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达实智能: 《董事、高级管理人员薪酬管理制度》(2025年8月)
Zheng Quan Zhi Xing· 2025-08-14 09:14
Core Points - The company has established a remuneration management system for directors and senior management to create an effective incentive and restraint mechanism [1] - The remuneration system is based on national laws, regulations, and the company's articles of association, tailored to the company's actual situation [1] Group 1: Remuneration Structure - The remuneration for directors is proposed by the remuneration and assessment committee, approved by the board, and submitted for shareholder approval [2] - Independent directors receive an annual allowance determined by the board and approved by the shareholders, disclosed in the annual report [2] - Senior management remuneration consists of a basic salary and performance bonus, with the basic salary reflecting industry standards and job responsibilities [2] Group 2: Performance Bonuses - Performance bonuses are linked to the company's annual operational performance and are settled based on annual assessment results [2] - The company deducts personal income tax and social insurance fees from the basic salary and performance bonuses according to national regulations [2] Group 3: Remuneration Management - The company pays basic salaries in cash on a monthly basis [2] - The remuneration and assessment committee organizes and implements annual performance assessments for senior management based on the board-approved annual operational plan [2] Group 4: Remuneration Adjustment - The company may adjust remuneration standards periodically based on operational performance, market salary changes, and business development strategies [3] Group 5: Implementation and Compliance - The remuneration management system takes effect after being approved by the shareholders and will be modified similarly [4] - In case of inconsistencies with applicable laws and regulations, those regulations will take precedence [4] - The board of directors is responsible for interpreting the remuneration management system [4]
达实智能: 关于召开2025年第二次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-14 09:09
Meeting Information - The company plans to hold the second extraordinary general meeting of shareholders in 2025 on September 2, 2025, at 2:30 PM [1] - The meeting will allow for both on-site attendance and online voting through the Shenzhen Stock Exchange systems [1][5] Voting Procedures - Shareholders can vote online during specified time slots on September 2, 2025, using the Shenzhen Stock Exchange trading system and internet voting system [1][5] - The voting process includes both non-cumulative and cumulative voting proposals, with specific instructions provided for each type [7][8] Attendance Eligibility - Ordinary shareholders or their agents holding shares on the registration date are eligible to attend the meeting and vote [2] - Company directors, supervisors, senior management, and appointed lawyers are also allowed to attend [2] Agenda Items - The meeting will review several proposals, including amendments to the remuneration management system for directors, supervisors, and senior management [4] - Cumulative voting will be used for the election of non-independent and independent directors [4][12] Registration and Contact Information - Shareholders must complete registration procedures to attend the meeting, with specific requirements for natural and legal persons [5] - Contact details for inquiries include a phone number and email address for the company [5]
亿帆医药: 董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-14 09:09
General Provisions - The company establishes a management system for the resignation of directors and senior management to promote healthy and sustainable development [1] - Applicable personnel include directors (including independent directors), the president, vice presidents, financial officers, board secretaries, and other senior management recognized by the company's articles of association [1] Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends, with the resignation effective upon notification to the company [2] - The company must complete the election of new directors within sixty days of a resignation to ensure compliance with legal and regulatory requirements [2] - Resignation procedures include a handover of responsibilities and an internal audit before leaving [2][3] Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management remain liable for their duties performed during their tenure, and their obligations regarding confidentiality and commitments continue post-resignation [3][4] - The company must pursue accountability for any violations of commitments or actions that harm the company's interests [3][4] Shareholding Management of Resigning Directors and Senior Management - Directors and senior management are prohibited from transferring their shares for six months after resignation [4][5] - There are restrictions on the percentage of shares that can be transferred annually during and after their term [4][5] Accountability Mechanism - The board of directors will review and determine accountability measures for any resigning directors or senior management who fail to fulfill their commitments [6] - Resigning individuals can appeal the accountability decisions within fifteen days of notification [6] Supplementary Provisions - Any matters not covered by this system will follow relevant laws, regulations, and the company's articles of association [6]
凯中精密: 董事、高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-13 09:15
