赛腾股份: 苏州赛腾精密电子股份有限公司独立董事专门会议工作细则(2025年8月)

Core Viewpoint - The document outlines the working rules for the independent director special meetings of Suzhou Saiteng Precision Electronics Co., Ltd, aiming to enhance corporate governance and the role of independent directors in decision-making and protecting minority shareholders' rights [1][2]. Chapter 1: General Principles - The purpose of the rules is to improve corporate governance and the effectiveness of independent directors in the company [1]. - Independent directors are defined as those who do not hold other positions in the company and have no direct or indirect interests that could affect their independent judgment [1]. Chapter 2: Responsibilities and Authority - Certain matters must be discussed and approved by the independent director special meeting before being submitted to the board, including related party transactions and acquisition decisions [2]. - Independent directors have special powers that require prior approval from the special meeting, such as hiring external consultants and proposing temporary shareholder meetings [2]. Chapter 3: Meeting Rules - The company is required to hold regular or ad-hoc independent director special meetings, providing relevant materials at least three days in advance [3]. - Meetings can be held in person or via other means, ensuring all independent directors can communicate effectively [3]. - A majority of independent directors must be present for the meeting to proceed, and decisions require a majority vote [3][4]. Chapter 4: Meeting Records - Detailed records of the meetings must be kept, including attendance, voting results, and opinions expressed by independent directors [5]. - The company is responsible for covering costs associated with hiring professional institutions for independent directors [5]. Additional Provisions - The rules will take effect upon approval by the board and will be interpreted by the board [6].