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和展能源: 关于召开2025年第二次临时股东会的通知
Zheng Quan Zhi Xing· 2025-08-27 14:16
证券代码:000809 证券简称:和展能源 公告编号:2025-041 辽宁和展能源集团股份有限公司 关于召开 2025 年第二次临时股东会的通知 本公司及董事会全体成员保证信息披露的内容真实、准 确、完整,没有虚假记载、误导性陈述或重大遗漏。 一、召开会议的基本情况 (一)股东会届次:2025 年第二次临时股东会。 (二)股东会召集人:公司董事会。公司于 2025 年 8 月 26 日召开第十二届 董事会第十七次会议,审议通过了《关于召开 2025 年第二次临时股东会的议案》。 (三)会议合法、合规性:本次股东会的召开,符合有关法律、行政法规、 部门规章、规范性文件和《公司章程》的规定。 (四)会议召开时间 通过深圳证券交易所交易系统进行网络投票的时间为 2025 年 9 月 15 日 9:15 至 9:25,9:30 至 11:30,13:00 至 15:00; 通过深圳证券交易所互联网系统投票的时间为 2025 年 9 月 15 日 9:15 至 (五)会议召开方式:本次股东会采用现场投票与网络投票相结合的方式召 开。 (http://wltp.cninfo.com.cn)向股东提供网络形式投票平台,股 ...
立霸股份: 立霸股份:董事、高级管理人员离职管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-25 16:30
《中华人民共和国证券法》 《上海 证券交易所股票上市规则》等法律、法规、规范性文件及《江苏立霸实业股份有 限公司章程》 (以下简称" 江苏立霸实业股份有限公司 董事、高级管理人员离职管理制度 第一章 总则 第一条 为了规范江苏立霸实业股份有限公司(以下简称"公司") 董事、高 级管理人员离职管理,确保公司治理结构的稳定性和连续性,维护公司及股东的 合法权益,公司根据《中华人民共和国公司法》 《公司章程》")的有关规定,结合公司的实际情况,特 制定本制度。 第二条 本制度适用于公司董事、高级管理人员因任期届满、辞任、被解除 职务或其他原因离职的情形。 第三条 公司董事、高级管理人员离职管理应遵循以下原则: (一)合法合规原则:严格遵守国家法律法规、监管规定及《公司章程》的 要求; (二)公开透明原则:及时、准确、完整地披露董事、高级管理人员离职相 关信息; (三)平稳过渡原则:确保董事、高级管理人员离职不影响公司正常经营和 治理结构的稳定性; (四)保护股东权益原则:维护公司及全体股东的合法权益。 第二章 离职情形与生效条件 第四条 公司董事、高级管理人员离职包含任期届满未连任、主动辞职、被 解除职务以及其他导 ...
双元科技: 董事、高级管理人员薪酬(津贴)制度
Zheng Quan Zhi Xing· 2025-08-25 16:23
第二条 本制度适用对象为公司董事、高级管理人员,具体包括以下人员: (一)独立董事,指公司按照《上市公司独立董事管理办法》的规定聘请的, 与公司及其主要股东不存在可能妨碍其进行独立客观判断的关系的董事; 浙江双元科技股份有限公司 董事、高级管理人员薪酬(津贴)制度 浙江双元科技股份有限公司 第一章 总 则 第一条 为进一步完善浙江双元科技股份有限公司(以下简称"公司")的董事、 高级管理人员的薪酬激励与约束机制,充分调动公司董事、高级管理人员的工作积 极性,提升公司的经营管理效益,根据国家相关法律法规及《浙江双元科技股份有 限公司章程》(以下简称"《公司章程》")的规定,结合公司实际情况,特制定本 制度。 (二)非独立董事(包括职工代表董事):包括内部董事和外部董事。内部董 事指同时在公司担任除董事以外其他职务的非独立董事;外部董事指不在公司担任 除董事以外职务的非独立董事。 (三)高级管理人员,指本制度执行期间公司聘请的公司的总经理、副总经理、 总工程师、董事会秘书、财务负责人(本公司称财务总监)及其他《公司章程》规 定的高级管理人员。 第三条 公司董事、高级管理人员薪酬制度遵循以下原则: 第二章 薪酬管理 ...
惠通科技: 董事、高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-03 16:18
Core Points - The article outlines the management system for the resignation of directors and senior management personnel at Yangzhou Huitong Technology Co., Ltd, aiming to ensure corporate governance stability and protect shareholders' rights [1][2]. Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding resignation, term expiration, and dismissal [1]. - Directors can resign before their term expires by submitting a written resignation report to the board, which becomes effective upon receipt unless otherwise specified [2]. Group 2: Resignation Conditions and Procedures - Directors automatically leave office if not re-elected at the end of their term, effective from the date of the shareholders' meeting resolution [2]. - The board can dismiss directors, with the dismissal taking effect on the date of the resolution [2]. - Senior management personnel can also resign before their term ends, with specific procedures outlined in their labor contracts [2]. Group 3: Transfer Procedures and Unresolved Matters - Resigning directors and senior management must transfer all relevant documents, seals, data assets, and unresolved matters to the board within three working days after resignation [3]. - If the departing personnel are involved in significant investments or financial decisions, an audit committee may initiate a departure audit [3]. Group 4: Obligations of Departing Directors and Senior Management - Departing directors and senior management retain their fiduciary duties for two years post-resignation [4]. - They are restricted from transferring more than 25% of their shares annually during their term and cannot transfer shares for six months after leaving [4]. Group 5: Accountability Mechanism - The board will review any breaches of commitments or transfer issues by departing personnel and may pursue compensation for losses incurred [5]. - Departing personnel can appeal the board's accountability decisions within 15 days of notification [5].