Core Points - The article outlines the management system for the resignation of directors and senior management at Shenzhen Kaizhong Precision Technology Co., Ltd, aiming to ensure corporate governance stability and protect shareholder rights [2][4]. Chapter Summaries General Principles - The management system is established in accordance with relevant laws and regulations, including the Company Law and the Shenzhen Stock Exchange rules, and is applicable to all directors and senior management [2]. Resignation Circumstances and Procedures - Directors can resign before their term ends by submitting a written resignation report, and they must continue to fulfill their duties until a new board is elected under certain conditions [4][5]. - The board can dismiss senior management, who must provide three months' notice if resigning before their term ends [5]. - Directors and senior management must ensure a smooth transition of responsibilities upon leaving, including the handover of documents and ongoing projects [5][7]. Responsibilities and Obligations of Resigning Directors and Senior Management - The obligations of loyalty and confidentiality continue after resignation, with a minimum duration of two years for certain responsibilities [9]. - Resigning individuals must cooperate with the company in handling any legal disputes or business issues that arise post-resignation [7][9]. Shareholding Management of Resigning Directors and Senior Management - Resigning directors and senior management are prohibited from transferring their shares within six months of leaving [13]. - They must adhere to specific restrictions on share transfers during and after their term [14]. Accountability Mechanism - The board will review and decide on accountability measures if any resigning directors or senior management fail to fulfill their commitments or obligations [17]. Supplementary Provisions - The management system will take effect upon approval by the shareholders' meeting and will be subject to relevant national laws and regulations [19][20].
扬帆新材: 董事、高级管理人员薪酬管理办法
Zheng Quan Zhi Xing· 2025-08-12 16:23
Core Points - The company has established a compensation management system for its directors and senior management to enhance governance structure and align with market standards [2][4][6] - The compensation principles include competitiveness, alignment with responsibilities and market conditions, performance-based incentives, and a balance of rewards and penalties [2][4] - The compensation structure consists of a base salary and a variable annual salary, with the latter linked to the company's performance [4][6] Compensation Structure - Non-independent directors receive a pre-tax allowance of 12,000 yuan per year, while independent directors receive 80,000 yuan per year [4] - Senior management compensation is divided into base salary and floating annual salary, with the floating portion being 40% of the base salary [4][6] Performance Assessment - The compensation and assessment committee supervises the salaries of senior management and can adjust compensation based on external market conditions [6][8] - Annual salary payments are made monthly based on attendance, while the floating salary is awarded annually based on individual and company performance [6][7] Salary Adjustment - Salary adjustments are based on industry salary growth, inflation, company profitability, organizational changes, and individual role changes [7][8] - The compensation system will be continuously improved to align with the company's development and governance standards [8]
翔港科技: 董事、高级管理人员离职管理制度(2025年8月制定)
Zheng Quan Zhi Xing· 2025-08-11 10:14
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Shanghai Xianggang Packaging Technology Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [2][3]. Group 1: General Principles - The system is established in accordance with relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange Listing Rules [2]. - The management of resignations should adhere to principles of legality, transparency, smooth transition, and protection of shareholder rights [3]. Group 2: Resignation Circumstances and Conditions - Resignation scenarios include term expiration without reappointment, voluntary resignation, dismissal, and other circumstances leading to actual resignation [3]. - Directors must submit a written resignation report stating the reasons for their resignation, which takes effect upon receipt by the company [3][4]. - If a director's term expires without reappointment, they automatically resign on the date the shareholders' meeting resolution is passed [4]. Group 3: Responsibilities and Obligations - Resigning directors and senior management must complete all handover procedures and report their personal information to the company within two trading days after resignation [5]. - They are prohibited from using their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [6]. - Obligations regarding confidentiality and loyalty remain effective even after resignation [6]. Group 4: Accountability Mechanism - Directors and senior management who leave before their term ends and cause losses to the company are liable for compensation [15]. - The company retains the right to pursue accountability for any unfulfilled commitments or breaches of duty by resigning personnel [16]. Group 5: Miscellaneous Provisions - Any matters not covered by this system will be executed according to relevant laws and the company's articles of association [18]. - The board of directors is responsible for interpreting this system, which takes effect upon approval [20].
