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凯尔达: 董事会秘书工作细则(2025年8月修订)

Core Points - The document outlines the responsibilities, qualifications, and operational guidelines for the Secretary of the Board of Directors at Hangzhou Kaierda Welding Robot Co., Ltd [1][2][3] Group 1: General Provisions - The purpose of the guidelines is to promote standardized operations within the company and clarify the responsibilities and authority of the Board Secretary [1] - The Board Secretary is a senior management position responsible for the company and the Board, ensuring compliance with laws and regulations [1] Group 2: Qualifications of the Board Secretary - The Board Secretary must possess good professional ethics, necessary financial, management, and legal knowledge, and relevant work experience [2] Group 3: Responsibilities of the Board Secretary - The main responsibilities include managing information disclosure, ensuring compliance with disclosure regulations, and maintaining investor relations [3][4] - The Board Secretary must coordinate communication between the company and regulatory bodies, shareholders, and other stakeholders [3][4] - The Secretary is also responsible for organizing board meetings, maintaining accurate records, and ensuring compliance with legal and regulatory requirements [3][4][5] Group 4: Appointment and Dismissal - The Board Secretary is nominated by the Chairman and appointed by the Board, with specific conditions for dismissal outlined [4][5] - In case of vacancy, a designated individual must temporarily assume the Secretary's duties until a new appointment is made [6] Group 5: Legal Responsibilities - The Board Secretary has a duty of loyalty and diligence, adhering to laws and regulations, and is liable for any breaches that result in company losses [9][10] - Specific prohibited actions include misappropriating company assets, unauthorized disclosure of confidential information, and engaging in conflicts of interest [9][10]