中南文化: 董事会秘书工作细则(2025年8月)

Core Points - The document outlines the working rules for the Secretary of the Board of Directors of Zhongnan Hong Culture Group Co., Ltd, emphasizing the legal framework and responsibilities associated with the role [1][2][3] Group 1: General Provisions - The rules are established based on the Company Law, Securities Law, and relevant regulations [1] - The company appoints one Secretary of the Board, who is a senior management personnel responsible to the company and the board [1] Group 2: Qualifications of the Secretary - The Secretary must possess necessary professional knowledge in finance, management, and law, and must adhere to ethical standards [2] - Individuals with certain disqualifying conditions, such as regulatory sanctions or recent penalties, cannot serve as Secretary [2] Group 3: Responsibilities of the Secretary - The Secretary is responsible for coordinating information disclosure, managing investor relations, and organizing board and shareholder meetings [3][4] - The Secretary must ensure compliance with confidentiality obligations and report any significant information leaks to the Shenzhen Stock Exchange [3][4] Group 4: Appointment and Dismissal - The Secretary is nominated by the Chairman and appointed by the board, with specific conditions under which the Secretary can be dismissed [6][12] - The company must provide reasons for the dismissal and must appoint a new Secretary within three months of a vacancy [6][7] Group 5: Confidentiality and Documentation - A confidentiality agreement must be signed with the Secretary, ensuring ongoing confidentiality obligations [7] - The Secretary is responsible for maintaining accurate records of board and shareholder meetings and ensuring compliance with legal requirements for documentation [8][9]