Core Points - The document outlines the work rules for the Secretary of the Board of Directors of Xianhe Co., Ltd, based on relevant laws and regulations [2][10] - The Secretary is a senior management position responsible for liaising with the Shanghai Stock Exchange and ensuring compliance with disclosure obligations [2][3] Section Summaries General Provisions - The rules are established in accordance with the Company Law, Securities Law, and other relevant regulations [2] - The Secretary is accountable to the Board and must adhere to the Company’s Articles of Association [2] Qualifications of the Secretary - The Secretary must possess necessary professional knowledge in finance, management, and law, and must have a qualification certificate issued by the Shanghai Stock Exchange [3] - Certain individuals are prohibited from serving as Secretary, including those under regulatory sanctions or with recent disciplinary actions [3] Responsibilities of the Secretary - The Secretary is responsible for managing information disclosure, investor relations, and organizing board and shareholder meetings [4][5] - The Secretary must ensure confidentiality of undisclosed significant information and report any leaks to the Shanghai Stock Exchange [4][5] - The Secretary is tasked with training board members and senior management on their disclosure responsibilities [4] Appointment and Dismissal - The Secretary is nominated by the Chairman and appointed by the Board, with clear grounds required for dismissal [6] - In case of vacancy, a temporary replacement must be appointed, and the Board must fill the position within a specified timeframe [7] Board Meeting Responsibilities - The Secretary must prepare for board meetings, ensure proper notification and documentation, and maintain accurate meeting records [8][9] - The Secretary is also responsible for announcing board resolutions and managing related documentation [8][9] Shareholder Meeting Responsibilities - The Secretary must prepare for shareholder meetings, verify the qualifications of attendees, and maintain order during the meetings [9] - Timely announcements of shareholder resolutions are also part of the Secretary's duties [9] Information Disclosure - The Secretary must ensure that information disclosure is truthful, timely, fair, and compliant with regulations [9][10] Miscellaneous - The Secretary must adhere to laws and company regulations and complete any assigned tasks from regulatory authorities [10]
仙鹤股份: 仙鹤股份有限公司董事会秘书工作细则(2025年8月修订)