Core Points - The document outlines the independent director working system of Hebei Keli Automotive Equipment Co., Ltd, aiming to enhance corporate governance and ensure compliance with relevant laws and regulations [1][2][3] Group 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 must fulfill their duties independently, free from influence by the company or its major shareholders [2][3] - The company must ensure that independent directors constitute at least one-third of the board, including at least one accounting professional [2][3] Group 2: Independence Requirements - Independent directors should not hold positions in the company or its affiliates, nor have significant shareholdings or relationships that could compromise their independence [4][5] - Independent directors are required to self-assess their independence annually and report their findings to the board [5][6] Group 3: Appointment and Election - The nomination and election of independent directors must be conducted in a lawful and standardized manner, with candidates needing to meet specific qualifications [13][14] - Independent directors can be nominated by shareholders holding at least 1% of the company's issued shares [14][15] Group 4: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [24][25] - They have the authority to independently hire external advisors for audits or consultations [25][26] Group 5: Performance and Reporting - Independent directors must submit an annual report detailing their activities, attendance at meetings, and interactions with shareholders [39][40] - The company is required to provide necessary support and resources for independent directors to fulfill their duties effectively [40][41] Group 6: Compensation and Insurance - The company must provide appropriate compensation for independent directors, which should be approved by the shareholders [46][47] - A liability insurance system may be established to mitigate risks associated with the normal performance of their duties [46][47]
科力装备: 独立董事工作制度