岩山科技: 董事、高级管理人员薪酬制度

Core Points - The company aims to enhance its compensation management system for directors and senior management to align with modern corporate governance and improve operational efficiency [1][2] - The compensation system is designed to motivate and restrain, linking remuneration to performance assessments and company goals [1][3] Chapter 1: General Principles - The compensation system applies to directors, general managers, executive vice presidents, vice presidents, financial officers, board secretaries, and other senior management as defined by the company's articles of association [1] - The principles of the compensation system include alignment with company size and performance, equity between responsibilities and remuneration, long-term interests of the company, and a balance of incentives and penalties [1] Chapter 2: Management Structure - The Nomination, Compensation, and Assessment Committee of the Board is responsible for managing the compensation and assessment of directors and senior management, reporting to and supervised by the Board [2] - The committee is tasked with establishing compensation standards and plans, evaluating performance, and overseeing the implementation of the compensation system [2] Chapter 3: Compensation Standards and Payment Methods - Independent directors receive a fixed allowance determined by the committee based on industry standards and company circumstances [3] - Internal directors' compensation is based on their roles and responsibilities, while senior management's compensation is determined by their positions and responsibilities [3] - The compensation does not include stock incentives or special bonuses, but the company may implement long-term incentive plans based on performance and market conditions [3] Chapter 4: Miscellaneous Provisions - The committee can adjust compensation in response to extraordinary circumstances affecting the company's operations [4] - The compensation system is subject to relevant laws and regulations, and any conflicts with these will defer to legal standards [4] - The system will be implemented after approval by the shareholders' meeting [4]