陕天然气: 董事会授权经理层管理办法

Core Viewpoint - The document outlines the governance structure and decision-making authority of Shaanxi Natural Gas Co., Ltd, emphasizing the delegation of certain powers from the board of directors to the management team while ensuring compliance with relevant laws and regulations [1][2]. Group 1: Authorization Principles - The board of directors follows several principles when authorizing the management team, including prudent authorization to prioritize risk prevention, strict limitation of the authorization scope, timely adjustments based on internal and external changes, effective monitoring of execution, and the unity of rights and responsibilities [2][3]. Group 2: Authorization Content - The board authorizes the management to make decisions on annual production project adjustments, phased investment plans within the annual investment scale, annual financial budgets, and financial settlement reports, with specific details outlined in the General Manager's Work Guidelines [3][4]. - The management team is required to collectively research and decide on authorized matters and must strictly adhere to the defined authorization scope [3][4]. Group 3: Supervision and Management of Authorized Matters - The board is responsible for supervising authorized matters, ensuring clear responsibilities, orderly decision-making, and the integration of authorization with oversight [4][5]. - The management must report the execution status of authorized matters to the board annually, and the board can adjust or revoke authorization based on significant external changes or improper exercise of authority by the management [4][5]. Group 4: Termination of Authorization - Authorization can be terminated under specific circumstances, such as completion or cancellation of authorized matters, proposals from the management or board to terminate authorization, inability of the management to exercise authority, or other necessary conditions [5].