天源迪科: 董事会秘书工作细则（2025年8月）

Core Viewpoint - The document outlines the operational guidelines for the Board Secretary of Shenzhen Tianyuan Dike Information Technology Co., Ltd, emphasizing the importance of compliance with relevant laws and regulations, and the responsibilities and qualifications required for the role. Group 1: General Provisions - The purpose of the guidelines is to promote the standardized operation of the company and enhance the management and supervision of the Board Secretary's work [1] - The Board Secretary is a senior management position responsible for liaising with the Shenzhen Stock Exchange and is accountable to the company and the board [1] Group 2: Qualifications - The Board Secretary must have at least a college degree and three years of experience in relevant fields such as management or equity affairs [2] - Knowledge in finance, law, and corporate management is required, along with good personal qualities and professional ethics [2] - Individuals with certain disqualifying conditions, such as recent administrative penalties or public reprimands, are not eligible for the position [2] Group 3: Main Responsibilities - The Board Secretary is responsible for coordinating information disclosure, managing investor relations, and ensuring compliance with disclosure regulations [3][4] - Duties include organizing board meetings, maintaining confidentiality of sensitive information, and training board members on relevant laws and regulations [3][4] - The Secretary must report any potential violations of regulations to the Shenzhen Stock Exchange [4] Group 4: Appointment and Dismissal - The Board Secretary is nominated by the Chairman and appointed or dismissed by the board [5] - If the Secretary resigns or is dismissed, a new Secretary must be appointed within three months [6] - The board must provide sufficient reasons for dismissing the Secretary and report to the Shenzhen Stock Exchange [6] Group 5: Legal Responsibilities - The Board Secretary has a duty of integrity and diligence, must comply with the company’s articles of association, and cannot exploit their position for personal gain [8] - Upon leaving, the Secretary must undergo an exit review and transfer all relevant documents and responsibilities to the successor [8]