Core Viewpoint - The independent directors of the company have actively fulfilled their responsibilities in accordance with relevant laws and regulations, ensuring the protection of the rights and interests of the company and all shareholders, while also enhancing corporate governance and decision-making processes [1][19][20]. Independent Directors' Basic Information - As of December 31, 2024, the company’s fifth board of directors includes five members, with independent directors meeting regulatory requirements for number and proportion [1][2]. - The independent directors possess diverse professional backgrounds, including expertise in accounting, actuarial science, healthcare, economics, and finance, and include members from mainland China, Hong Kong, and the United States [2][3]. Annual Performance of Independent Directors Meeting Attendance and Decision Participation - Independent directors attended 30 meetings and discussed 121 proposals, with attendance rates meeting the required two-thirds threshold [2][4]. - All independent directors voted in favor of all proposals, with no abstentions or dissenting votes recorded [2][4]. Participation in Board Committees - The company has five specialized committees, including the Audit Committee and the Risk Management and Consumer Rights Protection Committee, which operate in compliance with legal and regulatory requirements [6][7]. - Independent directors actively participated in committee meetings, contributing to the discussion and approval of various proposals [7][8]. Supervision Responsibilities - Independent directors monitored the implementation of board decisions and provided timely feedback to management, ensuring that their professional opinions were considered [8][9]. - They maintained communication with management to stay informed about the progress of board decisions and other relevant matters [9][10]. Professional Consultation Responsibilities - Independent directors engaged in specialized research and discussions to provide informed recommendations on strategic issues, including risk management and sustainable development [10][11]. - They participated in external audits and communicated with auditors to ensure transparency and accountability in financial reporting [13][14]. Key Focus Areas for Independent Directors Related Party Transactions - Independent directors reviewed and assessed related party transactions to ensure compliance with regulations and protect shareholder interests [16][17]. Compliance with Commitments - The company and its major shareholders fulfilled commitments made in the prospectus, ensuring adherence to regulatory requirements [16][17]. Financial Reporting and Internal Controls - Independent directors actively participated in the preparation and review of financial reports, ensuring timely and accurate disclosures [17][18]. Appointment of External Auditors - The Audit Committee, led by independent directors, evaluated and approved the appointment of Ernst & Young as the external auditor for 2024, ensuring compliance with professional standards [18][19]. Overall Evaluation and Recommendations - The independent directors demonstrated a commitment to high ethical standards and compliance with laws and regulations, contributing positively to the company's governance and strategic direction [19][20]. - Continuous professional development and adherence to new regulatory requirements were emphasized to enhance the effectiveness of independent directors [20].
中国人保: 中国人保2024年度独立董事述职报告（邵善波）