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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
上海翔港包装科技股份有限公司 (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、高级管理人员离职的相关 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; 第一条 为规范上海翔港包装科技股份有限公司(以下简称"公司"或"本公 司")董事、高级管理人员离职程序,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》(以下简称"《公司法》")、 《上市公司治理准则》、《上海证券交易所股票上市规则》、《上海证券交易所上市公司 自律监管指引第 1 号——规范运作》(以下简称"《规范运作》")等法律法规、规范性 文件及《上海翔港包装科技股份有限公司章程》(以下简称"《公司章程》")等有关规 定,并结合公司实际,特制定本制度。 第二条 本制度适用于公司董事(含独立董事)、高级管理人员因任期届满、辞职、 被解除职务或者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: (四)保护股东权益原则:维护公司及全体股东的合法权益。 董事、高级管理人员离 ...
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
(2025 年 7 月) 第一章 总则 第一条 为规范湖南凯美特气体股份有限公司(以下简称"公司")董事、高 级管理人员离职程序,保障公司治理稳定性及股东合法权益,根据《中华人民共 和国公司法》 (以下简称"《公司法》")、 湖南凯美特气体股份有限公司 《中华人民共和国证券法》 (以下简称"《证 券法》")、《上市公司章程指引》、《深圳证券交易所股票上市规则》等法律法规、 规范性文件、证券交易所业务规则及《湖南凯美特气体股份有限公司章程》(以 下简称"《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 本制度适用于公司董事(含独立董事)、高级管理人员因任期届满未 连任、辞任(含辞职)、被解除职务或其他原因离职的情形。 第二章 离职情形与生效条件 第三条 董事、高级管理人员可以在任期届满以前辞任。董事、高级管理人 员辞任应当以书面形式通知公司,公司收到通知之日辞任生效,公司将在两个交 易日内披露有关情况。 第四条 董事、高级管理人员辞任应当以书面形式说明离任时间、离任的具 体原因、离任的职务、离任后是否继续在公司及子公司任职(如继续任职,说明 继续任职的情况)、是否存在未履行完毕的公开承诺(如存 ...
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]