成都秦川物联网科技股份有限公司 第二条 公司董事会成员中应当有三分之一以上独立董事，其中至少有一 名会计专业人士，并符合下列条件之一： （一）具有注册会计师执业资格； （二）具有会计、审计或者财务管理专业的高级职称、副教授职称或者 博士学位； （三）具有经济管理方面高级职称，且在会计、审计或者财务管理等专 业岗位有 5 年以上全职工作经验。 独立董事工作制度 第一章 总则 第一条 为保护成都秦川物联网科技股份有限公司（下称"公司"）中小股 东的利益，促进公司的规范运作，根据《中华人民共和国公司法》《上市公司 治理准则》《上市公司独立董事管理办法》《上海证券交易所科创板股票上市 规则》《上海证券交易所科创板上市公司自律监管指引第 1 号——规范运作》 等法律、法规、规范性文件和《成都秦川物联网科技股份有限公司章程》（下 称"《公司章程》"）的有关规定，制订本制度。 第三条 独立董事不在公司担任除董事外的其他职务，并与公司及其主要 股东、实际控制人不存在直接或者间接利害关系，或者其他可能影响其进行 独立客观判断的关系。 独立董事应当独立履行职责，不受公司及其主要股东、实际控制人等单 位或个人的影响。 第二章 独立 ...

Core Viewpoint - The document outlines the governance structure and operational regulations for Shanxi Qianyuan Pharmaceutical Group Co., Ltd, focusing on the role, responsibilities, and independence of independent directors within the company [1][2][3]. Group 1: Independent Director Definition and Responsibilities - Independent directors are defined as those who do not hold any other positions within the company and have no direct or indirect interests that could affect their independent judgment [2][3]. - The company will have five independent directors, constituting at least half of the total board members, including at least one accounting professional [2][3]. - Independent directors are obligated to act in good faith and diligence towards the company and all shareholders, ensuring the protection of minority shareholders' rights [2][3][4]. Group 2: Qualifications and Independence Criteria - Candidates for independent directors must meet specific qualifications, including relevant work experience and a clean personal record [3][4]. - Independent directors must maintain independence and cannot have significant relationships with the company or its major shareholders [4][5]. - The document specifies conditions under which individuals are disqualified from serving as independent directors, including recent legal penalties or conflicts of interest [4][5][6]. Group 3: Nomination and Election Process - The board of directors or shareholders holding more than 1% of the company's shares can propose candidates for independent directors, subject to shareholder approval [6][7]. - Candidates must provide declarations confirming their qualifications and independence before being nominated [6][7]. - If a candidate does not meet the independence criteria, the stock exchange can raise objections, and the company must disclose this information [7][8]. Group 4: Duties and Authority of Independent Directors - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [9][10]. - They have the authority to independently hire external consultants for audits or investigations and can propose meetings to address significant issues [10][11]. - Independent directors must attend board meetings and can only delegate their voting rights under specific circumstances [11][12]. Group 5: Communication and Reporting - Independent directors are required to maintain communication with minority shareholders and report any issues that hinder their ability to perform their duties [15][16]. - They must submit annual reports detailing their attendance, participation in committees, and interactions with shareholders [16][17]. - The company is responsible for providing necessary resources and support to independent directors to facilitate their duties [17][18]. Group 6: Compensation and Support - The company must provide independent directors with appropriate compensation, which is subject to board approval and must be disclosed in annual reports [18][19]. - Independent directors are entitled to reimbursement for expenses incurred while performing their duties [18][19]. - The company must ensure that independent directors have equal access to information and resources as other board members [17][18].

