Trillion Market Capitalization is Not a Dream

"Trillion market capitalization is not a dream (

Tao Wuming, president of the first business unit, paused for a while and then said: "Then the signing of their settlement procedures is also official after the completion and acceptance of the original contract.

In this way, after two troubled units set an example of sabotaging cooperation in the front, other suppliers took the initiative to express their willingness to overcome difficulties and tide over difficulties together with the company in order not to lose our major customer, Western Construction Co., Ltd.

We let the company spend nearly 2 million yuan in progress funds, and let more suppliers help us advance nearly 80 million yuan in project funds, achieving a capital leverage ratio of one to forty times.

An additional working capital of 78 million yuan for the company's savings.

Therefore, boss, our first business department took the initiative to consider the pressure of the company's capital operation, and made reasonable work arrangements in advance.

Quietly extinguished the flames of crisis in the running process, without causing him any harm to the normal operation of the company. "

Bai Qingting realized that at such a very important conference, too many questions about Tao Wuming, President of the First Division, could not be raised.

Bai Qingting: "Mr. Tao's report is very exciting, please take a seat.

Let us thank Mr. Tao for his wonderful report with warm applause. "

There was warm applause in the conference room.

Bai Qingting: "Lei Chun of the second business department collected 80 million yuan, and the collection rate reached 80%.

Everyone applauded. "

There was a sound in the conference room.

Bai Qingting: "Song Zhiyuan of the Fifth Division received 261 million yuan, and the collection rate was an astonishing 90%.

Let's warmly applaud Song Zhiyuan, President of the Fifth Division, to share with us the secret of such a high collection rate. "

At the request of Bai Qingting, the core layer of the fifth business unit took the lead in applauding and welcoming.

Song Zhiyuan, president of the fifth business unit, stood up, turned around and smiled and said humbly to everyone: "Actually, there is no special secret to the high collection rate of our business department.

My habit is to ask everyone to report the amount that should normally be collected, and then on this basis, combined with the actual situation of the completed output value, adjust their planned collection amount by 20%, and then let everyone implement it.

In the actual implementation process, the average collection rate increased by 15% compared with the theoretical value.

In particular, Zhao Manfu, the head of Xiangchan in our Nanhai area, managed the Nanshan project, which normally collects 20 million yuan this time, but miraculously achieved a good result of 34.868 million yuan. The extra 14.868 million yuan recovered, accounting for 5.1% of the 290 million yuan output value of the entire division, means that the good collection work of this Nanshan project has improved the collection rate of the entire fifth division to 5.1%. "

Bai Qingting: "Mr. Song, this Nanshan project was originally a bad project for the whole company, but now it has turned into an excellent project that can be collected in advance?"

Song Zhiyuan, president of the fifth business unit, replied: "Yes, Boss Bai.

This thing also exceeded my expectations. "

Bai Qingting: "According to the spirit of our meeting notice, the person in charge of production should be here.

Mr. Song, did you say that Zhao Manfu, the head of production in the Nanhai area, came to the meeting? "

Song Zhiyuan, president of the fifth business unit, replied: "Boss Bai, Zhao Manfu, the head of production in the Nanhai area, is here."

Bai Qingting: "Okay.

I saw Zhao Manfu.

Come, Mr. Zhao, please say a few words.

Yes, please pass the microphone to Zhao Manfu quickly. "

Bai Qingting preached to the assistant at the venue.

Zhao Manfu took the microphone handed over by the service staff at the venue and said, "Thank you, Boss Bai, for giving me a chance to report.

Thank you Mr. Song, President of the Fifth Division, for your care.

It is not an exaggeration to describe the process of the Nanshan Project's over-collection as being thrilling.

If it was a movie, it should be possible to make a kung fu movie that is several hours long.

On this important meeting occasion, I would like to give you a brief report on the main process of achieving overpayment:

1. Declaration of progress output value: The business calculates that the actual completed output value is only 25 million yuan, and it can receive 80% of the progress payment, which is 20 million yuan. But Mr. Song gave me a verbal collection instruction of 33 million yuan.

The difference between the two data is very large, and the details of how to deal with it are not clear to me.

