AVICHM(SH:600765) Zheng Quan Zhi Xing·2025-07-20 10:12Core Points - The establishment of the Compensation and Assessment Committee aims to enhance the decision-making function of the board of directors and improve the governance structure of the company [1][10] - The committee is responsible for evaluating and managing the compensation of directors and senior management, ensuring compliance with relevant laws and regulations [1][3] Committee Composition - The committee consists of three directors, with independent directors making up more than half and serving as the convener [3][4] - The chairman of the committee is elected from among the independent directors and is responsible for convening and presiding over meetings [2][3] Main Responsibilities - The committee's primary responsibilities include researching assessment standards for directors and senior management, conducting evaluations, and proposing compensation policies and plans [5][13] - The committee is also tasked with making recommendations on matters such as stock incentive plans and the compensation of directors and senior management [5][14] Decision-Making Procedures - The Human Resources Department prepares materials for the committee's decision-making and provides necessary information for review [6][17] - Meetings can be held in various formats, including in-person, video, or telephonic, and require a quorum of two-thirds of the members to proceed [7][26] Meeting Rules - The committee must hold at least one regular meeting annually, with notifications sent out five days in advance [6][20] - Decisions made during meetings require a majority vote from the members present [7][27] Coordination and Communication - The board secretary is responsible for organizing and coordinating the committee's work, including notifying members of meeting times and submitting proposals [9][34] - During the board's recess, the committee can submit written reports to the board through the board secretary for urgent matters [9][35]