Trillions of market capitalization is not a dream
Seven hundred and twenty chapters first stock option incentive
"Three billion market value is not a dream ()"
This issue of Zhou Wenzi is the same as those who have been incentive, basically can't get 32.25,000 yuan or more cash in April 1, 2012.
This is the state of typical and want to make money. I still don't want to invest in the capital. Now I have become a big problem in Zhou Wencheng. I have given it to the company's Securities General Manager. Wen civilians.
The general manager of the Securities Department laughed: "This thing is in principle, the employees who ask the right to go to find money to deposit the stock account of their power.
But now this amount is really bigger.
It is necessary to see if the white boss is willing to come to help solve it. "
Bai Qingting: "This issue of this is not discussed above today, and after the company has made the company, it will also be discussed with the 70-based energistic core layers.
Zhou Wencheng, you will then ask other questions. "
Zhou Wen Cheng replied: "Ok, white boss.
That is, when I need to do what is the right to do this?
I have never been touched by stock. "
Wen civilians in the Ministry of Securities: "As you personally must have an stock account.
Because our Western Construction Co., Ltd. is the listing of the deputy, so when you go to open an account, you must tell you the unit of account, you must give you a stock account of a deep office. "
Zhou Wencheng asked: "How can this stock account be opened?"
The general manager of the Ministry of Securities said: "Because you are completely a door, I suggest you bring your own personal ID card, my name is one of the bank cards, one of the four major banks, to the very famous securities The company's business office handles the account opening of the stock account.
When the account is successful, you can carry out stock trading.
The account information after the account is successful, you have to collect.
When the implementation of the right time, the company will form a form file and send it to you to fill in your own stock account information. "
Zhou Wencheng continued to ask: "What else does not pay attention to the process of accounting?"
The general manager of the Ministry of Securities said: "This stock will open the account, there are many things, including a lot of agreements.
You remember to go big, well-known securities company business halls will be good.
Because this thing is to go personally.
It is recommended that the people on the list of option incentives today, and there is no stock account, and there is no stock account.
After opening, I have to bind a penny in the bank card, and then use the stock trading software to handle the silver certificate, including bank transfer securities, securities transfer banks, transfer inquiry, etc., are familiar with it in advance.
Avoiding the right time, really don't know anything, it may be very troublesome. "
Zhou Wen Cheng replied: "Okay. Thanks Wen, I have no problem."
Bai Qingting has asked if there is any problem, no one will continue to mention the issue of the option, and the general manager of the Securities Department will leave the platform to return to the meeting room.
Bai Qingting: "Just take the example of Zhou Wencheng only talked about his option profit by 2012.
Now I will become a case in Wen Wen, continue to calculate him in 2013, 2014, after 2015, he should benefit.
Let's first calculate how much is expected to be the unit price per share.
The 2013 output value indicators doubled by 8 billion, the market value is 160 billion, 800 yuan per share.
The 2014 output value indicator doubled is 16 billion, the market value is 320 billion, and 1600 yuan per share.
The 2015 output value indicator is doubled by 32 billion, the market value is 640 billion, 3,200 yuan per share.
How much is the profit amount that calculates the time-based rights of the right time according to the date of execution of the period of time according to the date of execution of the right time, according to the date of execution of the right time.
The first time the second time the date is on April 1, 2013,
The third time of the first period of option is April 1, 2014, 25,000 shares × (1600-129) = 367.75 million yuan.
The fourth period of the first period of order is April 1, 2015, 25,000 shares × (3200-129) = 767.75 million yuan. "
Bai Qingting: "I have been shocked by this measured profit from this measured.
Please ask the general manager of the Securities Department to answer the civilian, my algorithm, right? "
The general manager of the Ministry of Securities will give up to answer: "White boss, this number you calculate, the market value is also doubled by double development every year.
In fact, we can't do this high precision when we actually operate, and you can't do so ideal development.
In the actual measurement, I adjusted your share price calculation. After years of trial, accuracy is still quite high. "
Bai Qingting: "Then you tell me how your share price is adjusted, I will return Zhou Wen again."
The general manager of the Ministry of Securities said: "The second shares multiplied by a coefficient of 0.6, the third stock price multiplied by 0.4 coefficient, the fourth stock price multiplied by 0.3 coefficient."
Bai Qingting: "Well, then I will help Zhou Wen into a calculation.
The second time the date of the first period of time is April 1, 2013, 25,000 shares × (800 × 0.6-129) = 87.75 million yuan.
The third time the date of the first phase of the option is April 1, 2014, 25,000 shares × (1600 × 0.4-129) = 127.75 million yuan.
The fourth time of the first period of option is April 1, 2015, 25,000 shares × (3200 × 0.3-129) = 207.75 million yuan. "
Bai Qingting: "After adjusting the share coefficient, the amount of profitable will be shocked, but the amount is still very big.