福达股份: 福达股份董事、高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-11 09:13
Core Points - The article outlines the management system for the resignation of directors and senior management at Guilin Fuda Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of shareholders [1][2] Chapter 1: General Principles - 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, and aims to maintain the stability of the company's governance structure [1] - The principles guiding the resignation management include legality, transparency, smooth transition, and protection of shareholder rights [1] Chapter 2: Resignation Circumstances and Procedures - Resignation circumstances include term expiration, voluntary resignation, dismissal, and other reasons leading to actual resignation [2] - Directors must continue to fulfill their duties until a new director is elected if the board's composition falls below the legal minimum due to resignation [2][3] - Resignation must be submitted in writing, with reasons provided, and the company must disclose this information within two trading days [3] Chapter 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning directors and senior management must complete handover procedures within five days of leaving, including transferring relevant documents and responsibilities [5] - Obligations regarding public commitments made during their tenure continue even after resignation [6] - Confidentiality obligations regarding company secrets remain effective until the information becomes public [6] Chapter 4: Supplementary Provisions - The system will be effective upon approval by the board of directors and will be interpreted by the board [7]
仙鹤股份: 仙鹤股份有限公司董事、高级管理人员离职管理制度(2025年8月制定)
Zheng Quan Zhi Xing· 2025-08-06 11:14
Core Points - The article outlines the management system for the resignation of directors and senior management at Xianhe Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of shareholders [1][2][3] Chapter 1: General Principles - The system applies to all directors and senior management, covering resignations, term expirations, and other departure scenarios [1] - Key principles include legality, transparency, smooth transition, and protection of shareholder rights [1] Chapter 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] - In specific circumstances, original directors must continue to fulfill their duties until new directors are appointed [2] - The company must complete the election of new directors within 60 days to ensure compliance with legal and regulatory requirements [2] Chapter 3: Responsibilities and Obligations upon Resignation - Resigning directors and senior management must ensure a proper handover of responsibilities to maintain business continuity [4] - Post-resignation, they are prohibited from using their former positions to interfere with the company's operations or harm shareholder interests [4] - Confidentiality obligations regarding trade secrets and insider information remain in effect after resignation [4] Chapter 4: Accountability Mechanism - Resigning directors and senior management may be held accountable for losses caused by violations of laws or company regulations [5] - They have the right to appeal any accountability decisions to the audit committee within 15 days [5] Chapter 5: Supplementary Provisions - The system is subject to national laws and regulations, and any inconsistencies will defer to those legal standards [6] - The board of directors is responsible for the formulation, modification, and interpretation of this system [6]
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].
凯美特气: 董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-07-29 16:09
Core Viewpoint - The document outlines the procedures and regulations governing the resignation and departure of directors and senior management at Hunan Kaimete Gas Co., Ltd, ensuring corporate governance stability and protecting shareholder rights [1]. Group 1: Resignation Procedures - Directors and senior management can resign before their term ends by providing written notice to the company, effective on the date the notice is received [2]. - The resignation notice must include details such as the resignation date, reasons, position held, and whether the individual will continue in any capacity within the company [2]. - If a director resigns and the board's composition falls below the legal minimum, the original director must continue to fulfill their duties until a new director is appointed [2][3]. Group 2: Conditions for Holding Office - Individuals cannot serve as directors or senior management if they lack civil capacity, have been convicted of certain crimes, or have significant unpaid debts [3]. - Directors and senior management must cease their duties immediately if they fall into any disqualifying conditions during their tenure [4]. Group 3: Responsibilities Upon Departure - Departing directors and senior management must complete all handover procedures to ensure business continuity, including transferring relevant documents and information [5][6]. - Any public commitments made during their tenure must be fulfilled, and if not completed, a written explanation must be provided [6]. - Departing individuals are prohibited from using their former positions to interfere with the company's operations or harm shareholder interests [7]. Group 4: Shareholding Regulations - Departing directors and senior management cannot transfer their shares within six months of leaving the company [8]. - There are restrictions on the amount of shares that can be transferred during their term and for six months after, with specific exceptions [8]. Group 5: Legal and Compliance Obligations - Departing individuals must cooperate with the company regarding any significant matters that occurred during their tenure and cannot refuse to provide necessary documentation [8][9]. - Any damages caused by violations of laws or regulations during their tenure must be compensated, regardless of their departure status [9].