汇中股份: 汇中股份独立董事专门会议工作制度

General Provisions - The company establishes this working system to improve corporate governance structure and standardize operations, based on relevant laws and regulations [1] Meeting Rules - The special meeting of independent directors must be attended by all independent directors, and one independent director is elected to convene and preside over the meeting [2] - Independent directors are required to hold at least one regular meeting annually, with notifications sent out 5 days in advance for regular meetings and 3 days for temporary meetings [2] - If an independent director cannot attend, they may delegate another independent director to represent them [2] - Meetings can be held in person, via communication methods (including video and phone), or a combination of both [2] - Voting in the special meeting is conducted on a one-vote-per-person basis, with various voting methods available [2] Special Powers and Responsibilities - Certain matters must be reviewed and approved by the special meeting before being submitted to the board of directors, including decisions made by the board regarding acquisitions [3] - Independent directors must obtain majority approval from the special meeting before exercising specific powers, such as hiring external consultants or proposing meetings [3] - The special meeting can also discuss other company matters as needed [3] Meeting Records and Confidentiality - Meeting records must be created, including details such as date, location, attendees, and voting results, and must be accurate and complete [4] - Independent directors are required to express their independent opinions during meetings, which should be clear and well-defined [4] - All materials provided to independent directors must be retained for at least ten years, and attendees have confidentiality obligations regarding the information discussed [4] Final Provisions - Any matters not covered by this working system will be governed by relevant national laws and regulations [5] - The working system will take effect upon approval by the board of directors [5]