Core Points - The document outlines the independent director system of Western Gold Co., Ltd., aiming to enhance corporate governance and protect shareholders' rights [1][2] - Independent directors must not have any direct or indirect interests that could affect their judgment and are required to fulfill their duties independently [1][2] - The proportion of independent directors on the board must be at least one-third, including at least one accounting professional [2][4] Group 1: Independent Director Responsibilities - Independent directors have a duty of loyalty and diligence to the company and all shareholders, participating in decision-making and providing professional advice [2][3] - They are responsible for supervising potential conflicts of interest between the company and its major shareholders or management [18][19] - Independent directors must attend board meetings and can only delegate their voting rights under specific circumstances [12][19] Group 2: Qualifications and Independence - Independent directors must meet specific independence criteria, including not holding significant shares or positions in related companies [5][6] - Candidates must have relevant experience and knowledge in law, accounting, or economics, and must not have any significant negative records [6][8] - Independent directors can serve on the boards of a maximum of three domestic listed companies to ensure they have adequate time to fulfill their responsibilities [10] Group 3: Nomination and Election Process - Independent director candidates can be proposed by the board or shareholders holding at least 1% of the company's shares [6][11] - The nomination process requires the consent of the candidates and a thorough review of their qualifications [12][13] - The election of independent directors must follow a cumulative voting system to ensure fair representation of minority shareholders [14] Group 4: Duties and Reporting - Independent directors must submit annual reports detailing their attendance, participation in committees, and communication with minority shareholders [15][16] - They are required to report any significant issues that may hinder their ability to perform their duties to the relevant authorities [17][19] - The company must provide necessary support and resources for independent directors to effectively carry out their responsibilities [37][38]

水羊集团股份有限公司 独立董事工作细则 第一章 总则 第一条 为了促进水羊集团股份有限公司（以下简称"公司"）规范运作，维 护公司整体利益，保障全体股东特别是中小股东的合法权益不受损害，根据《中 华人民共和国公司法》（以下简称《公司法》）、《中华人民共和国证券法》《国 务院办公厅关于上市公司独立董事制度改革的意见》《上市公司独立董事管理办 法》（以下简称《独立董事管理办法》）、《深圳证券交易所创业板股票上市规 则（2025 年修订）》（以下简称《创业板上市规则》）、《深圳证券交易所上市 公司自律监管指引第 2 号——创业板上市公司规范运作（2025 年修订）》等法 律法规、规范性文件和《水羊集团股份有限公司章程》（以下简称《公司章程》） 的有关规定，制订本细则。 第二条 独立董事是指不在公司担任除董事以外的其他职务，并与公司及主 要股东、实际控制人不存在直接或者间接利害关系，或者其他可能影响其进行独 立客观判断关系的董事。 第三条 独立董事对公司及全体股东负有诚信与勤勉义务，应当按照法律、行 政法规、中国证券监督管理委员会（以下简称"中国证监会"）规定、深圳证券 交易所业务规则和《公司章程》的规定，认真履行职 ...

Core Viewpoint - The independent director system of Shanghai Qifan Cable Co., Ltd. aims to ensure the company's standardized operation, enhance the efficiency of independent directors, and protect the legitimate rights and interests of all shareholders, especially minority shareholders [1][2]. Group 1: Independent Director Definition and Responsibilities - Independent directors are defined as those who do not hold any other positions in the company and have no direct or indirect interests that could affect their independent judgment [2]. - Independent directors have a duty of integrity and diligence towards the company and all shareholders, participating in decision-making, supervision, and providing professional advice [2][3]. - At least one-third of the board members must be independent directors, including at least one accounting professional with relevant qualifications [2][3]. Group 2: Qualifications and Independence of Independent Directors - Independent directors must meet specific qualifications, including legal eligibility, independence, and relevant work experience [3][5]. - Certain individuals are prohibited from serving as independent directors, including those with significant relationships with the company or its major shareholders [5][6]. Group 3: Appointment and Replacement of Independent Directors - The board of directors or shareholders holding more than 1% of the company's shares can propose independent director candidates, subject to shareholder approval [7][8]. - Independent directors serve a term aligned with other board members, with a maximum consecutive term of six years [9][10]. Group 4: Duties and Performance of Independent Directors - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing objective advice to enhance decision-making [19][20]. - They must attend board meetings in person or delegate another independent director if unable to attend, and they are required to submit annual performance reports [11][18]. Group 5: Support and Compensation for Independent Directors - The company must provide necessary working conditions and support for independent directors to fulfill their duties effectively [36][37]. - Independent directors are entitled to compensation that reflects their responsibilities, which must be approved by the board and disclosed in the annual report [41].