I only remember that in the end, the output value was confirmed to be 46 million yuan, and the amount received to the general contractor Huatie's account was 36.8 million yuan. The amount collected by the general contractor Huatie and returned to the account of Western Construction Co., Ltd. is 34.868 million yuan.

The actual amount of 34.868 million yuan received into the company's account is 1.868 million yuan more than the collection target of 33 million yuan that Mr. Song gave me. "

Bai Qingting: "Okay, Mr. Zhao explained the main process of overcharging for the project.

It's just that I'm still curious, how did you realize the on-site output value of 25 million yuan, but signed back the output value of 46 million yuan.

Mr. Zhao, you didn't quite understand the detailed process just now, did you? "

Zhao Manfu replied, "Yes, Boss Bai, I don't know the details."

Bai Qingting: "Mr. Zhao, is there anyone in the team you came to the meeting today who knows the details of this output value confirmation?"

Zhao Manfu replied: "Yes, he is Zhang Yunqing, the business director of my area."

Zhang Yunqing replied, "..."

Bai Qingting described the "Western Construction Co., Ltd. First Phase Stock Option Incentive Plan (Draft provided by the lawyer

Kyoto City Junbisheng Law Firm

About "Western Construction Co., Ltd. First Phase Stock Option Incentive Plan

(Draft Legal Opinion

Western Construction Co., Ltd.:

Kyoto Junbisheng Law Firm (hereinafter referred to as "the firm") is a law firm qualified to engage in legal business. The Exchange is entrusted by Occidental Construction Co., Ltd. ("Company" or "Occidental Construction"). Relevant matters (hereinafter referred to as "incentive plan" or "this incentive plan") act as special legal counsel and issue this legal opinion.

This legal opinion is in accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), and the China Securities Regulatory Commission (hereinafter referred to as the "Securities Law"). China Securities Regulatory Commission") "Administrative Measures for Equity Incentives of Listed Companies (Trial (hereinafter referred to as "Administrative Measures"), "Memorandum No. 1 on Equity Incentive Related Matters" (hereinafter referred to as "Memorandum No. 1"),

Incentive-related Matters Memorandum No. 2 (hereinafter referred to as "Memorandum No. 2") and Equity Incentive-related Matters

Memorandum No. 3 (hereinafter referred to as "Memorandum No. 3") and other laws, regulations and normative documents.

According to the requirements of relevant laws and regulations and the company's entrustment, the lawyers of the firm have reviewed the legality and compliance of the incentive plan, the legal procedures performed, information disclosure, and the impact of the incentive plan on the interests of the company and all shareholders. Based on our lawyers' understanding of the relevant facts and the law, we will express legal opinions on the facts that have occurred and existed before the date of this legal opinion. The firm is only related to this incentive plan

It does not express opinions on non-legal professional matters such as accounting and auditing. The firm is not properly qualified to verify and evaluate such content.

In order to issue this legal opinion, the lawyers of our firm have checked the relevant documents and their photocopies provided by the company, and based on the following guarantees made by the company to our lawyers: Original written materials, duplicate materials or oral testimony without any omission or concealment; all documents provided and facts stated are true, accurate and complete; documents provided by the company and the signature and seal on the documents All are true; the duplicate materials or photocopies provided by the company are exactly the same as the originals.

This legal opinion will become effective after it is signed by the lawyer in charge of the firm and affixed with the official seal of the firm. It is only used by the company for this incentive plan and shall not be used for any other purpose. The lawyers of our firm agree that the company will take this legal opinion as an integral part of the application materials of this incentive plan, and shall be responsible for the legal opinion issued in accordance with the law.

The lawyers of our firm have checked and verified the documents and relevant facts provided by the company in accordance with the relevant laws and regulations and the recognized business standards, ethics and diligence of the Chinese lawyer industry, and hereby issue this legal opinion as follows:

1. Legal compliance of this incentive plan

(1) Qualifications for the implementation of this incentive plan

According to the "Business Law of the Enterprise Legal Person" issued by the Kyoto City Administration for Industry and Commerce on January 3, 2008

(Registration No.: 1100000041XXXXX), the company is a joint stock limited company (listed, invested or controlled by a natural person) established on September 12, 2001.