杰美特: 董事、高级管理人员薪酬管理制度(2025.07)
Zheng Quan Zhi Xing· 2025-07-18 11:24
Core Points - The management system for the remuneration of directors and senior management at Shenzhen Jiemite Technology Co., Ltd. aims to enhance work motivation and establish an incentive mechanism aligned with modern corporate governance [1] - The system applies to board members and senior management, including the general manager, deputy general managers, financial director, and board secretary [1] Chapter Summaries Chapter 2: Remuneration Management Organization - The remuneration and assessment committee of the board is responsible for reviewing the remuneration standards and conducting annual assessments of directors and senior management [2] - The human resources and finance departments assist in the implementation of remuneration plans, reporting to the board [2] Chapter 3: Composition of Remuneration - Directors who are employees receive remuneration based on their specific job roles, with the chairman's allowance set between 500,000 to 1,200,000 yuan per year, contingent on participation in daily management [3] - Independent directors receive allowances ranging from 50,000 to 250,000 yuan per year, with expenses incurred during their duties reimbursed by the company [3] - Senior management remuneration consists of a base salary and performance bonuses, with specific salary ranges for positions such as general manager (400,000 to 1,000,000 yuan), deputy general manager (300,000 to 800,000 yuan), board secretary (300,000 to 800,000 yuan), and financial director (250,000 to 700,000 yuan) [3] Chapter 4: Remuneration Distribution - Directors' remuneration is distributed regularly, while senior management's base salary is paid monthly, with performance bonuses distributed at the end of the fiscal year [5] Chapter 5: Remuneration Adjustment and Incentives - The company may propose annual remuneration adjustments based on operational performance, industry standards, and inflation, requiring board and shareholder approval [7] - The remuneration system is designed to support the company's strategic goals and may be adjusted in response to significant changes in the economic environment [7] - Salary reductions or deductions may occur for directors and senior management under specific circumstances, such as serious violations of company policies or causing significant economic losses [7] Chapter 6: Other Provisions - The management system is subject to relevant national laws and regulations, and it becomes effective upon approval by the shareholders' meeting [9]
达利凯普: 董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-07-10 12:17
Core Viewpoint - The document outlines the regulations and procedures regarding the resignation and termination of directors and senior management at Dalian Dali Cap Technology Co., Ltd, ensuring operational stability and protection of stakeholders' rights [1][2][6]. Group 1: Resignation Procedures - Directors and senior management can resign before their term ends, with directors required to submit a written resignation report to the board, effective upon receipt [1][2]. - If a director's resignation results in the board falling below the legal minimum number, the resigning director must continue to fulfill their duties until a new director is appointed [1][2]. - The company must disclose the resignation of directors or senior management within two trading days [1][2]. Group 2: Termination Conditions - Directors can be removed by a shareholders' resolution if they violate laws or company regulations, with immediate effect upon the resolution [2]. - Senior management can also be dismissed for similar reasons, with the dismissal effective upon board resolution [2]. - If a director is dismissed without just cause before their term ends, they may seek compensation from the company [2]. Group 3: Eligibility Criteria - Individuals with certain legal restrictions, such as criminal convictions or bankruptcy responsibilities, are ineligible to serve as directors or senior management [3][4]. - The company must terminate the employment of any director or senior management who falls under these disqualifications during their tenure [4]. Group 4: Transition and Responsibilities - Resigning directors and senior management must hand over all relevant documents and assets within three working days post-resignation [4][5]. - If there are unresolved commitments, the company can require a written fulfillment plan from the departing personnel [5]. - The loyalty obligations of directors and senior management remain in effect for two years post-termination [5]. Group 5: Accountability Mechanism - The board will review any breaches of commitments or transfer issues by departing personnel and may pursue compensation for losses incurred [6]. - Departing directors and senior management have the right to appeal any accountability decisions within 15 days [6]. Group 6: Implementation and Governance - The regulations will be implemented upon approval by the board and are subject to existing laws and company articles [6]. - The board is responsible for the formulation, revision, and interpretation of these regulations [6].
