GAC GROUP(601238) Zheng Quan Zhi Xing·2025-03-28 16:29Core Viewpoint - The independent director of Guangzhou Automobile Group Co., Ltd. has diligently fulfilled responsibilities, ensuring the protection of the interests of all shareholders, particularly minority shareholders, while adhering to relevant laws and regulations [1][2]. Group 1: Independent Director's Basic Information - The independent director has served since May 29, 2020, holding multiple roles including chairman of the remuneration and assessment committee, and has extensive legal and management experience [1]. - The director has no other positions within the company or its subsidiaries, ensuring independence in judgment [2]. Group 2: Annual Performance Overview - The independent director attended 21 board meetings and one annual general meeting, with one meeting attended by a delegate due to other commitments [2]. - The director actively engaged in discussions regarding executive remuneration and stock incentive plans, and attended six audit committee meetings [2]. Group 3: Key Focus Areas - The independent director closely monitored the company's operational status and provided suggestions for resolving sales disputes and brand management [3]. - The director conducted independent assessments of related party transactions, confirming their compliance with market principles and regulatory requirements [4]. - The director reviewed the company's periodic reports and internal control evaluations, finding them compliant with accounting standards and free from significant defects [5]. Group 4: Internal Control and Audit - The company has established an internal control system that meets national regulations and stock exchange requirements, ensuring the integrity and effectiveness of operations [5]. - The independent director endorsed the appointment of auditing firms, confirming their capability to conduct independent audits [5]. Group 5: Remuneration and Profit Distribution - The director reviewed the annual performance evaluation and remuneration plans for senior management, deeming them reasonable and aligned with industry standards [6]. - The company implemented a profit distribution plan, distributing cash dividends of RMB 0.1 per share for 2023 and RMB 0.03 per share for the 2024 interim period, in compliance with regulations [6][7]. Group 6: Information Disclosure - The independent director emphasized the importance of high-quality information disclosure, ensuring that the company adhered to relevant regulations and maintained transparency [7][8]. - Throughout the year, the company did not experience any delays or errors in announcements, safeguarding shareholders' rights to information [8]. Group 7: Overall Evaluation and Recommendations - The independent director maintained a diligent and professional approach, contributing to the board's decision-making process and protecting the interests of minority shareholders [8].