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药明康德: 无锡药明康德新药开发股份有限公司董事会薪酬与考核委员会议事规则(2025年修订)
Zheng Quan Zhi Xing·2025-09-02 10:25

Core Points - The document outlines the rules for the Compensation and Assessment Committee of Wuxi AppTec Co., Ltd, aiming to enhance the management of compensation and assessment for directors and senior management [2][3] - The committee is established under the board of directors and is responsible for formulating assessment standards, reviewing compensation policies, and researching equity incentive plans [2][5] Group 1: General Provisions - The committee is created to improve corporate governance and is based on various legal and regulatory frameworks [2] - The committee consists of three directors, with a majority being independent directors [3] Group 2: Responsibilities and Authority - The committee's main responsibilities include developing compensation plans based on the roles and responsibilities of directors and senior management, and ensuring transparency in the compensation process [5][6] - The committee is tasked with reviewing and approving compensation for non-independent directors and senior management, ensuring fairness and alignment with contractual terms [6][12] Group 3: Decision-Making Procedures - The committee is supported by a working group responsible for preparing proposals and providing necessary operational data [8][15] - Meetings require a two-thirds attendance of committee members, and decisions must be approved by a majority [9][10] Group 4: Meeting Regulations - Meetings must be documented, including attendance and voting results, and records should be maintained for at least ten years [10][11][28] - The committee has the authority to invite other directors and senior management to meetings when necessary [10][11] Group 5: Final Provisions - The rules take effect upon approval by the board and replace any previous regulations [29][30] - Any unresolved matters will be governed by relevant laws and regulations [30][31]