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中南文化: 总经理工作细则(2025年8月)

General Provisions - The purpose of the guidelines is to standardize the behavior of the general manager of Zhongnan Hong Culture Group Co., Ltd. and ensure the lawful execution of duties in accordance with the Company Law and the company's articles of association [1][2] - The general manager must comply with relevant laws, regulations, and the company's articles of association in addition to these guidelines [1] Responsibilities of Management Personnel - Management personnel must act in good faith, safeguarding the interests of the company and all shareholders, and are prohibited from misappropriating company assets or funds [2][3] - They must not engage in bribery, disclose company secrets, or exploit their position for personal gain without board approval [2][3] Authority of the General Manager - The company has one general manager who is responsible to the board of directors and exercises powers as defined in the company's articles of association [3][4] - The general manager is responsible for managing the company's operations, implementing board resolutions, and reporting to the board [3][4] Meeting Regulations - The general manager's office meetings are the primary form for decision-making on important administrative and operational issues [6][7] - Meetings must have at least half of the participants present to be valid, and decisions made must be executed by all relevant personnel [6][7] Financial Authority - The general manager has the authority to decide on operational expenditures and risk investments within the limits set by the board [14][15] - The general manager must report on significant contracts, fund utilization, and profit/loss situations to the board or audit committee [14][15] Performance Evaluation and Incentives - The board is responsible for evaluating the performance of the general manager and other senior management, establishing management goals and performance assessment plans [16][17] - The general manager must create a compensation mechanism linked to company performance and individual achievements [16][17] Amendments to Guidelines - The guidelines must be amended in case of changes in relevant laws or company articles that conflict with these provisions [18] - Amendments are organized by the general manager and must be approved by the board to take effect [18]