内蒙新华: 内蒙古新华发行集团股份有限公司薪酬与考核委员会工作细则

Core Points - The document outlines the establishment and operational guidelines for the Compensation and Assessment Committee of Inner Mongolia Xinhua Publishing Group Co., Ltd. [1] - The committee is responsible for evaluating the performance and compensation of directors and senior management, ensuring compliance with relevant laws and regulations [1][4] Group 1: General Provisions - The committee is established to improve the governance structure and management of compensation for directors and senior management [1] - The committee is a specialized working body of the board of directors, tasked with formulating assessment standards and compensation policies [1][3] Group 2: Composition of the Committee - The committee consists of more than three directors, with independent directors making up the majority [3] - The chairman of the committee is an independent director, elected by committee members [3][6] Group 3: Responsibilities and Authority - The committee's main responsibilities include researching assessment standards, reviewing compensation policies, and supervising the execution of the compensation system [4][5] - Recommendations on compensation for directors and senior management must be submitted to the board for approval [5][9] Group 4: Decision-Making Procedures - The committee conducts annual evaluations of directors and senior management, typically completed within one quarter after the fiscal year [15] - Relevant departments must provide necessary materials and support for the committee's decision-making process [14][15] Group 5: Meeting Rules - The committee must hold at least one regular meeting each year, with additional meetings called as needed [7][8] - A quorum requires the presence of at least two-thirds of committee members, and decisions are made by majority vote [20][21] Group 6: Confidentiality and Record-Keeping - Meeting records must be maintained, and attendees are required to keep discussions confidential [26][28] - The committee's decisions and voting results must be reported in writing to the board of directors [27]