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海泰新光: 独立董事工作制度

Core Points - The document outlines the independent director working system of Qingdao Haitai Newlight Technology Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders and stakeholders [1][2]. Group 1: Independent Director Definition and Qualifications - An independent director is defined as a board member who does not hold any other position in the company and has no direct or indirect interests that could affect their independent judgment [1]. - Basic qualifications for independent directors include legal eligibility, independence, knowledge of corporate operations, at least five years of relevant experience, and good personal character [1][2]. Group 2: Independence Criteria - Individuals who cannot serve as independent directors include those with close relationships to the company, significant shareholders, or those providing services to the company [2][3]. - Independent directors must conduct annual self-assessments of their independence and submit the results to the board for evaluation [3]. Group 3: Nomination and Election Process - The board or shareholders holding over 1% of shares can nominate independent director candidates, who must be approved by the shareholders' meeting [4]. - The nomination process requires the consent of the nominee and a thorough review of their qualifications by the nomination committee [4][5]. Group 4: Responsibilities and Powers - Independent directors have special powers, including approving significant related-party transactions and proposing the hiring or dismissal of accounting firms [8][9]. - They must provide independent opinions on various matters, including the appointment of directors and senior management [9][10]. Group 5: Obligations and Rights - Independent directors are required to fulfill their duties diligently, focusing on protecting the interests of minority shareholders [18][19]. - The company must provide necessary support and information to independent directors to enable them to perform their roles effectively [25][26]. Group 6: Compensation and Insurance - The company is responsible for compensating independent directors and may establish a liability insurance system to mitigate risks associated with their duties [30][31].