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萤石网络: 董事及高级管理人员离职管理制度(2025年8月)

Core Points - The article outlines the management system for the resignation of directors and senior management at Hangzhou Yingshi Network Co., Ltd, aiming to enhance corporate governance and protect shareholder rights [1][2]. Group 1: General Provisions - The system is established to regulate the resignation of directors and senior management, ensuring stability in corporate governance and compliance with relevant laws and regulations [1]. - The system applies to all directors (including independent directors) and senior management personnel [1]. Group 2: Resignation Conditions and Effectiveness - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [2]. - If a director resigns and causes the board to fall below the legal minimum number of members, they must continue to perform their duties until a new director is appointed [2]. - The company can dismiss directors through a shareholder resolution, effective immediately upon the resolution's adoption [2]. Group 3: Transfer Procedures and Unresolved Matters - Resigning directors and senior management must hand over all company-related documents and assets within three working days after their resignation becomes effective [4]. - If the departing personnel are involved in significant transactions, an audit committee may initiate a departure audit [4]. Group 4: Obligations of Departing Directors and Senior Management - Departing directors and senior management retain their obligations of loyalty and confidentiality even after their term ends [4]. - They are prohibited from transferring more than 25% of their shares annually during their term and cannot transfer shares within six months after leaving [5]. Group 5: Accountability Mechanism - The board will review any breaches of commitments or obligations by departing personnel and may pursue compensation for losses incurred [5][6]. - Departing personnel can appeal the board's accountability decisions within 15 days of notification [6]. Group 6: Supplementary Provisions - Any matters not covered by this system will be governed by national laws and regulations [6]. - The system and its amendments take effect upon approval by the company's board of directors [6].