董事和高级管理人员离职管理
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三祥新材: 三祥新材股份有限公司董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-21 16:47
Core Viewpoint - The company has established a management system for the resignation of directors and senior management to ensure governance stability and protect the rights of shareholders [1][2]. Chapter 1: General Principles - The system is designed to comply with relevant laws and regulations, ensuring legal compliance, transparency, smooth transitions, and protection of shareholder rights [1]. Chapter 2: Resignation Circumstances and Procedures - Resignation circumstances include term expiration, voluntary resignation, dismissal, and other reasons [2]. - Directors must submit a written resignation report, which becomes effective upon receipt by the company [2]. - The company must disclose resignation details within two trading days and complete board member replacements within 60 days [3]. Chapter 3: Responsibilities of Resigning Directors and Senior Management - Resigning directors and senior management must complete handover procedures and remain liable for their duties for one year post-resignation [5]. - They are responsible for any damages caused during their tenure and must continue to fulfill any public commitments made [5]. Chapter 4: Management of Shares Held by Resigning Directors - Resigning directors and senior management cannot transfer their shares within six months of leaving [6]. - They must adhere to specific regulations regarding shareholding changes during and after their tenure [6]. Chapter 5: Supplementary Provisions - The system will be effective upon approval by the board and will be interpreted by the board [6].
顺发恒业: 《董事和高级管理人员离职管理制度》
Zheng Quan Zhi Xing· 2025-08-21 14:06
Core Viewpoint - The company has established a management system for the resignation of directors and senior management to ensure stable governance and protect the rights of the company and its shareholders [1]. Chapter 1: General Principles - The management system is based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The system applies to directors, general managers, deputy general managers, financial officers, and board secretaries as defined in the company's articles of association [1]. Chapter 2: Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term ends by submitting a written resignation report, which takes effect upon receipt by the company [2]. - The resignation report must include the resignation time, reason, position, and whether the individual will continue to hold any position in the company or its subsidiaries [2]. - If a resignation leads to a shortage of board members below the legal minimum, the resigning director must continue to fulfill their duties until a new director is elected [2]. - The company must announce the resignation reasons and its impact within two trading days of receiving the resignation report [2]. Chapter 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must complete work handover within five working days after resignation, covering decision-making documents, financial materials, contracts, and ongoing litigation [4]. - They are required to cooperate with the company in follow-up investigations of significant matters during their tenure and must continue to fulfill any public commitments made during their term [4]. - The obligations of confidentiality regarding company secrets remain effective until the information becomes public, and other loyalty obligations last for six months post-resignation [5]. Chapter 4: Accountability Mechanism - If the company identifies any failure to fulfill commitments or issues with the handover process, the board will review specific accountability measures, including compensation for direct losses and expected benefits [5][6]. - Resigning directors and senior management can appeal the accountability decisions to the audit committee within fifteen days of notification [6]. Chapter 5: Supplementary Provisions - The management system will be effective upon approval by the shareholders' meeting and will be interpreted by the board of directors [8].
引力传媒: 引力传媒股份有限公司离职管理制度(2025年制订)
Zheng Quan Zhi Xing· 2025-08-18 12:11
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Gravity Media Co., Ltd, ensuring stability and continuity in corporate governance [1]. Group 1: General Principles - The system is established in accordance with the Company Law of the People's Republic of China and the company's articles of association [1]. - It applies to resignations due to term expiration, voluntary resignation, dismissal, or other reasons [1]. Group 2: Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written resignation notice, which becomes effective upon receipt by the company [3]. - The company must disclose the resignation within two trading days [3]. - If a director's term expires without timely re-election, they must continue to fulfill their duties until a new director is appointed [3][4]. Group 3: Responsibilities and Obligations After Resignation - Resigning directors and senior management must complete all handover procedures within 30 days of leaving, including transferring relevant documents and materials [4]. - They are required to continue fulfilling any public commitments made during their tenure, regardless of the reason for their departure [4]. - There are restrictions on transferring shares held by directors and senior management during and after their tenure [5]. Group 4: Post-Resignation Responsibilities - Resigning individuals must not use their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [5]. - They remain liable for any damages caused by unauthorized resignation during their term [5]. - The company retains the right to seek compensation for losses incurred due to violations of laws or regulations by the resigning individuals [6].