Your adjustment factor, how is the text, how did it come? "
The general manager of the Ministry of Securities replied: "White boss, these coefficients are the statistics of the share price changes of the listed company since I have experienced, there is no theoretical basis.
That is, it can only be considered an empirical data.
Reference only for reference only. "
Bai Qingting: "Wen always, you study these data for many years.
What is the cause of the reason? "
The general manager of the Ministry of Securities said: "This stock price is very volatility. The unit price of each stock that you originally measured is actually the highest price of the peak of the city, so it is a virtual High unit price.
The market value of the stock market cannot be able to do double-scale development every year.
Plus the selected duty date is on April 1, at this time, the unit price should not be the highest stock unit price in the same year.
The coefficient of the shares I have said, I have studied the average coefficient of stock unit price and the estimated maximum stock unit price in the same year, and has certain reference. "
Bai Qingting: "Well, if this is said, the reliability of these data is much higher now.
Let's take a look at the data.
The first time the first time the final dates were on April 1, 2012, 25,000 shares × (400 × 0.75-129) = 4275 million yuan.
The second time the date of the first period of time is April 1, 2013, 25,000 shares × (800 × 0.6-129) = 87.75 million yuan.
The third time the date of the first phase of the option is April 1, 2014, 25,000 shares × (1600 × 0.4-129) = 127.75 million yuan.
The fourth time of the first period of option is April 1, 2015, 25,000 shares × (3200 × 0.3-129) = 207.75 million yuan.
What is the money to assume how much this four options can get a hand?
Is 427.5 + 877.5 + 1277.5 + 207.75 million = 46.6 million yuan.
God, these 70 employees, if the right is profitable, all according to our estimated value, the lowest person can get 46.6 million yuan in the fifth year.
So say, these people will not go, don't run, the interest is too big, too attractive.
It can be said that the industry's level of salary, bonus treatment, option treatment, etc. should be considered the best. Basically, our Western Construction Co., Ltd. lifted the treatment of the entire industry. "
Bai Qingting preliminary explanation of the details of the option: Western Building Co., Ltd. First Phase III Inspare Plan (Draft)
Kyoto City Junbei Law Firm
About "Western Construction Co., Ltd. first stock option incentive plan
Legal opinion of (draft)
Western Construction Co., Ltd .::
Kyoto City Junbei Law Firm (hereinafter referred to as "This") is a law firm with legal business qualifications. The commission of Western Construction Co., Ltd. ("Company" or "Western Buildings"), on the "Western Building Co., Ltd." (Draft) "(hereinafter referred to as" incentive plan (draft) ") and Relevant matters (hereinafter referred to as "incentive plan" or "this incentive plan") serve as a special legal consultant and issued a book of legal opinions.
This legal opinion is based on the "Corporate Law of the People's Republic of China" (hereinafter referred to "), the" Securities Law "(hereinafter referred to as" Securities Law "), China Securities Regulatory Commission (hereinafter referred to as" China Securities Regulatory Commission ")" The equity incentives of listed companies (trial) "(hereinafter referred to as" Management Measures), "Memorandum No. 1 of the Equity Incentives" (hereinafter referred to as "Memo No. 1"), "equity")
Incentive Related Memorandial No. 2 "(hereinafter referred to as" Memo No. 2 ") and" Equity Incentives
Memorandum No. 3 "(hereinafter referred to as" Memorandum No. 3 ") and other laws, regulations and normative documents.
According to the requirements of laws, regulations and the company's entrustment, the lawyer's legal compliance, the statutory procedures, information disclosure, and the incentive plan of this incentive program have been reviewed, and the impact of the company and all shareholders' interests. According to the lawyer's understanding of the relevant facts and laws, the law has been issued legal advice on the fact that the Book of Legal opinions has occurred. This place only has the incentive plan
The legal issues of the relevant legal issues did not comment on illegal laws such as accounting, auditing. For these contents, the appropriate qualifications do not have verification and evaluation.
In order to issue this legal opinion, the lawyer verified the relevant documents and its copies provided by the company, and based on the company's lawyer's lawyer: The company has provided the legal opinions must be, true, complete Original written materials, copy materials or oral testures, there is no miss or conceal; all documents provided and the facts are true, accurate and complete; the company's files and files provided on the documentation and seals All are true; the copies or copies provided by the company are exactly the same as the original.
This legal opinion is signed by the lawyer's lawyers and encompasses the Etus. It is only available for the company to use the incentive plan. The lawyer agreed that the company will submit this legal opinion as an integral part of the incentive plan, and take responsibility for legal opinions issued by law.
