Zheng Quan Zhi Xing·2025-08-08 16:11Core Points - The article outlines the rules governing the board of directors of Great Wall Motor Co., Ltd., aimed at ensuring standardized operations and enhancing decision-making efficiency [1][2][3] Group 1: General Principles - The rules were approved at the company's extraordinary general meeting on August 8, 2025 [1] - The rules are based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1] Group 2: Board Powers and Responsibilities - The board is responsible for convening shareholder meetings, reporting to shareholders, and executing shareholder resolutions [2] - The board has the authority to make decisions regarding the company's development strategy, operational plans, financial monitoring, and personnel management [2][3] Group 3: Financial Monitoring - The board must submit certain financial plans to the shareholders for approval, while other financial matters can be decided without shareholder approval [4] - The board is responsible for managing financial disclosures and must address any audit reports with reservations to the shareholders [3][4] Group 4: Composition and Structure of the Board - The board consists of eight directors, including a chairman, a vice-chairman, and a worker director, with independent non-executive directors making up at least one-third of the board [8][9] - The chairman is responsible for ensuring the board operates effectively and that all directors receive timely and accurate information [10][11] Group 5: Committees - The board has established several committees, including the Strategy and Sustainability Committee, Audit Committee, Nomination Committee, and Remuneration Committee, to handle specialized matters [13][14] - Each committee is composed of directors and has specific responsibilities, such as overseeing audits and evaluating the company's financial information [14][15] Group 6: Board Meetings - The board must hold at least four regular meetings each year, including annual, semi-annual, and quarterly meetings [21][22] - Meetings can be conducted in person or via electronic means, and decisions require a majority vote from attending directors [23][30] Group 7: Information Disclosure - The board is required to comply with disclosure regulations set by the stock exchange and regulatory authorities, ensuring timely and accurate reporting of significant matters [43][44]