安正时尚: 安正时尚集团股份有限公司董事、高级管理人员管理制度

General Principles - The company aims to establish a scientific and effective incentive and restraint mechanism for the remuneration and resignation management of directors and senior management to ensure stable operations and protect shareholder rights [1] - The applicable personnel include directors, the president, vice presidents, board secretary, and financial director, with similar remuneration and resignation matters for the directors and senior management of controlling subsidiaries [1] Compensation Management Principles of Compensation Management - The compensation system follows principles of fairness, alignment of responsibilities and rights, combination of short-term and long-term incentives, and a balance of incentives and constraints [2] - Directors who also serve as senior management will have their compensation determined based on their specific roles without additional director allowances [2] Management Structure for Compensation - The board of directors has a nomination and compensation assessment committee responsible for setting compensation standards and reviewing the performance of directors and senior management [2] - The human resources and finance departments assist the committee in formulating and implementing compensation plans [2] Composition of Compensation - Independent directors receive a fixed allowance annually, while non-independent directors' compensation is determined based on their specific roles and contributions [3] - Senior management's compensation consists of a base salary and performance bonuses, with the latter linked to annual performance results [3] Payment of Compensation - Independent directors' allowances are paid annually, while non-independent directors and senior management receive monthly base salaries and performance bonuses based on annual assessments [4][6] Adjustment of Compensation - The compensation system should adapt to the company's operational strategy and conditions, with adjustments based on industry salary increases, inflation, company profitability, and strategic changes [7] - The compensation committee can propose revisions to the compensation system based on significant changes in the aforementioned factors [7] Resignation Management Resignation Procedures - Directors and senior management can resign before their term ends by submitting a written resignation report, which takes effect upon receipt by the company [8] - The company must complete the election of new directors within 60 days of a resignation [9] Rights and Obligations After Resignation - Resigning directors and senior management must ensure proper handover of responsibilities and continue to fulfill any public commitments made during their tenure [10][11] - They are also required to maintain confidentiality regarding the company's trade secrets even after leaving [11] Compliance and Cooperation - Resigned personnel must cooperate with the company in follow-up investigations of significant matters during their tenure and fulfill any outstanding obligations [11][12]