Core Viewpoint - Shanghai Phoenix Enterprise (Group) Co., Ltd. has revised its independent director system and eighteen other regulations to align with updated stock exchange rules and improve corporate governance [1]. Group 1: Reasons and Basis for Revision - The revisions were made in accordance with the Shanghai Stock Exchange's listing rules and self-regulatory guidelines, as well as the company's articles of association [1]. - The revisions aim to enhance the company's governance structure and ensure compliance with regulatory requirements [1]. Group 2: Specific Content of the Revisions - The independent director system now mandates that independent directors constitute more than half of the members in the Strategic and ESG Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee [1]. - The term of independent directors is aligned with that of other directors, with a maximum continuous term of six years [2]. - The notice period for convening special meetings of independent directors has been extended from one day to three days [3]. - The Strategic and ESG Committee must maintain a minimum of two-thirds of its members to function effectively, and the board must promptly appoint new members if this threshold is not met [5]. - The Audit Committee's responsibilities have been clarified to include the evaluation of internal controls and communication with external auditors [7][8]. Group 3: Other Revised Regulations - The regulations regarding the management of external guarantees and financial assistance have been updated to ensure compliance with the latest legal requirements [10][11]. - The procedures for disclosing related party transactions have been refined to enhance transparency and accountability [13]. - The management of insider information and its disclosure has been strengthened, with clear responsibilities assigned to the board and the secretary [15][19].
上海凤凰: 上海凤凰关于修订《上海凤凰独立董事制度》等十八项制度的公告