INLY(SH:603598) Zheng Quan Zhi Xing·2025-08-18 12:11Core Points - The document outlines the independent director special meeting system for Ingrity Media Co., Ltd, aiming to ensure compliance and protect the interests of minority shareholders and stakeholders [1][2] - Independent directors are defined as those who do not hold other positions in the company and have no direct or indirect interests that could affect their independent judgment [1][2] Group 1 - Independent directors have a duty of integrity and diligence towards the company and all shareholders, and they must fulfill their responsibilities according to relevant laws and the company's articles of association [2] - The company is required to hold regular or irregular meetings attended solely by independent directors, with notifications sent out in advance [2][3] - The notice for independent director meetings must include specific details such as meeting time, location, and agenda [3][5] Group 2 - Independent directors can convene meetings through various methods, including in-person or communication means, and must be present unless special circumstances arise [3][4] - Voting during independent director meetings follows a one-person-one-vote system, and decisions require a majority agreement from the independent directors [3][5] - Certain matters, such as related party transactions and changes in commitments, must be discussed and approved in independent director meetings before being submitted to the board [5][6] Group 3 - Meeting records must be created, documenting the opinions of independent directors, and must be signed for confirmation [5][6] - The company is responsible for providing support and convenience for the independent director meetings [5][6] - Any unresolved issues or conflicts with laws and regulations will defer to the relevant legal provisions or the company's articles of association [5][6]