General Provisions - The company establishes a procedure for the resignation of directors to ensure the stability and continuity of its governance structure and protect the legal rights of the company and its shareholders [1] - This procedure applies to all directors, including independent directors, who leave due to term expiration, voluntary resignation, dismissal, or other reasons [1] Resignation Circumstances and Effectiveness - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [3] - If a director's term expires without re-election, they automatically leave on the date the shareholders' meeting resolution is passed [2] - The company must disclose the resignation details within two trading days and complete the re-election within sixty days to ensure compliance with legal and regulatory requirements [2][3] Transfer Procedures and Unresolved Matters - After resignation, directors must complete handover procedures within ten working days, transferring all relevant documents and data to the board [3] - Resigning directors must cooperate with the company in follow-up audits related to significant matters during their tenure [3] Obligations of Resigning Directors and Company Accountability - Resigning directors remain obligated to maintain confidentiality regarding the company's trade secrets even after leaving [4] - Directors who leave without proper justification may seek compensation from the company [3][4] Management of Shareholdings by Resigning Directors - Directors must comply with regulations regarding insider trading and must report their personal information to the company within two trading days after resignation [5] - Resigning directors are prohibited from transferring their shares within six months of leaving the company [5] Additional Provisions - The established procedures also apply to senior management personnel [6] - The board is responsible for interpreting and amending these procedures, which take effect upon approval by the board [6]
润丰股份: 董事和高级管理人员离任管理制度