Core Points - The document outlines the working rules for independent directors of Guangdong Delian Group Co., Ltd, aiming to protect the rights of minority shareholders and creditors, improve corporate governance, and ensure compliance with relevant regulations [1][2][3] General Provisions - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [2][3] - Independent directors have a duty of loyalty and diligence to the company and all shareholders, participating in decision-making, supervision, and providing professional advice [1][2] Independence and Qualifications - Independent directors should be independent and impartial, with a maximum of three concurrent positions in domestic listed companies [2][3] - The board must have at least one-third independent directors, including at least one accounting professional [2][3] - Candidates for independent directors must meet specific qualifications, including independence, relevant knowledge, and a clean personal record [2][3] Nomination and Election - Independent director candidates can be proposed by the board or shareholders holding more than 1% of the company's shares [5][6] - The nomination process requires consent from the candidates and thorough background checks by the nomination committee [5][6] Responsibilities and Powers - Independent directors have special powers, including hiring external consultants and proposing extraordinary shareholder meetings [16][17] - They must attend board meetings and can only delegate their voting rights under specific conditions [12][13] Reporting and Communication - Independent directors must submit annual reports detailing their activities and interactions with minority shareholders [11][12] - They are required to maintain open communication with the board and management, ensuring they receive timely and adequate information [17][18] Compliance and Ethics - Independent directors must adhere to strict ethical standards, avoiding conflicts of interest and ensuring transparency in their actions [29][30] - They are responsible for reporting any violations of laws or regulations to the board [11][30] Implementation and Effectiveness - The rules are effective upon approval by the board and are subject to interpretation by the board [40][42]

贵州盘江精煤股份有限公司 独立董事工作制度 第一章 总则 第一条 为进一步完善贵州盘江精煤股份有限公司（以下简称"公司" 或"本公司"）法人治理结构，促进公司独立董事履职尽责和公司规范运作， 维护公司整体利益，保障全体股东特别是中小股东的合法权益不受损害， 根据《公司法》 《上市公司治理准则》 第二条 独立董事是指不在公司担任除董事外的其他职务，并与公司 及其主要股东、实际控制人不存在直接或者间接利害关系，或者其他可能 影响其进行独立客观判断关系的董事。 独立董事应当独立履行职责，不受公司及其主要股东、实际控制人等 单位或者个人的影响。 第三条 独立董事对公司及全体股东负有忠实与勤勉义务。独立董事 应当按照相关法律法规、 《上市公司独立董事管理办法》和公司章程的要求， 认真履行职责，在董事会中发挥参与决策、监督制衡、专业咨询作用，维 护公司整体利益，保护中小股东合法权益。 第四条 公司设独立董事，人数不少于公司董事会成员总数的 1/3，其 中至少包括 1 名会计专业人士。公司董事会下设薪酬与考核、审计、提名、 战略与投资、合规与风险管理等专门委员会，独立董事应当在审计委员会、 提名委员会、薪酬与考核委员会成员 ...

