仙乐健康: 独立董事工作制度（2025年7月）

Core Viewpoint - The independent director system of Xianle Health Technology Co., Ltd. aims to enhance corporate governance, ensure the independence of directors, and protect the rights of all shareholders, especially minority shareholders [1][2]. Group 1: General Principles - The company establishes this system to improve its governance structure and ensure independent directors fulfill their responsibilities [1]. - Independent directors must constitute at least one-third of the board, with at least one being a professional accountant [1][2]. - Independent directors are prohibited from holding other positions within the company and must not have any direct or indirect interests that could affect their independent judgment [2][3]. Group 2: Qualifications and Appointment - Independent directors must possess independence and cannot be influenced by major shareholders or related parties [2][4]. - Specific individuals are disqualified from serving as independent directors, including those with significant shareholdings or familial ties to major shareholders [2][4][5]. - The board and shareholders holding over 1% of shares can propose independent director candidates, who must be approved by the shareholders' meeting [5][6]. Group 3: Responsibilities and Duties - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice [9][10]. - They have special rights, including the ability to hire external consultants and propose meetings [9][10]. - Independent directors must attend board meetings and provide written opinions if unable to attend [10][11]. Group 4: Performance and Reporting - Independent directors are required to submit annual reports detailing their attendance, participation in committees, and communication with shareholders [15][16]. - They must report any situations that may affect their independence and can resign if necessary [16][17]. - The company must ensure independent directors have sufficient time and resources to fulfill their duties effectively [17][18]. Group 5: Support and Communication - The company is obligated to provide necessary support and information to independent directors to facilitate their work [17][18]. - Independent directors should have direct communication channels with shareholders and be able to report issues to regulatory bodies if necessary [19][20].