LEDER technology's indoor LED Panel Light is designed for the LED replacement market. The Flat Panel Light is easy to install, delivers even illumination and has a clean, modern appearance.
LED Panel Light`s flat semi-flush mounting fixture provides a low-profile design, while the molded frame works modern without losing traditional LED.The LED panel Light is the perfect choice for a quality LED panel at an affordable price. The smooth, even lens projects a crisp and clean aesthetic. This panel Light offers 4000 lumens and 3500-kelvin CCT for warm color temperature.
Features:
• Uniform illumination
• Easy to assemble
• Great power saving
• Suitable for operation at -20°C ~45°C
• A low profile design
• Color temperature is available on warm white and cold white
• Body color can be customized as your requirement
• Type of protection: IP20 / IP65 (Some models)
• Warranty: 2 years
This LED Panel Light is the perfect choice for budget-conscious school, commercial office, or small retail footprint projects. The Panel Light can also be used in living rooms, bookstores and shopping malls.
We have rich production experience in lighting.Except LED Panel Light , we also offered other product in Indoor Lighting .Such as : LED Downlight , Track Light , Linear Light ,Wall Light , LED Strip Light , LED Tube Light , Cabinet Light , LED Bulb , LED Ceiling Light as so on .
Flat LED Light,LED Wall Panels,Solar Panel Lights,LED Flat Panel Light LEDER LIGHTING CO.,LTD , https://www.lederlight.com
Yu Diamond: Legal Opinion on Termination of Equity Incentive Plan
**Legal Opinion of Shanghai Jintiancheng Law Firm on the Termination of the Equity Incentive Plan of Zhengzhou Huajing Diamond Co., Ltd.**
To: Zhengzhou Huajing Diamond Co., Ltd.
Shanghai Jintiancheng Law Firm (hereinafter referred to as “the Firmâ€) has been entrusted by Zhengzhou Huajing Diamond Co., Ltd. (hereinafter referred to as “the Company†or “Yu Diamondâ€) to provide legal opinions regarding the termination of its equity incentive plan. This legal opinion is issued in accordance with the relevant provisions of the Company Law of the People’s Republic of China, the Securities Law of the People’s Republic of China, and the Administrative Measures for Equity Incentives of Listed Companies (Trial), among other applicable laws, regulations, and regulatory documents.
The following statements are made by our legal team:
1. Our legal team has based this opinion on factual circumstances that have occurred or existed in the past, in compliance with Chinese law, regulations, and the requirements of the China Securities Regulatory Commission.
2. The lawyers at the Firm have fulfilled their statutory duties, adhered to the principles of honesty, integrity, independence, diligence, and conscientiousness, and conducted necessary verification and due diligence on all legal issues involved in the termination of the equity incentive plan to ensure that this legal opinion contains no false records, misleading statements, or material omissions.
3. The methods used by our lawyers for verification include reviewing written materials, examining company disclosure documents, interviewing relevant personnel, and other procedures stipulated by law. We believe these methods are sufficient to guarantee the truthfulness, completeness, and accuracy of the legal opinions provided.
4. The Company has assured us that all original documents, copies, or oral testimonies required for the preparation of this legal opinion have been provided, and that all copies are consistent with the originals.
5. All documents and materials related to this legal opinion have been reviewed and analyzed by our legal team, and the opinions are issued accordingly. For any facts not supported by independent evidence, we have relied on documents issued by the Company and relevant authorities, after performing due diligence in accordance with the standards set forth in the Measures for the Administration of Securities Laws of Law Firms.
6. This legal opinion is intended solely for the purpose of filing a record with the regulatory authorities regarding the termination of the equity incentive plan. It must not be used for any other purpose without the consent of the Firm.
In light of the above, our legal opinion on the termination of the equity incentive plan is as follows:
I. Approval and Implementation of the Equity Incentive Plan
1. On April 20, 2011, the first board of directors and the first board of supervisors of the Company held meetings and approved the "Stock Option Incentive Plan (Revised Draft)".
2. On May 10, 2011, the 2011 Second Extraordinary Shareholders’ Meeting approved the Stock Option Incentive Plan.
3. On June 7, 2011, the Company’s board of directors approved the proposal to adjust the number of stock options and exercise price under the plan, following the implementation of the 2010 profit distribution plan.
4. On September 2, 2011, the Company completed the registration of stock options and issued the notice of completion of the registration.
5. On June 5, 2012, the second board of directors approved the proposal to adjust the number of stock options and exercise price, in line with the 2011 profit distribution plan.
6. The 2012 Annual General Meeting of Shareholders approved the 2012 profit distribution plan, which was implemented on May 22, 2013. The exercise price was adjusted from 6.36 yuan per share to 6.32 yuan per share.
II. Feasibility of Terminating the Equity Incentive Plan
Based on the Company’s audit reports, the weighted average return on equity for 2012 was 9.50%, and net profit increased by 61.19% compared to 2010—both failing to meet the performance targets set in the first exercise period of the Stock Option Incentive Plan. Additionally, macroeconomic conditions and market environments have changed significantly since the plan’s launch, and the current stock price is below the exercise price. Only six individuals remain under the plan, and some have left due to internal changes. With the expansion of production capacity and the development of new talent, the Company believes the plan is no longer effective in achieving its intended motivational goals.
Our legal team concludes that the termination of the Stock Option Incentive Plan does not violate any relevant laws, including the Company Law, the Securities Law, and the Administrative Measures.
III. Procedures for the Termination of the Equity Incentive Plan
1. The Company's shareholders' meeting, as the highest decision-making body, has the authority to approve changes and terminations of the plan.
2. The board of directors has been authorized by the shareholders’ meeting to make decisions regarding the plan.
3. The termination requires approval from the board of supervisors.
4. Independent directors must issue their opinions.
5. The incentive recipients must provide a "No Objection Letter."
6. After board approval, the Company must cancel the stock option registration and fulfill information disclosure obligations.
IV. Legal Consequences of Termination
Once the plan is approved by the board of directors, it will lose legal effect, and the stock options granted under the plan will be canceled.
V. Conclusion
In summary, our legal team believes that the early termination of the Stock Option Incentive Plan, given the inability to achieve the expected results, complies with the Company Law, the Securities Law, the Administrative Measures, and the Company’s articles of association and the plan itself. However, the plan must still be approved by the board of directors. Upon approval, the plan will be terminated, and the Company must promptly complete the deregistration process and fulfill its disclosure obligations.
This legal opinion is issued in one original and several copies, each of which has equal legal effect.
Managing Lawyer: Shen Guoquan
Person in charge: Wu Mingde
Managing Lawyer: Jiang Zhijun
June 27, 2013
Address: 14th Floor, Citigroup Building, 33 Shiqiao Road, Pudong New Area, Shanghai, China, 200120
Tel: (86) 21-61059000; Fax: (86) 21-61059100