According to the written explanation provided by the company and the proper verification by our lawyers, as of the date of the issuance of this legal opinion, the company's joint stock limited company listed on the Shenzhen Stock Exchange does not need to be terminated in accordance with laws, regulations and the "Articles of Association". ; There is no audit report issued by a certified public accountant with a negative opinion or an inability to express an opinion in the financial accounting report of the most recent fiscal year, nor is there an administrative penalty imposed by the China Securities Regulatory Commission for major violations of laws and regulations in the last year.

According to the above, the company is a validly existing listed company, there is no situation under Article 7 of the "Administrative Measures" that prohibits the implementation of an incentive plan, and it has the qualification to implement the incentive plan.

(2) Subject qualifications of incentive objects

1. Scope of incentive objects

According to the "Incentive Plan (Draft, the incentive objects of this incentive plan are the company's backbone middle-level managers, a total of 75 people. For details of the list of incentive objects, please refer to Annex 1 of this legal opinion. According to the relevant documents provided by the company and the proper verification by our lawyers, the incentive object has been confirmed by the company's board of directors and verified by the company's board of supervisors.

2. Subject qualifications of incentive objects

According to the relevant documents provided by the company and the proper verification by our lawyers, the incentive objects are all Chinese nationals and have full capacity for civil conduct; the incentive objects have not been publicly condemned or declared to be inappropriate persons by the stock exchange in the past three years, and there is no such thing as In the past three years, the CSRC has imposed administrative penalties for major violations of laws and regulations, and there is no circumstance that the Company Law stipulates that the company shall not serve as a director, supervisor or senior manager of the company; the incentive objects do not include the company's independent directors and supervisors, nor Including major shareholders or actual controllers holding more than 5% of the company's shares.

According to the written documents provided by the company and the proper verification by our lawyers, the incentive object has not participated in the stock option incentive plan of any other listed company other than the company.

In summary, the confirmation and verification methods of incentive objects and incentive objects conform to Article 8 of the Administrative Measures, Articles 2 and 7 of Memorandum No. 1, and Article 1 of Memorandum No. 2.

(3) Source of funds for incentive objects

According to the "Incentive Plan (Draft, the incentive objects shall raise funds by themselves according to the source of the exercise funds stipulated in this incentive plan, and the company shall not provide loans or any other form of financial financing for the incentive objects to obtain relevant stock options according to the stock option incentive plan. Funding, including guaranteeing their loans.

Accordingly, the source of funds for the incentive objects determined by this incentive plan conforms to the provisions of Article 10 of the "Administrative Measures".

(4) The source and quantity of shares involved in this incentive plan

According to the "Incentive Plan (Draft, the company grants incentive objects 2 million stock options, each stock option has the right to purchase one Occidental construction stock at the exercise price and exercise conditions on the exercise date within the validity period of the incentive plan. After the incentive plan is approved, the company will issue 2 million shares of the company to the incentive object as the source of the incentive plan. The number of stock options to be granted in this incentive plan is 2 million, and the number of underlying stocks involved accounts for 2.66% of the company's total share capital of 75,121,950 shares. The types of underlying stocks involved are RMB A-share ordinary shares. The total number of shares involved in the accumulated stock options granted to any one incentive object shall not exceed 1% of the company's total share capital.

Accordingly, the sources of stocks involved in this incentive plan comply with the provisions of Articles 2 and 11 of the "Administrative Measures", and the number of stocks involved in this incentive plan complies with the provisions of Article 12 of the "Administrative Measures".

