天目药业: 杭州天目山药业股份有限公司薪酬与考核委员会工作细则（2025年8月修订）

Core Viewpoint - The article outlines the working rules of the Compensation and Assessment Committee of Hangzhou Tianmu Mountain Pharmaceutical Co., Ltd., emphasizing the establishment of a sound assessment and compensation management system for directors and senior management, in accordance with relevant laws and regulations [1]. Group 1: General Provisions - The Compensation and Assessment Committee is a specialized working body established by the board of directors, responsible for formulating assessment standards and compensation policies for directors and senior management [1]. - The committee consists of three directors, with a majority being independent directors [2]. Group 2: Responsibilities and Authority - The committee is tasked with developing assessment standards, reviewing compensation policies, and making recommendations on various matters, including the compensation of directors and senior management, and the formulation or modification of equity incentive plans [9]. - If the board does not fully adopt the committee's recommendations, it must document the committee's opinions and the reasons for non-adoption in the board's resolution [3]. Group 3: Decision-Making Procedures - The committee's working group is responsible for preparing decision-making materials, including financial indicators and performance evaluations of directors and senior management [13]. - The evaluation process includes self-assessment by directors and senior management, followed by performance evaluations based on established standards [14]. Group 4: Meeting Rules - The committee meets irregularly, requiring the presence of at least two-thirds of its members to hold a meeting, with decisions made by a majority vote [15][16]. - Meetings must be recorded, and all attendees are bound by confidentiality regarding the discussed matters [22][24]. Group 5: Miscellaneous Provisions - Any matters not covered by these rules or conflicting with relevant laws and regulations shall be executed according to those regulations [25]. - The board of directors is responsible for the formulation, modification, and interpretation of these rules [26].