交大昂立: 上海交大昂立股份有限公司董事、高级管理人员离职管理制度

General Provisions - The management system for the resignation of directors and senior management of Shanghai Jiao Tong University Anli Co., Ltd. aims to standardize the resignation process, ensuring stability and continuity in corporate governance while protecting the legal rights of the company and its shareholders [2][3] Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [3][4] - If a director resigns and the board's composition falls below the legal minimum, the original director must continue to perform their duties until a new director is appointed [3][4] - The company must complete the election of a new director within 60 days if a resignation leads to a shortfall in the board's composition [3] Responsibilities and Obligations After Resignation - Resigning directors and senior management must complete all handover procedures within five days of their resignation, including the transfer of relevant documents and information [5][6] - They are required to cooperate with the company during exit audits or investigations related to significant matters during their tenure [6][7] - Confidentiality obligations regarding company secrets remain effective until the information becomes public, with other fiduciary duties lasting for at least two years post-resignation [6][7] Shareholding Management of Resigning Directors and Senior Management - Resigning directors and senior management are prohibited from transferring their shares within six months of resignation [8] - They can only transfer up to 25% of their shares annually during their term, with certain exceptions [8] Accountability Mechanism - The board of directors will review any breaches of obligations by resigning directors or senior management, including unfulfilled commitments or improper handovers, and may seek compensation for losses incurred [8]