华光新材: 华光新材独立董事工作制度

Core Points - The document outlines the independent director working system of Hangzhou Huaguang Welding New Materials Co., Ltd, aiming to enhance corporate governance and protect the rights of all shareholders, especially minority shareholders [1][2][4] - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [1][2] - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [1][2] Chapter Summaries Chapter 1: General Principles - The independent director system is established to improve corporate governance and ensure the protection of shareholder rights [1] - Independent directors are defined as those who do not hold other positions in the company and have no conflicting interests [1][2] Chapter 2: Qualifications of Independent Directors - Independent directors must maintain independence and cannot be individuals with certain relationships or interests in the company [6][8] - Specific qualifications include having relevant experience and a clean legal record [7][8] Chapter 3: Appointment and Replacement of Independent Directors - The board and shareholders holding more than 1% of shares can propose independent director candidates, who must be elected by the shareholders [11][12] - Independent directors can serve a maximum of three terms, with each term not exceeding six years [17][19] Chapter 4: Responsibilities and Duties of Independent Directors - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice [21][22] - They have special rights, including hiring external consultants and calling for shareholder meetings [22][23] Chapter 5: Working Conditions for Independent Directors - The company must provide necessary resources and support for independent directors to fulfill their duties [38][39] - Independent directors are entitled to a reasonable allowance, which must be disclosed in the annual report [43][44] Chapter 6: Miscellaneous - The document specifies that any amendments to the independent director system must be approved by the shareholders [49][50]