Zheng Quan Zhi Xing·2025-08-25 16:30Core Points - The document outlines the independent director working system of Shanghai Kangpeng Technology Co., Ltd, detailing the qualifications, responsibilities, and procedures for independent directors [1][2][3] Group 1: Qualifications and Independence - Independent directors must have at least five years of full-time work experience and meet the qualifications set by relevant laws and regulations [1] - They should possess independence and cannot be nominated if they have significant relationships with the company or its major shareholders [1][2] - Independent directors can serve on a maximum of three domestic listed companies to ensure they have sufficient time to fulfill their duties [1][2] Group 2: Nomination and Election - The board of directors or shareholders holding more than 1% of the company's issued shares can propose candidates for independent directors, subject to shareholder approval [2][3] - The nomination process requires the consent of the proposed candidates and a thorough understanding of their qualifications and independence [2][3] Group 3: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [5][6] - They have special powers, including the ability to hire external consultants, propose meetings, and express independent opinions on matters that may harm the company or minority shareholders [6][7] Group 4: Meeting and Reporting - Independent directors must attend board meetings and submit annual reports detailing their performance and participation [9][10] - They are required to disclose their independent opinions on significant matters and any dissenting votes with justifications [8][9] Group 5: Communication and Support - The company must provide necessary support and resources for independent directors to perform their duties effectively, including timely access to information and communication channels [14][15] - There should be mechanisms in place for independent directors to communicate with minority shareholders and address their concerns [14][15] Group 6: Compliance and Accountability - Independent directors must conduct self-assessments of their independence annually and report to the board [2][3] - They are obligated to report any violations of laws or regulations and can escalate issues to regulatory authorities if necessary [8][13]