甬金股份: 独立董事工作细则（2025年9月修订）

Core Points - The document outlines the working rules for independent directors of Yongjin Technology Group Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders and creditors [1][2]. General Provisions - 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 [2][3]. - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must fulfill their responsibilities according to relevant laws and regulations [2][3]. Independence Requirements - Independent directors should not be influenced by the company or its major shareholders and must maintain independence [4]. - The company must ensure that independent directors make up at least one-third of the board, including at least one accounting professional [4][5]. Nomination and Election - Independent directors can be nominated by the board or shareholders holding more than 1% of the company's shares, and the election must be approved by the shareholders' meeting [11][12]. - The nomination process requires the consent of the nominee and a thorough review of their qualifications [12][13]. Responsibilities of Independent Directors - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [17][18]. - They have the authority to hire external consultants for audits or consultations on specific matters [18][19]. Communication and Reporting - Independent directors must maintain effective communication with minority shareholders and report on their activities and findings annually [26][27]. - They are required to disclose any dissenting opinions during board meetings and ensure transparency in decision-making processes [9][10]. Work Conditions - The company must provide independent directors with equal access to information and support their duties through regular updates and resources [31][32]. - Independent directors are entitled to a reasonable allowance for their responsibilities, which must be disclosed in the annual report [36][16].