振德医疗: 振德医疗董事和高级管理人员薪酬管理制度

Core Points - The article outlines the compensation management system for directors and senior management of Zhengde Medical Supplies Co., Ltd, aiming to establish an effective incentive and restraint mechanism to enhance operational efficiency [1][8] - The compensation management system is based on principles that align compensation structure with long-term company interests, correlate compensation levels with company size and performance, and match compensation with job responsibilities and individual performance [1][3] Summary by Sections General Principles - The system is designed to motivate directors and senior management, ensuring their work aligns with the company's long-term goals [1] - It applies to directors elected by the shareholders and senior management appointed by the board [1] Management Structure - The shareholders' meeting is responsible for reviewing the compensation plans for directors, while the board of directors reviews those for senior management [4] - The compensation and assessment committee of the board is tasked with establishing assessment standards and conducting annual evaluations [4][2] Compensation Composition - Independent directors and non-independent directors not holding other positions in the company receive a fixed director allowance, with no additional compensation or benefits [3] - Non-independent directors holding other positions receive compensation based on their role without additional director allowances [3] - Non-independent directors who are also senior management have a salary structure consisting of a base salary and performance bonuses linked to annual performance targets [3] Compensation Management and Distribution - Compensation is calculated based on actual tenure and performance for directors and senior management who change positions [4] - Directors and senior management, except for independent directors, are required to contribute to social insurance and housing funds [4] Salary Adjustment - The compensation system should support the company's strategic development and can be adjusted based on company performance and external conditions [7] - The board can approve temporary special rewards or penalties for specific matters as supplementary compensation [7] Supplementary Provisions - Any matters not covered by the system or inconsistent with relevant laws or company regulations will follow those regulations [8] - The board is responsible for interpreting the system, which takes effect upon approval by the shareholders' meeting [8]