昇兴集团股份有限公司独立董事制度 第一章 总则 第一条 为了促进昇兴集团股份有限公司（以下简称"公司"或"本公司"） 规范运作，规范独立董事行为，充分发挥公司独立董事在公司治理中的作用，维 护公司整体利益，保障全体股东特别是中小股东的合法权益，根据《中华人民共 和国公司法》 （以下简称"《公司法》"）、 《中华人民共和国证券法》 （以下简称"《证 券法》"）、中国证券监督管理委员会（以下简称"中国证监会"）发布的《上市公 司独立董事管理办法》（以下简称"《管理办法》"）、深圳证券交易所发布的《深 圳证券交易所股票上市规则》 （以下简称"《上市规则》"）、 《深圳证券交易所上市 公司自律监管指引第 1 号——主板上市公司规范运作》 （以下简称"《主板上市公 司规范运作》"）等有关法律、法规、规章、规范性文件和公司章程的有关规定， 结合公司实际情况，制定本制度。 第二条 独立董事是指不在本公司担任除董事外的其他职务，并与公司及其 主要股东、实际控制人不存在直接或者间接利害关系，或者其他可能影响其进行 独立客观判断关系的董事。 第三条 独立董事对公司及全体股东负有忠实与勤勉义务，应当按照相关法 律、行政法规、中国证 ...

Core Points - The independent director system aims to enhance the governance structure of Nuwei CNC Equipment (Suzhou) Co., Ltd, ensuring scientific decision-making and protecting the rights of all shareholders, especially minority shareholders [1][2] - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [1][2] - The board must include at least one-third independent directors, with at least one being a professional accountant [2][3] Group 1: Independent Director Responsibilities - Independent directors are required to participate in board decisions and provide clear opinions on matters discussed [16][17] - They have the authority to independently hire intermediaries for auditing, consulting, or verification of specific company matters [17] - Independent directors must report any violations of laws or regulations to the board and can escalate issues to regulatory bodies if necessary [30][31] Group 2: Independence and Qualifications - Independent directors must meet specific independence criteria, including not having significant business relationships with the company or its major shareholders [8][9] - Candidates for independent director positions must possess relevant experience and qualifications, including at least five years in legal, accounting, or economic roles [6][7] - Independent directors must maintain their independence and report any situations that may affect their impartiality [2][3] Group 3: Appointment and Termination - The nomination and election of independent directors must follow a transparent process, including obtaining consent from nominees and disclosing their qualifications [5][6] - Independent directors serve terms aligned with other board members, with a maximum continuous service of six years [13][14] - The company must promptly disclose reasons for the termination of independent directors if applicable [14][15] Group 4: Communication and Reporting - Independent directors are required to communicate regularly with minority shareholders and provide annual reports on their activities and performance [28][31] - They must ensure that they have access to all necessary information to perform their duties effectively [16][17] - Independent directors should maintain detailed records of their activities and decisions, which must be preserved for at least ten years [12][13]

Core Points - The company aims to enhance its governance structure and ensure the effective functioning of independent directors in accordance with relevant laws and regulations [1][19] - Independent directors are defined as those who do not hold any other positions within the company and have no direct or indirect interests that could affect their independent judgment [1][2] - The company must maintain a minimum of one-third of the board members as independent directors, including at least one accounting professional [2][3] Group 1: Independent Director Qualifications and Responsibilities - Independent directors must meet specific independence criteria and cannot have certain relationships with the company or its major shareholders [6][3] - The company is required to establish an audit committee composed of independent directors, with a majority being accounting professionals [2][12] - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [16][17] Group 2: Appointment and Termination of Independent Directors - Independent directors can be nominated by shareholders holding more than 1% of the company's shares, and their nominations must be free from conflicts of interest [4][5] - The term for independent directors aligns with that of other board members, with a maximum continuous service of six years [6][13] - The company must promptly fill any vacancies among independent directors to maintain the required number [6][7] Group 3: Independent Director Meetings and Communication - The company is obligated to hold meetings exclusively for independent directors to discuss relevant matters [23][24] - Independent directors must attend board meetings in person or delegate their voting rights to another independent director if unable to attend [19][20] - The company must ensure that independent directors have access to necessary information and resources to perform their duties effectively [34][35] Group 4: Reporting and Accountability - Independent directors are required to submit annual reports detailing their activities and participation in board meetings [31][32] - The company must maintain records of independent directors' activities and ensure transparency in their decision-making processes [29][14] - Independent directors have the right to report any violations of laws or regulations to regulatory authorities if the company fails to address issues [18][10]