Core Viewpoint - The document outlines the management system for the resignation of directors and senior management personnel at Hebei Huijin Group Co., Ltd, aiming to ensure stable corporate governance and protect shareholders' rights [1][2]. Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding resignation, term expiration, and dismissal [1]. - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. Group 2: Resignation Conditions and Effectiveness - Directors can resign before their term expires by submitting a written resignation report, which becomes effective upon receipt by the board [2]. - If a director's resignation results in the board falling below the legal minimum number, the original director must continue to perform their duties until new directors are appointed [2]. Group 3: Transfer Procedures and Unresolved Matters - Resigning directors and senior management must hand over all company-related documents and assets within two working days after their resignation becomes effective [3]. - If there are unresolved commitments (e.g., performance compensation), the company can require a written fulfillment plan from the resigning personnel [3]. Group 4: Obligations of Resigning Directors and Senior Management - The loyalty obligations of directors and senior management remain effective for two years after their resignation [4]. - They are prohibited from transferring more than 25% of their shares annually during their term and cannot transfer shares within six months after leaving the company [4]. Group 5: Accountability Mechanism - The board will review and decide on accountability measures if a resigning director or senior management fails to fulfill commitments or transfer obligations [5]. - Resigning personnel can appeal the accountability decision to the audit committee within 15 days of notification [5]. Group 6: Supplementary Provisions - Any matters not covered by this system will be governed by relevant national laws and the company's internal regulations [6]. - The board of directors is responsible for interpreting this system, which takes effect upon approval by the board [6].
汇金股份: 河北汇金集团股份有限公司董事、高级管理人员离职管理制度(2025年制定)