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聚石化学: 董事会薪酬与考核委员会工作细则(2025年7月)

Core Points - The document outlines the establishment and operational guidelines for the Compensation and Assessment Committee of Guangdong Jushi Chemical Co., Ltd. to enhance the governance structure and management of compensation for directors and senior management [1][2][3] Group 1: Committee Structure - The Compensation and Assessment Committee consists of three directors, including two independent directors [3] - The committee is chaired by an independent director, who is elected by the committee members and approved by the board [4] - The term of the committee aligns with that of the board, allowing for re-election [5] Group 2: Responsibilities and Authority - The committee is responsible for developing assessment standards and compensation policies for directors and senior management [2][3] - It conducts annual performance evaluations and supervises the execution of the compensation system [3][4] - The committee must submit its compensation plans for directors to the board for approval before presenting them to the shareholders [3][4] Group 3: Meeting Procedures - Meetings are convened as needed, with a minimum of three days' notice, although urgent meetings may bypass this requirement [5][6] - A quorum requires the presence of at least two-thirds of the committee members, and decisions are made by a majority vote [6][7] - Meeting records must be maintained for at least ten years, detailing attendance, resolutions, and voting outcomes [9][10]