爱迪特: 董事、高级管理人员薪酬管理制度
Zheng Quan Zhi Xing· 2025-07-02 16:25
Core Points - The company implements a remuneration system for its directors and senior management to reflect their contributions and responsibilities in decision-making [1] - The remuneration management follows principles of fairness, objective evaluation, and transparency [2] - Adjustments to remuneration are based on the company's operational development and organizational changes [2] - Directors and senior management receive a salary based on their positions, with taxes withheld by the company [2] - The company covers travel expenses for directors attending meetings and other necessary costs [3] - The remuneration does not include stock incentive plans or bonuses [3] - The company considers industry salary levels, regional salary levels, inflation, and its operational status when determining remuneration [4] - Violations of laws or company regulations by directors or senior management may lead to penalties, including salary deductions or termination [5][6] - The remuneration system is subject to approval by the shareholders' meeting and the board of directors [2][6] - The system becomes effective upon approval by the shareholders' meeting [6]
澜起科技: 澜起科技股份有限公司董事、高级管理人员股份及其变动管理制度 (草案)(H股发行并上市后适用)
Zheng Quan Zhi Xing· 2025-06-20 13:36
General Overview - The document outlines the management system for shares held by directors and senior management of Lianqi Technology Co., Ltd, aimed at maintaining market order and compliance with relevant laws and regulations [1][2]. Shareholding Management - The system applies to all shares held by directors and senior management, including those held in others' accounts and through margin trading [2]. - Shareholding changes must comply with laws, regulations, and the company's articles of association [2][3]. Reporting and Disclosure - Directors and senior management must notify the board secretary in writing before buying or selling shares, who will verify compliance with disclosure and significant matters [3][4]. - Personal and family shareholding information must be reported to the Shanghai Stock Exchange within specified timeframes [3][6]. Transfer Restrictions - There are specific periods during which shares cannot be transferred, including within one year of A-share listing and six months post-resignation [4][5]. - Directors and senior management can only transfer up to 25% of their shares annually, with exceptions for certain circumstances [5][6]. Trading Prohibitions - Directors and senior management are prohibited from trading shares during specific periods, such as 15 days before annual or semi-annual reports [7][8]. - The document specifies additional restrictions based on insider information and other regulatory requirements [8][9]. Special Circumstances - In special cases where a director needs to sell shares under prohibitive conditions, they must provide written notice and justification to the board [10][11]. - The board secretary is responsible for managing shareholding data and ensuring compliance with reporting obligations [12]. Compliance and Enforcement - Violations of the regulations may result in legal responsibilities and potential compensation for losses incurred by the company [12][13]. - The system will take effect upon the company's H shares listing on the Hong Kong Stock Exchange [12].
鸿远电子: 鸿远电子董事、高级管理人员薪酬管理办法
Zheng Quan Zhi Xing· 2025-06-20 10:46
Core Points - The document outlines the compensation management measures for directors and senior management of Beijing Yuanliuhongyuan Electronic Technology Co., Ltd, aiming to enhance the incentive and restraint mechanism based on company law and internal regulations [1][2]. Group 1: General Principles - The compensation management for directors and senior management follows principles such as aligning compensation with the company's actual operating conditions, integrating rights, responsibilities, and benefits, and balancing incentives with constraints [1][3]. - Adjustments to compensation can be made based on the company's operational development and industry salary levels [1][2]. Group 2: Management Structure - The shareholders' meeting is responsible for reviewing the compensation plans for directors, while the board of directors is responsible for reviewing the compensation plans for senior management [2][3]. - The board's compensation and assessment committee is tasked with establishing assessment standards and conducting annual evaluations of directors and senior management [2]. Group 3: Compensation Standards and Management - Independent directors receive compensation as per the approved plan by the shareholders' meeting, while non-independent directors who also serve as senior management are compensated according to senior management standards [2]. - Senior management operates on a salary system that links compensation to responsibilities, risks, and performance, consisting of a basic salary and performance-based pay [2][3]. - Compensation for directors and senior management is pre-tax income, subject to personal income tax [2]. Group 4: Additional Provisions - The compensation management measures take effect upon approval by the shareholders' meeting and are subject to interpretation by the board of directors [3]. - In cases where the measures are inconsistent with laws, regulations, or the company's articles of association, the relevant laws and regulations will prevail [3].
成都市路桥工程股份有限公司第七届董事会第三十二次会议决议公告
Shang Hai Zheng Quan Bao· 2025-06-17 21:00
Group 1 - The company held its 32nd meeting of the 7th Board of Directors on June 17, 2025, with all 9 directors participating in the voting [2][4] - The Board approved the appointment of Mr. Wang Min as the internal audit head, effective from the date of the meeting until the end of the current Board's term [3][18] - The Board agreed to resubmit the 2025 remuneration plan for directors, supervisors, and senior management to the shareholders' meeting due to the previous plan not being approved [5][12] Group 2 - The company will hold its first extraordinary shareholders' meeting on July 3, 2025, with a record date of June 27, 2025 [6][22] - The meeting will include both on-site and online voting options for shareholders [23][30] - The agenda for the shareholders' meeting includes the resubmission of the remuneration plan and other ordinary matters requiring approval [29][32]