Core Points - The document outlines the guidelines for the role and responsibilities of the Board Secretary at Shanghai Yachuang Electronics Group Co., Ltd, emphasizing the importance of compliance with relevant laws and regulations [1][2][3] Group 1: General Provisions - The Board Secretary is a senior management position responsible for the company and the board, acting as the designated liaison with the stock exchange [1] - The Board Secretary must adhere to laws, regulations, and the company's articles of association, bearing legal responsibilities and obligations of integrity and diligence [1][2] - The appointment of the Board Secretary must be made from among the company's directors, deputy general managers, or other senior management as specified in the articles of association [1][2] Group 2: Qualifications and Restrictions - The Board Secretary must possess necessary financial, management, and legal knowledge, along with good professional ethics and a qualification certificate issued by the stock exchange [2] - Individuals with certain disqualifying conditions, such as recent administrative penalties or public reprimands from the securities regulatory authority, are prohibited from serving as Board Secretary [2] Group 3: Responsibilities - The Board Secretary is responsible for managing the company's information disclosure, coordinating with regulatory bodies, and ensuring compliance with disclosure regulations [11][12] - The role includes organizing board and shareholder meetings, maintaining communication with stakeholders, and ensuring the confidentiality of sensitive information [11][12] - The Board Secretary must monitor media coverage and stock trading activities, providing timely feedback to the board and management [11][12] Group 4: Legal Responsibilities - The Board Secretary shares liability for decisions made by the board that violate laws or regulations, unless they can prove dissent [32] - Grounds for dismissal of the Board Secretary include prolonged inability to perform duties, significant errors causing losses, or violations of laws and regulations [33]
雅创电子: 董事会秘书工作细则2025.8