科信技术: 独立董事工作制度（2025年6月）

Core Viewpoint - The independent director system of Shenzhen Kexin Communication Technology Co., Ltd. aims to enhance corporate governance, protect the rights of all shareholders, especially minority shareholders, and ensure independent decision-making within the board of directors [1][2]. Chapter Summaries Chapter 1: General Principles - The independent director is defined as a board member who does not hold any other position in the company and has no direct or indirect interests that could affect their independent judgment [1][2]. - Independent directors are obligated to act in good faith and diligence towards the company and all shareholders, participating in decision-making and providing professional advice [2][3]. Chapter 2: Qualifications of Independent Directors - Independent directors must meet specific qualifications, including independence, relevant knowledge of corporate operations, and at least five years of relevant work experience [3][4]. - Individuals with significant relationships with the company or its major shareholders are prohibited from serving as independent directors [3][4]. Chapter 3: Nomination, Election, and Replacement of Independent Directors - The board of directors and shareholders holding more than 1% of shares can propose candidates for independent directors, who are then elected at the shareholders' meeting [4][5]. - Independent directors serve a term aligned with other board members, with a maximum consecutive term of six years [5][6]. Chapter 4: Powers of Independent Directors - Independent directors can participate in board decisions, supervise potential conflicts of interest, and provide objective advice to enhance decision-making [7][8]. - They have special powers, including hiring external consultants and proposing meetings, which require majority agreement among independent directors [8][9]. Chapter 5: Support for Independent Directors - The company must provide necessary working conditions and support for independent directors to fulfill their duties effectively [18][19]. - Independent directors are entitled to equal access to information and must be kept informed about the company's operations [18][19]. Chapter 6: Supplementary Provisions - The independent director system is subject to relevant laws and regulations, and any conflicts will be resolved in favor of legal provisions [21]. - The system becomes effective upon approval by the shareholders' meeting and is subject to periodic review and updates [21].