(5) Main contents of the incentive plan

After verification by our lawyers, the "Incentive Plan (Draft consists of 14 parts, including: "Purpose of Implementing Incentive Plan", "Administrative Organization of Stock Option Incentive Plan", "Establishment Basis and Scope of Incentive Objects", "Incentive Plan". Stock Origin and Stock Quantity of Stock Option Incentive Plan", "Allocation of Stock Option", "Incentive Plan Validity Period, Grant Date, Exercise Date, Lock-up Period of Target Stock", "Stock Option Exercise Price and Determination of Exercise Price" Methods", "Granting Conditions and Exercise Conditions of Stock Option", "Financial Calculation for Implementing Equity Incentives", "Incentive Plan Adjustment Methods and Procedures", "Stock Option Granting Procedures and Incentive Objects Exercise Procedures", "Company" and the rights and obligations of incentive objects", "changes, terminations and other matters of the incentive plan" and "others", which cover the various contents stipulated or explained in the incentive plan required by Article 13 of the "Administrative Measures" , and clearly explain the accounting treatment method of equity incentives, calculate and list the impact of the implementation of the equity incentive plan on the performance of each period, and do not set the incentive object to accelerate the exercise of rights or unlock in advance in the event of a change in control, merger, or division of the listed company. terms.

Accordingly, the main content of this incentive plan conforms to Article 13 of the Administrative Measures and Memorandum No. 3

Articles 2 and 4.

(VI) Grant and exercise of stock options 1. Transferability of stock options

According to the "Incentive Plan (Draft, the stock options granted to incentive objects may not be transferred or used to guarantee or repay debts.

2. Validity period and exercise date of stock options

According to the "Incentive Plan (Draft, this incentive plan is valid for six years from the date of grant of stock options. The stock options granted by this incentive plan can be exercised after 12 months from the date of grant.

3. Instalment exercise

According to the "Incentive Plan (Draft, the incentive object shall exercise the options in installments according to the arrangement stipulated in this incentive plan, and the incentive object must exercise the option within the validity period of the option. No right to exercise.

4. The exercise price of stock options

According to the "Incentive Plan (Draft, the exercise price of the stock options granted this time is 129.98 yuan. The determination method is as follows: the exercise price of the granted stock option shall be the higher of the following two prices: 1. The closing price of Occidental Construction stock on the trading day before the summary of the draft stock option incentive plan is announced: 129.98 yuan; 2. The average closing price of Western Construction shares in the 30 trading days before the announcement of the draft stock option incentive plan summary: 109.15 yuan.

5. Adjustment of stock options

According to the "Incentive Plan (Draft, if Western Construction has matters such as capital reserve transfer to increase shares, distribution of stock dividends, stock splits, allotment or reduction of shares, etc. before the exercise of options, the number and exercise price of stock options should be evaluated

The exercise price of the granted stock options shall be the higher of the following two prices: 1. The closing price of Occidental Construction stock on the trading day before the announcement of the draft stock option incentive plan summary: 129.98 yuan; 2. The draft stock option incentive plan The average closing price of Occidental Construction shares in the 30 trading days before the summary announcement: 109.15 yuan ~ www.readwn.com ~ adjustment of stock options

According to the "Incentive Plan (Draft, if Western Construction has matters such as capital reserve transfer to increase shares, distribution of stock dividends, stock splits, allotment or reduction of shares, etc. before the exercise of options, the number and exercise price of stock options should be evaluated

The exercise price of the granted stock options shall be the higher of the following two prices: 1. The closing price of Occidental Construction stock on the trading day before the announcement of the draft stock option incentive plan summary: 129.98 yuan; 2. The draft stock option incentive plan The average closing price of Western Construction stocks in the 30 trading days before the summary was announced: 109.15 yuan.

5. Adjustment of stock options

According to the "Incentive Plan (Draft, if Western Construction has matters such as capital reserve transfer to increase shares, distribution of stock dividends, stock splits, allotment or reduction of shares, etc. before the exercise of options, the number and exercise price of stock options should be evaluated

The exercise price of the granted stock options shall be the higher of the following two prices: 1. The closing price of Occidental Construction stock on the trading day before the announcement of the draft stock option incentive plan summary: 129.98 yuan; 2. The draft stock option incentive plan The average closing price of Western Construction stocks in the 30 trading days before the summary was announced: 109.15 yuan.

5. Adjustment of stock options

According to the "Incentive Plan (Draft, if Western Construction has matters such as capital reserve transfer to increase shares, distribution of stock dividends, stock splits, allotment or reduction of shares, etc. before the exercise of options, the number and exercise price of stock options should be evaluated

The exercise price of the granted stock options shall be the following two prices.