ZMD(SH:688636) Zheng Quan Zhi Xing·2025-09-02 11:25Core Points - The article outlines the management system for the resignation of directors and senior management at Chengdu Zhimingda Electronics Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1][3]. Group 1: General Provisions - The system is established based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and is applicable to all directors and senior management [1][3]. - The resignation scenarios include term expiration, voluntary resignation, dismissal, and other circumstances leading to actual departure [3][4]. Group 2: Resignation Procedures - Upon receiving a resignation report, the company must disclose the resignation announcement within two trading days, detailing the resignation time, reasons, position, and any unfulfilled commitments [4][5]. - Directors must continue to perform their duties until a new director is elected if the board's composition falls below the legal minimum due to resignation [4][6]. Group 3: Responsibilities and Obligations - Directors and senior management must complete all handover procedures within five working days after formal resignation, including transferring all relevant documents and assets [12][13]. - The obligations of loyalty and confidentiality continue for two years post-resignation, and any public commitments made during their tenure must still be fulfilled [13][14]. Group 4: Shareholding Management - Directors and senior management are prohibited from transferring their shares within six months post-resignation and must adhere to specific limits on share transfers during their tenure and the subsequent six months [17][18]. - Any commitments regarding shareholding must be strictly followed by the departing directors and senior management [18]. Group 5: Final Provisions - The system will be executed in accordance with national laws and regulations, and any conflicts with future regulations will be resolved in favor of the latter [20][21].