According to the relevant legal provisions, the lawyers have verified the documents and related facts provided by the company and the relevant facts of the company, and the legal opinions are as follows:
First, the legal compliance of this incentive plan
(1) Main qualifications for implementing this incentive program
According to the Beijing Industrial and Commercial Administration, "Corporate Legal Open" issued on January 3, 2001
"Registration Number: 1100000041xxxxx), the company established on September 12, 1992 (listed, natural person investment or holding).
According to the written description of the company and the appropriate verification of the lawyers, as of the date of the legal opinion, the company listed on the Shenzhen Stock Exchange does not have the situation in accordance with the laws, regulations and the "Corporate Articles of Association". There is no recent accounting annual financial accounting report to issue a negative opinion or unable to express an opinion report, and there is no case of administrative punishment by the China Securities Regulatory Commission for the China Securities Regulatory Commission in the last year.
According to the above, the company has the case where the incentive plan is not allowed to carry out the incentive plan in accordance with Article 7 of the Administrative Measures, and there is no incentive plan.
(2) Main qualification of motivation objects
1, the range of excitation objects
According to the "Incentive Plan (Draft)", the incentive target of this incentive program is 75 people in the company's backbone. The list of motivated objects will be detailed and detailed. According to the relevant documents provided by the company and the appropriate verification of the lawyers, the incentive object has been recognized by the company's board of directors and verified by the company's board of supervisors.
2, the main qualification of the motivation of the object
According to the relevant documents provided by the company and the appropriate verification of the company, the incentive objects are Chinese nationality and have a full civil capacity; the incentive object does not have the case of the publicly condemnation or announcement of the stock exchange in the last three years, there is no existence In the last three years, due to the situation of major illegal violations to be administrative punishment by the China Securities Regulatory Commission, there is no situation in which the company's directors, supervisors and senior management personnel are not present; the incentive object does not include company independent directors and supervisors, not Contains a major shareholder or actual controller of more than 5% of the company's shareholding.
According to the written document provided by the company and the lawyers of this company, the incentive object does not participate in any other listed companies outside the company's stock option incentives.
In summary, incentive objects and incentive objects confirmed and verified in accordance with Article 8 of the Administrative Measures, Article 2 and Article 2 and Article 7 of Memorandum No. 1 and Article 2 of Memorandi No. 2.
(3) Source of funds for motivate objects
According to the "Incentive Plan (Draft)", the incentive object should be self-financing in accordance with the source funds required in accordance with the incentive plan, and the company may not obtain the stock option to provide loans and any other form of financial resources according to the stock option incentive plan. Funding, including guarantees for their loans.
Accordingly, the source of the incentive targets determined by this incentive program complies with the provisions of Article 10 of the Administrative Measures.
(4) The number of stock sources and stocks involved in this incentive program
According to the "Incentive Plan (Draft)", the company awards the 200,000 stock options incentives, each stock option has the right to purchase a Western architectural stock in the viable date of the incentive plan. After approved by this incentive program, the company will issue 2 million stocks to the incentive target as the stock source of this incentive program. The number of stock options intended to be granted in this incentive program, and the number of stocks involved in the total share of 75,121,950 shares is 2.66%, and the targeted stocks involved are RMB A-share ordinary shares. The total number of stocks involved in any of the invitation targets have not exceeded by 1% of the company's total share capital.
Accordingly, the stock source involved in this incentive program complies with the provisions of Articles 2 and 11 of Management Measures. This incentive program covers the number of stocks complies with Article 12 of the Administrative Measures.
(5) The main content of the incentive plan
By verification of this lawyer, the "Incentive Plan (Draft)" consists of 14 parts, including: "The purpose of the Incentive Plan", "The Administration of the Stock Option Incentive Plan", "The Establishment of Incentive Objects", "" The stock option incentive plan stock source and stock quantity "," allocation of stock options "," Incentive Plan Validity, Grant Day, Feasible Day, Solid Sale Sale " Method "," The Conditions of Stock Options "," Implementing Equity Incentives "," Adjustment Methods and Procedures for Incentive Plan "," The Stock Options Grant Procedures and Incentive Objects "," Company With the rights and obligations of incentive objects, "change, termination and other matters" and "other", which covers the contents of Article 13 of the Administrative Measures requires the provisions or instructions in the incentive plan. And clearly stated that the equity incentive accounting treatment method, calculating the implementation of the implementation of the equity incentive plan for various performances, and the incentive objects can accelerate the right or unlocked in advance without the control of the listed company. Terms.
Accordingly, the main content of this incentive program is in line with Article 13 of the Administrative Measures and No. 3.
Articles 2 and 4.
(6) Grant and exercise of stock options 1, transfer of stock options
According to the "Incentive Plan (Draft)", the stock options that Incentive objects have been issued may not be transferred or used to guarantee or repay debt.
2, the validity period and feasibility of stock options
According to the "Incentive Plan (Draft)", this incentive program is valid for the Japanese period of stock options. The stock options granted by the incentive plan were held in the date of 12 months after 12 months.