纽威数控: 纽威数控总经理工作细则

General Principles - The purpose of the guidelines is to promote institutional, standardized, and scientific management of the company, ensuring the correctness and rationality of major business decisions [1] - The guidelines aim to implement the Company Law, the company's articles of association, and the powers delegated to the general manager team by the board of directors [1] General Manager Responsibilities - The company has one general manager, appointed or dismissed by the board of directors, who is responsible for daily business operations and management [3] - The general manager must adhere to principles of loyalty, integrity, diligence, legality, and efficiency [2] - The general manager has the authority to organize the implementation of the board's resolutions and report work to the board [2][3] Authority and Decision-Making - The general manager is responsible for implementing the company's annual business plan and investment proposals [2] - The general manager can decide on transactions below a certain threshold without board approval, but related transactions must be submitted for board or shareholder review [2] - The general manager is responsible for internal management matters and must ensure compliance with national laws and regulations when formulating internal management rules [3] Reporting Obligations - The general manager must report to the board on major contracts, execution status, fund utilization, and profit and loss situations, ensuring the truthfulness of the reports [3][4] - Reports include regular business reports (mid-term and annual) and temporary reports for significant events [4] Senior Management Structure - The company has senior management positions including vice general manager, board secretary, financial director, and chief engineer, all nominated by the general manager and appointed by the board [10] - Candidates for senior management positions must meet specific legal and regulatory requirements [10] Meetings and Documentation - The general manager's office meetings are held to discuss work and make decisions, with the general manager presiding over these meetings [14] - Important meeting materials must be distributed in advance, and minutes must be kept for at least ten years [8][9] Accountability and Responsibility - The company will hold the general manager and other senior management accountable for losses due to negligence or misconduct [28] - Specific circumstances that warrant accountability include violations of disclosure regulations and decisions that lead to significant negative impacts on the company [28][30] Miscellaneous Provisions - The guidelines will be revised in accordance with any changes in national laws or the company's articles of association [31] - The board of directors holds the interpretation rights of these guidelines [32]