迪普科技: 董事会薪酬和考核委员会议事规则（2025年8月）

Core Viewpoint - The article outlines the rules and responsibilities of the Compensation and Assessment Committee of Hangzhou Deep Technology Co., Ltd., emphasizing the establishment of a sound management system for the assessment and compensation of directors and management. Group 1: General Principles - The purpose of the rules is to enhance the governance structure of the company by establishing a comprehensive assessment and compensation management system for directors and management [1]. - The Compensation and Assessment Committee is a specialized working body established by the board of directors, responsible for the assessment and compensation of directors and management [1]. Group 2: Composition of the Committee - The committee consists of three directors, with two being independent directors, and is nominated by the chairman or a majority of independent directors [2]. - The committee has a chairperson who is an independent director, responsible for leading the committee's work [2]. Group 3: Responsibilities and Authority - The committee is responsible for formulating assessment standards for directors and senior management, reviewing compensation policies, and making recommendations to the board on various matters [2]. - The committee must evaluate whether the company meets established performance targets and conduct annual assessments of directors and senior management [2][3]. - The committee's decisions on compensation plans must be approved by the board and submitted for shareholder approval before implementation [4]. Group 4: Meeting Procedures - Meetings of the committee are convened by the chairperson, with a requirement for at least two-thirds of the members to be present for decisions to be valid [5]. - Decisions must be passed by a majority of the committee members, and meeting records must be maintained for ten years [6].