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瑞联新材: 董事、高级管理人员离职管理制度(2025年7月)

Core Points - The document outlines the management system for the resignation of directors and senior management personnel at Xi'an Ruilian New Materials Co., Ltd, aiming to ensure corporate governance stability and protect shareholders' rights [1][2][3] Chapter Summaries Chapter 1: General Provisions - The system applies to all directors and senior management personnel regarding resignation, term expiration, dismissal, and other circumstances leading to actual departure [1] Chapter 2: Resignation Circumstances and Effectiveness - Directors can resign before their term ends by submitting a written resignation report, effective upon receipt by the board [3] - The company must complete the election of new directors within 60 days of a resignation to ensure compliance with legal and regulatory requirements [2] - Non-employee representative directors automatically resign if not re-elected by the shareholders' meeting, while employee representative directors resign upon the decision of the employee representative assembly [2] - The company can dismiss directors, with the dismissal effective on the date of the resolution [2] Chapter 3: Handover Procedures and Unfinished Matters - Departing directors and senior management must complete handover procedures within five working days after resignation, including transferring all relevant documents and materials [5] - If there are unfulfilled public commitments, departing personnel must provide a written explanation before leaving [5] Chapter 4: Responsibilities and Obligations of Departing Directors and Senior Management - Departing directors and senior management retain obligations of loyalty and confidentiality even after resignation [6] - They must report their shareholdings and any changes, with restrictions on share transfers for six months post-resignation [6] Chapter 5: Accountability Mechanism - Directors and senior management are liable for damages caused to the company due to violations of laws or regulations during their tenure, regardless of their resignation status [7] - The board will review any breaches of commitments or transfer issues and may pursue compensation for losses incurred [7] Chapter 6: Supplementary Provisions - The system will be effective upon approval by the board and will be interpreted by the board [7]