Core Points - The article outlines the governance structure and requirements for independent directors at Rihorongmei Co., Ltd, emphasizing the importance of independence and qualifications for effective oversight [4][12][22] Group 1: Independent Director Qualifications - Independent directors must have a senior professional title in economic management and at least five years of full-time work experience in accounting, auditing, or financial management [3][4] - They should possess basic knowledge of listed company operations and be familiar with relevant laws and regulations [4][6] - At least one-third of the board members must be independent directors, including at least one accounting professional [4][6] Group 2: Independence Criteria - Independent directors must not hold any other positions within the company and should not have any direct or indirect interests that could affect their independent judgment [4][5] - Individuals with significant business relationships or who have held certain positions within the company or its major shareholders are prohibited from serving as independent directors [5][6] Group 3: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [14][15] - They have the authority to independently hire external consultants for audits or consultations and can propose the convening of shareholder meetings [15][19] Group 4: Election and Termination - Independent directors are nominated by the board or shareholders holding more than 1% of the company's shares and must be elected by the shareholders [8][9] - Their term coincides with that of other directors, with a maximum consecutive term of six years [11][12] Group 5: Reporting and Accountability - Independent directors must submit annual reports detailing their attendance at meetings, interactions with shareholders, and any significant issues encountered during their tenure [11][17] - They are required to disclose any dissenting opinions on board resolutions, ensuring transparency in decision-making [12][18]
戎美股份: 独立董事工作制度