WINBASE(SZ:002492) Zheng Quan Zhi Xing·2025-09-05 16:33General Overview - The company establishes a Compensation and Assessment Committee to enhance the governance structure and manage the compensation and assessment of directors and senior management [1][2] Committee Composition - The committee consists of three directors, with independent directors holding a majority and serving as the convener [4] - The committee's term aligns with that of the board, with independent directors limited to a maximum of six consecutive years [2][3] Responsibilities and Authority - The committee is responsible for formulating assessment standards and compensation policies for directors and senior management, and making recommendations to the board on various matters [3][4] - The board has the authority to reject compensation plans that may harm shareholder interests, and must document reasons for not adopting committee recommendations [3][4] Decision-Making Procedures - The committee's working group prepares necessary materials for decision-making, including financial indicators and performance evaluations [5][6] - The committee evaluates directors and senior management based on performance standards and proposes compensation amounts to the board [5][6] Meeting Rules - The committee must hold at least one meeting annually, primarily in person, but can use other methods if necessary [6][7] - A quorum requires the presence of at least two-thirds of the committee members, and decisions must be approved by a majority [6][7] Additional Provisions - The rules take effect upon board approval and will be revised in accordance with future legal changes [7][8]