东方电缆: 宁波东方电缆股份有限公司董事和高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-14 16:38
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Ningbo Dongfang Cable Co., Ltd, aiming to enhance corporate governance stability and protect shareholder rights [1]. Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding various resignation scenarios [1]. - The resignation of directors and senior management must be formalized through written reports, with specific conditions for effectiveness based on company regulations [2]. Group 2: Conditions for Resignation - Directors can resign before their term ends, with the resignation effective upon the company's receipt of the resignation report [2]. - Senior management can also resign before their term ends, with similar conditions for the effectiveness of their resignation [2]. - If a resignation leads to a board composition below the legal minimum, the resigning director must continue to fulfill their duties until a new director is appointed [2]. Group 3: Post-Resignation Responsibilities - Resigning directors and senior management must complete all handover procedures within five days of their resignation or within a timeframe specified by the company [3]. - They are required to cooperate with the company in audits or investigations related to their tenure and must not refuse to provide necessary documents [3]. - The obligation of loyalty to the company and shareholders continues for two years post-resignation, especially concerning confidential information [3]. Group 4: Shareholding Regulations - Resigning directors and senior management are prohibited from transferring their shares within six months post-resignation [4]. - There are restrictions on the percentage of shares that can be transferred annually during their tenure, with specific exceptions [4]. - Any commitments made regarding shareholding must be strictly adhered to by the resigning personnel [4]. Group 5: Accountability Mechanism - The board will review and determine accountability measures for any resigning personnel who fail to fulfill their commitments or violate their duties [5]. - The accountability may include compensation for direct losses and expected profit losses [5]. Group 6: Miscellaneous Provisions - Any matters not covered by this system will be governed by relevant national laws and regulations [5]. - The board holds the authority to interpret and amend this system [5]. - The system will take effect upon approval by the company's board [5].
信维通信: 董事和高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-14 13:13
Core Points - The company has established a management system for the resignation of directors and senior management to ensure governance stability and protect shareholder rights [1][8] - The system applies to all directors and senior management personnel, covering various resignation scenarios such as voluntary resignation, term expiration, retirement, and dismissal [1][2] Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company, with disclosure required within two trading days [3][4] - If a director does not get re-elected during the board re-election, they automatically resign on the day the new board is elected [4] - Senior management can also resign before their term ends, with specific procedures outlined in the company's management regulations and labor contracts [2][3] Conditions for Resignation - Directors and senior management must meet certain qualifications to hold their positions, including not having criminal convictions related to financial misconduct or being declared unfit by regulatory bodies [3][4] - If a director or senior management resigns under circumstances that violate laws or company regulations, the company may terminate their position immediately [2][3] Transition and Responsibilities - Resigning directors and senior management must hand over all relevant documents and assets within five working days after their resignation becomes effective [5][6] - They remain liable for any commitments made during their tenure, including confidentiality obligations, even after leaving the company [5][6] Accountability Mechanism - The board will review any breaches of duty or unfulfilled commitments by resigning personnel and may pursue compensation for losses incurred [6][8] - Resigning personnel have the right to appeal any accountability decisions made against them within a specified timeframe [6][8] Implementation and Amendments - The management system will be enforced in accordance with national laws and regulations, and any conflicts with future legal changes will be resolved in favor of the new regulations [8] - The board is responsible for the formulation, modification, and interpretation of this management system, which takes effect upon approval [8]
日久光电: 董事和高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-11 16:17
Core Viewpoint - The document outlines the management of resignations and departures of directors and senior management at Jiangsu Rijiu Optoelectronics Co., Ltd, emphasizing the importance of governance stability and shareholder rights [1][2]. Group 1: Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company, and the company must disclose this within 2 trading days [1][2]. - If a director's resignation results in the board falling below the legal minimum number of members, the resigning director must continue to fulfill their duties until a replacement is appointed [1][2]. - The company must complete the election of a new director within 60 days if a director resigns [2][3]. Group 2: Conditions for Holding Office - Individuals with certain legal restrictions, such as criminal convictions or bankruptcy responsibilities, are prohibited from serving as directors or senior management [2][3]. - The company will terminate the position of any director or senior management who meets these disqualifying conditions during their tenure [3]. Group 3: Transition and Responsibilities - Departing directors and senior management must hand over all relevant documents and assets within 5 working days after their resignation [3][4]. - If there are outstanding public commitments or obligations, the company can require a written plan for fulfillment from the departing personnel [4]. Group 4: Post-Departure Obligations - Departing directors and senior management remain liable for their duties and obligations, including confidentiality, even after leaving the company [4][5]. - They are restricted from transferring shares for a specified period after departure, ensuring compliance with relevant regulations [5]. Group 5: Accountability Mechanism - The company will hold departing directors and senior management accountable for any unfulfilled commitments or breaches of duty, with potential recovery of losses incurred [6]. - There is a provision for review of accountability decisions by the audit committee if the departing personnel contest the decisions [6].
药石科技: 董事、高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-07 16:24
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Nanjing Yaoshi 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 and senior management personnel of the company who leave due to term expiration, resignation, dismissal, retirement, or other reasons [1]. - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. Group 2: Resignation Circumstances and Procedures - Resignation circumstances include term expiration without reappointment, voluntary resignation, dismissal, retirement, and other situations leading to actual departure [3]. - Directors and senior management must submit a written resignation report stating the reason for resignation, effective upon receipt by the company [4]. - The company must disclose the resignation details within two trading days, including reasons and impacts, especially for independent directors [2][3]. Group 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must complete all handover procedures to ensure company operations are not affected [11]. - Confidentiality obligations regarding trade secrets remain effective after departure until the information becomes public [5]. Group 4: Shareholding Management of Resigning Directors and Senior Management - Resigning directors and senior management cannot transfer their shares within six months after leaving [15]. - Any share transfer during their term and within six months post-termination is limited to 25% of their total shareholding, with exceptions for legal enforcement or inheritance [15]. Group 5: Accountability - Directors and senior management cannot evade responsibilities through resignation and may be held liable for any losses caused to the company due to violations of laws or regulations [19].
