中科信息: 董事、高级管理人员离职管理制度

Core Points - The document outlines the procedures and regulations for the resignation of directors and senior management at the company, aiming to maintain governance stability and protect the rights of shareholders [1][2][3] - It specifies the conditions under which directors can resign, including the requirement to submit a written resignation report and the timeline for the company to disclose this information [2][3] - The document emphasizes the responsibilities of departing directors and senior management regarding the handover of company assets and information, as well as their ongoing obligations to the company post-resignation [3][4][6] Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [2] - If a resignation leads to a board composition below legal requirements, the departing directors must continue to fulfill their duties until new directors are appointed [2] - The company must complete the election of new directors within 60 days of a resignation to ensure compliance with legal and regulatory requirements [3] Handover Obligations - Departing directors and senior management must complete the handover of company documents and assets within three working days after their resignation [3] - If there are outstanding public commitments, the company can require a written plan for fulfillment from the departing personnel [3] - Departing personnel are obligated to cooperate with the company in post-resignation audits and investigations regarding significant matters during their tenure [3][4] Shareholding Management - Departing directors and senior management are prohibited from transferring their shares within six months of resignation [4] - There are restrictions on the amount of shares that can be sold during their term and within six months post-resignation, not exceeding 25% of their total holdings [4] - The company secretary is responsible for monitoring shareholding changes and reporting to regulatory authorities as necessary [4] Accountability Mechanism - The board will review and determine accountability measures for any breaches of obligations by departing directors and senior management [6] - Departing personnel can appeal the board's decisions regarding accountability within 15 days of notification [6] - The document stipulates that any unresolved issues will be governed by relevant national laws and the company's articles of association [6]