Keda Group(SH:600499) Zheng Quan Zhi Xing·2025-08-05 16:33Core Points - The document outlines the management system for the resignation of directors and senior management personnel at Keda Manufacturing Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1][9] - The system applies to all directors (including independent directors) and senior management personnel who resign for various reasons, including expiration of term, dismissal, or other circumstances [1][2] Chapter Summaries Chapter 1: General Provisions - The purpose of the system is to regulate the resignation management of directors and senior management, ensuring compliance with relevant laws and the company's articles of association [1] Chapter 2: Resignation Circumstances and Procedures - Directors must submit a written resignation report stating the reasons for their resignation, effective upon receipt by the company [4] - If a director resigns and the board's composition falls below the legal minimum, the original director must continue to perform their duties until a new director is elected [2][3] - The company must complete the election of a new director within 60 days of a resignation to ensure compliance with legal and regulatory requirements [2] Chapter 3: Handover Procedures and Unfinished Matters - Resigning directors and senior management must complete all handover procedures within five working days of their official departure [5] - The company may initiate a departure audit for significant matters related to the resigning personnel [5] Chapter 4: Responsibilities and Obligations After Resignation - Resigning directors and senior management must not interfere with the company's normal operations or harm the interests of the company and its shareholders [6] - Confidentiality obligations regarding the company's trade secrets remain effective until the information becomes public [6] Chapter 5: Shareholding Management After Resignation - Resigning directors and senior management are prohibited from transferring their shares in the company within six months of their departure [7] - There are specific limits on the percentage of shares that can be transferred during their term and within six months after [7] Chapter 6: Accountability Mechanism - Directors and senior management who leave their positions without proper procedures and cause losses to the company will be liable for damages [8] - The company reserves the right to pursue legal action against resigning personnel for violations of laws and regulations [8] Chapter 7: Supplementary Provisions - The system will be implemented in accordance with national laws and regulations, and the board of directors is responsible for its formulation and revision [9]