丰立智能: 董事、高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-04 16:22
Core Viewpoint - The article outlines the management system for the resignation of directors and senior management at Zhejiang Fengli Intelligent Technology Co., Ltd, aiming to ensure stable corporate governance and protect shareholders' rights [1][2]. Group 1: General Provisions - The system is established in accordance with relevant laws and regulations, including the Company Law of the People's Republic of China and the Shenzhen Stock Exchange rules [1]. - It applies to all directors (including independent directors) and senior management personnel regarding their resignation, term expiration, dismissal, and other circumstances leading to actual departure [1]. Group 2: Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term expires by submitting a written resignation report, effective upon receipt by the board of directors [3]. - If a director's term expires without re-election, they automatically resign on the date the shareholders' meeting resolves to form a new board [2]. - The company must complete the election of new directors within 60 days of a resignation to ensure compliance with legal and regulatory requirements [2]. Group 3: Handover Procedures and Unresolved Matters - Resigning directors and senior management must hand over all relevant documents, seals, data assets, and unresolved matters within five working days after their resignation becomes effective [3]. - If the departing personnel are involved in significant investments or financial decisions, an audit may be initiated by the audit committee [3]. Group 4: Obligations of Departing Directors and Senior Management - Departing directors and senior management remain obligated to uphold their duties of loyalty and confidentiality even after their term ends [4]. - They must declare any changes in their shareholdings and are restricted from transferring shares within six months post-resignation [4]. Group 5: Accountability Mechanism - The board of directors will establish specific accountability measures if any departing personnel fail to fulfill commitments or violate loyalty obligations [5]. - Departing personnel can appeal the accountability decisions to the audit committee within 15 days of notification [5].
顺络电子: 董事、高级管理人员离职管理制度(2025年7月)
Zheng Quan Zhi Xing· 2025-07-30 16:45
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Shenzhen Sunlord Electronics Co., Ltd, aiming to enhance corporate governance stability and protect shareholders' rights [1]. Group 1: General Provisions - The system applies to all directors and senior management personnel of the company who resign due to term expiration, voluntary resignation, dismissal, or other reasons [1]. - The system is established in accordance with relevant laws, regulations, and the company's articles of association [1]. Group 2: Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written resignation report, effective upon receipt by the board [2]. - The company must announce the reasons for resignation, effective date, and impact on the company within two trading days of receiving the resignation report [2]. Group 3: Responsibilities and Obligations After Resignation - Directors and senior management must not transfer their shares within six months after resignation [5]. - They are required to continue adhering to confidentiality obligations regarding company trade secrets even after leaving [5]. Group 4: Accountability and Auditing - The company can initiate an audit for departing personnel involved in significant investments or financial decisions, with results reported to the board [7]. - The audit results serve as a basis for accountability and potential compensation claims against the departing personnel [7].
ST未名: 《董事和高级管理人员离职管理制度》(2025年7月)
Zheng Quan Zhi Xing· 2025-07-30 16:36
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management personnel at Shandong Weiming Biological Pharmaceutical Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1]. Group 1: General Provisions - The management system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The system applies to directors and senior management personnel who leave due to term expiration, resignation, dismissal, retirement, or other reasons [1]. Group 2: Resignation Circumstances and Procedures - Directors can resign before their term expires by submitting a written resignation report, which becomes effective upon receipt by the company, and the company must disclose this within two trading days [2]. - If a director's resignation results in the board falling below the legal minimum number of members, the resigning director must continue to fulfill their duties until a new board is elected [2]. - The company must complete the election of a new director within sixty days if an independent director resigns or is dismissed [2]. Group 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must hand over all relevant documents and assets to the board before leaving, and they must cooperate with the company in follow-up investigations regarding significant matters during their tenure [4]. - Any public commitments made by directors and senior management during their tenure must continue to be honored after resignation, and failure to fulfill these commitments may result in liability for damages [4][5]. - After leaving, directors and senior management are prohibited from using their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [5]. Group 4: Accountability Mechanism - If the company discovers that a resigning director or senior management has failed to fulfill commitments or has violated their duties, the board will review the situation and determine specific accountability measures, which may include compensation for direct losses and expected benefits [6]. - Resigning individuals can appeal the accountability decisions to the company's audit committee within fifteen days of notification [6]. Group 5: Supplementary Provisions - Any matters not covered by this system will be executed according to relevant laws and regulations, and the board of directors is responsible for interpreting the system [7]. - The management system will take effect from the date of approval by the board and will be modified accordingly [7].