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董事会薪酬与考核管理
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豪鹏科技: 董事会薪酬与考核委员会议事规则
Zheng Quan Zhi Xing· 2025-07-02 16:25
Core Points - The company establishes a remuneration and assessment management system for its directors and senior management to enhance governance structure and create a scientific incentive mechanism [1][10] - The Remuneration and Assessment Committee is responsible for researching and formulating remuneration policies and assessment standards for directors and senior management [1][3] Group 1: Committee Structure - The Remuneration and Assessment Committee consists of three directors, with independent directors making up the majority [2] - The committee is elected by the board and has a term that aligns with the current board's term [2][6] - If the number of committee members falls below the required amount, the board must promptly supplement the committee [2][6] Group 2: Responsibilities and Authority - The committee is responsible for assessing directors and senior management, reviewing remuneration policies, and supervising the execution of the remuneration system [3][10] - The committee must submit its proposals to the board for review and approval, including remuneration plans and stock incentive programs [4][12] - The board is expected to respect the committee's recommendations unless there is sufficient reason not to [13] Group 3: Meeting Procedures - The committee meetings can be held regularly or irregularly, with a notice period of three days [5] - A quorum for meetings requires attendance from at least two-thirds of the committee members [19][26] - Meeting decisions must be recorded in writing and reported to the board [26][28] Group 4: Confidentiality and Compliance - Committee members are obligated to maintain confidentiality regarding company information until it is publicly disclosed [18] - The rules established by the committee must comply with national laws and the company's articles of association [10][29]
密封科技: 薪酬与考核委员会工作细则
Zheng Quan Zhi Xing· 2025-05-14 11:20
Core Points - The company has established a Compensation and Assessment Committee to enhance the evaluation system for directors and senior management [2][3] - The committee is responsible for researching assessment standards and proposing compensation policies for directors and senior management [2][3] - The committee consists of three directors, with independent directors making up more than half [3] - The committee's term aligns with that of the board, and it can be re-elected [3] - The committee is supported by a working group from the finance and human resources departments [3][8] - The committee is tasked with developing assessment standards and compensation policies, including stock incentive plans [8][4] - Recommendations from the committee regarding compensation must be approved by the board and then submitted to the shareholders' meeting for approval [4][8] - The committee must hold at least one meeting annually, with provisions for additional meetings as needed [6][7] - The assessment process for directors and senior management includes self-evaluations and performance metrics [13][14] - The committee can invite directors and senior management to attend meetings when necessary [15] - The committee has confidentiality obligations regarding the matters discussed in meetings [18]