科兴制药: 董事会秘书工作制度

Core Viewpoint - The document outlines the governance structure and operational guidelines for the Board Secretary of Sinovac Biotech Ltd, emphasizing the importance of compliance with legal and regulatory frameworks [1][2][3]. Group 1: General Provisions - The document establishes the purpose of the guidelines, which is to regulate the behavior of the Board Secretary and enhance corporate governance [1]. - It defines the Board Secretary as a senior management position responsible for legal obligations and duties as per laws and company regulations [2]. - The Board Secretary acts as the designated liaison between the company and regulatory bodies, handling information disclosure and corporate governance matters [2][3]. Group 2: Qualifications and Conditions - The qualifications for the Board Secretary include a minimum of a college degree and at least three years of relevant experience in secretarial, management, or equity affairs [3]. - Candidates must possess knowledge in finance, law, and corporate management, and must adhere to ethical standards [3]. - Individuals with certain disqualifying conditions, such as recent administrative penalties from regulatory bodies, are prohibited from serving as Board Secretary [3]. Group 3: Appointment and Replacement - The Board Secretary is appointed or dismissed by the company's Board of Directors, and a securities affairs representative must be appointed to assist [4][5]. - The company must publicly announce the appointment of the Board Secretary and securities affairs representative, providing necessary documentation [4]. - The company is required to have valid reasons for dismissing the Board Secretary and must report the dismissal to the regulatory authority [5]. Group 4: Responsibilities and Duties - The Board Secretary is responsible for managing information disclosure, investor relations, and equity management [6]. - Duties include organizing board meetings, maintaining confidentiality of sensitive information, and ensuring compliance with legal obligations [6]. - The Board Secretary must also facilitate training for board members regarding their rights and responsibilities in information disclosure [6]. Group 5: Miscellaneous Provisions - The document states that the guidelines will be effective upon approval by the Board of Directors and will be subject to relevant laws and regulations [7]. - The Board of Directors holds the authority to amend and interpret these guidelines as necessary [7].