中辰股份: 董事、高级管理人员离职管理制度

Core Points - The company has established a management system for the resignation of directors and senior management to ensure stable governance and protect the rights of shareholders [1][2] - The resignation procedures include submission of a written resignation report and the company must disclose the resignation within two trading days [3][4] - The company is required to complete the election of new directors within sixty days if the resignation leads to a board composition that does not meet legal requirements [2][4] Chapter Summaries Chapter 1: General Provisions - The system is designed to regulate the resignation procedures of directors and senior management, ensuring compliance with relevant laws and the company's articles of association [1] Chapter 2: Resignation Circumstances and Procedures - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [3] - If a resignation results in a board composition below the legal minimum, the original directors must continue to perform their duties until new directors are elected [2][4] Chapter 3: Handover Procedures and Obligations - Resigning directors and senior management must complete handover procedures within five working days after their resignation, including transferring all relevant documents and data [3] - They are required to fulfill any public commitments made during their tenure and may be held liable for any losses incurred due to non-compliance [3][4] Chapter 4: Management of Shares Held by Resigning Directors and Senior Management - Resigning directors and senior management are prohibited from transferring their shares within six months of resignation [4][5] - Any share reduction during their term and within six months post-termination is limited to 25% of their total shareholding [5] Chapter 5: Accountability Mechanism - The board will establish specific accountability measures for any breaches of obligations by resigning directors and senior management, including potential legal action [5][6] - Resigning individuals can appeal the accountability decisions within fifteen days [6] Chapter 6: Supplementary Provisions - The system takes effect upon approval by the board and will be modified in accordance with national laws and regulations [6]