苏州科达: 董事离职管理制度

Core Viewpoint - The document outlines the procedures and principles governing the resignation of directors at Suzhou Keda Technology Co., Ltd, ensuring compliance with relevant laws and regulations while protecting the interests of the company and its shareholders [1][2]. Group 1: General Principles - The resignation management of directors should adhere to the principles of legality, transparency, smooth transition, and protection of shareholder rights [1]. - The procedures apply to various resignation scenarios, including term expiration, voluntary resignation, and dismissal [1]. Group 2: Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [2]. - If a resignation leads to a board member count below the legal minimum, the resigning director must continue to fulfill their duties until a new director is appointed [2]. - The company must disclose the resignation details within two trading days and complete the re-election of directors within 60 days [2]. Group 3: Dismissal Procedures - Directors can be dismissed by the shareholders' meeting before their term ends, with the decision effective on the date of resolution [3]. - The company must notify the director facing dismissal and allow them to defend their position at the shareholders' meeting [3]. Group 4: Responsibilities and Obligations - Directors must complete all handover procedures within five days of formal resignation, including transferring relevant documents and files [4]. - Directors are required to continue fulfilling any public commitments made during their tenure, regardless of the reason for their departure [5]. - Confidentiality obligations regarding company secrets remain in effect after a director's departure [5]. Group 5: Accountability Mechanism - The company has the right to seek compensation from departing directors for any losses incurred due to violations of laws or regulations [6]. - Directors can appeal against accountability decisions within 15 days of notification [6]. Group 6: Shareholding Management - Departing directors are prohibited from transferring their shares within six months of leaving the company [7]. - Any changes in shareholding must comply with specific regulations regarding the timing and manner of transfer [7].