华明装备: 独立董事专门会议工作制度（2025年8月）

Core Points - The document outlines the working system for independent directors' special meetings at Huaming Power Equipment Co., Ltd, aiming to enhance decision-making processes and ensure independent directors fulfill their responsibilities effectively [1][2] - Independent directors are obligated to act in the best interests of the company and all shareholders, maintaining independence from the company and its major shareholders [1][2] Group 1 - Independent directors' special meetings can be convened irregularly, with a three-day notice period for all independent directors, which can be waived with unanimous consent [2] - A majority of independent directors must jointly elect one director to convene and preside over the special meeting; if the convener is unable to perform their duties, two or more directors can convene the meeting [2][3] - Meetings can be held in person, via electronic communication, or a combination of both, with independent directors expected to attend in person and express clear opinions on agenda items [2][3] Group 2 - Each independent director has one vote in the special meeting, and decisions require a majority agreement from all independent directors [2][3] - Independent directors have special powers, including hiring external agencies for audits or consultations, proposing temporary shareholder meetings, and expressing independent opinions on matters that may harm the company or minority shareholders [2][3] Group 3 - Certain matters must be discussed in the independent directors' special meeting and require majority approval before being submitted to the board for consideration, including related party transactions and changes to commitments [4][5] - Independent directors must provide clear opinions during meetings, which can include agreement, reservations, opposition, or inability to express an opinion [4][5] Group 4 - Meeting records must be maintained, including details such as the date, location, attendees, agenda items, voting results, and opinions expressed by independent directors [5] - The company is responsible for providing necessary support and conditions for the meetings, including operational information and covering costs for hiring professional institutions when required [5]