江航装备: 江航装备独立董事工作制度

Core Points - The article outlines the independent director system of Hefei Jianghang Aircraft Equipment Co., Ltd, aiming to enhance corporate governance and protect shareholder interests [2][4][24] Group 1: General Principles - The independent director is defined as a board member who does not hold any other position in the company and has no direct or indirect interests that could affect their independent judgment [2][4] - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their roles in accordance with laws, regulations, and the company's articles of association [3][4] - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [4][6] Group 2: Qualifications and Conditions - Candidates for independent directors must possess relevant qualifications, including professional knowledge in accounting and at least five years of relevant work experience [9][10] - Individuals with significant relationships with the company or its major shareholders are prohibited from serving as independent directors [10][11] Group 3: Appointment and Dismissal - The board of directors or shareholders holding more than 1% of the company's shares can propose candidates for independent directors, who are then elected by the shareholders' meeting [12][13] - Independent directors can resign before their term ends, and the company must complete the replacement within sixty days if their resignation affects the required number of independent directors [18][19] Group 4: Rights and Responsibilities - Independent directors have the right to participate in board decisions, supervise potential conflicts of interest, and provide professional advice to enhance decision-making [9][14] - They are required to attend board meetings and can only delegate their voting rights under specific circumstances [23][24] Group 5: Performance and Reporting - Independent directors must submit an annual performance report detailing their attendance, participation in committees, and communication with shareholders [17][18] - The company is responsible for providing necessary support and resources for independent directors to fulfill their duties effectively [16][22]