金字火腿: 董事、高级管理人员离职管理制度

General Provisions - The company establishes a system to regulate the management of resignations of directors and senior management, ensuring governance stability and protecting shareholders' rights [1] - This system applies to all directors (including independent directors) and senior management personnel regarding resignation, term expiration, and dismissal [1] Resignation Conditions and Effectiveness - Directors can resign before their term expires by submitting a written resignation report, effective upon receipt by the board, with disclosure required within two trading days [2] - Directors automatically resign if not re-elected upon term expiration, and shareholders can dismiss directors with immediate effect [2] - Senior management can also resign before their term expires, with specific procedures outlined in their labor contracts [2] Transfer Procedures and Unresolved Matters - Resigning directors and senior management must transfer all company-related documents and assets within three working days after resignation [3] - If the resigning personnel are involved in significant investments or financial decisions, an audit committee may initiate a departure audit [3] - The company can require resigning personnel to fulfill any outstanding public commitments, with the right to seek compensation for any losses incurred [3] Obligations of Resigning Directors and Senior Management - The loyalty obligations of directors and senior management remain effective for two years after their term ends [4] - There are restrictions on the transfer of shares during and after their tenure, with a limit of 25% of total shares held per year during their term and a six-month restriction post-resignation [4] - Resigning personnel must cooperate with the company in follow-up investigations regarding significant matters during their tenure [4] Accountability Mechanism - The board will review specific accountability plans for resigning personnel who fail to fulfill commitments or violate loyalty obligations [5] - Resigning personnel can appeal the accountability decisions within 15 days, but this does not affect the company's ability to take protective measures [5] Supplementary Provisions - Any matters not covered by this system will be governed by relevant national laws, regulations, and the company's articles of association [6] - The board is responsible for interpreting this system, which takes effect upon approval by the board [6]