting of restrictions on the sale of restricted shares.
(II) filing of assessment records
1. After the assessment, the human resources department shall keep all assessment records of performance assessment. The assessment results shall be kept as confidential information.
2. In order to ensure the effectiveness of the performance record, no alteration is allowed on the performance record. If it is to be modified or re recorded, it must be signed by the party concerned.
3. The retention period of performance appraisal records is 10 years. The documents and records beyond the retention period shall be uniformly destroyed by the remuneration and assessment committee of the board of directors of the company.
Article 9 supplementary provisions
(I) the board of directors is responsible for formulating, interpreting and revising these measures.
(II) if the relevant provisions in these measures conflict with the relevant national laws, administrative regulations, normative documents and the draft equity incentive plan, they shall be implemented in accordance with the relevant national laws, administrative regulations, normative documents and the draft equity incentive plan. If there is no explicit provision in these measures, it shall be implemented in accordance with relevant national laws, administrative regulations, normative documents and this equity incentive plan.
(III) these Measures shall be implemented from the date of deliberation and approval by the general meeting of shareholders and after the equity incentive plan takes effect. Jiangsu Akcome Science And Technology Co.Ltd(002610) board of directors January 26, 2002
