中航西飞: 董事和高级管理人员离职管理办法

Core Points - The document outlines the management measures for the resignation procedures of directors and senior management at AVIC Xi'an Aircraft Industry Group Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1][2][3] Group 1: Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, effective upon receipt by the company [2] - The company must disclose the resignation within two trading days [2] - If a director resigns and the board's composition falls below the legal minimum, the original director must continue to perform their duties until a new board is elected [2][3] Group 2: Responsibilities and Obligations - Resigning directors and senior management must complete all handover procedures and provide necessary documentation before leaving [4] - Any public commitments made during their tenure must still be fulfilled after resignation, and the company can require a written plan for any unfulfilled commitments [4][5] - Directors and senior management are prohibited from using their former positions to interfere with the company's operations or harm the interests of the company and its shareholders after resignation [5] Group 3: Shareholding Management - Directors and senior management are restricted from transferring their shares for six months after leaving the company [6] - They must adhere to specific shareholding limits and conditions during and after their term [6][7] - Any commitments regarding shareholding must be strictly followed, and they must cooperate with the company in post-tenure investigations [6][7] Group 4: Accountability Mechanism - The board will review any breaches of commitments or obligations by resigning directors and senior management and may pursue compensation for losses incurred [8][9] - Individuals can appeal the board's decisions regarding accountability within 15 days of notification [9] Group 5: Implementation and Interpretation - The management measures will be executed in accordance with relevant national laws and regulations, and the board is responsible for their interpretation [10][11] - These measures will take effect upon approval by the board [11]