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基蛋生物: 基蛋生物:董事会战略委员会实施细则(2025年8月)

General Principles - The implementation rules for the Strategic Committee of the company are established to enhance core competitiveness, determine development planning, and improve decision-making processes [1][2] - The Strategic Committee is a specialized working body set up by the Board of Directors, responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [1][2] Composition of the Committee - The Strategic Committee consists of three members, including at least one independent director [3] - The chairman of the committee is the chairman of the board, who is responsible for presiding over the committee's work [3][4] Responsibilities and Authority - The main responsibilities of the Strategic Committee include researching and proposing suggestions on long-term development strategies, major investment financing plans, significant capital operations, and other major matters affecting the company's development [8] - The committee is responsible to the Board of Directors, and its proposals are submitted for board review and decision [8] Decision-Making Procedures - A working group is responsible for preparing the committee's decisions, providing relevant materials, and conducting preliminary reviews [10] - The committee holds meetings to discuss proposals from the working group and submits the results to the Board of Directors [11] Meeting Rules - The Strategic Committee must hold at least two meetings per year, with notifications sent two days in advance [12] - A meeting requires the presence of at least two-thirds of the members to be valid, and decisions must be approved by a majority [13][14] Confidentiality and Record-Keeping - Members attending meetings have confidentiality obligations and must not disclose information without authorization [21] - Meeting records must be kept, and attendees are required to sign the records [19]