Core Viewpoint - The independent director system of Shanghai Chengdi Xiangjiang Data Technology Co., Ltd. aims to enhance corporate governance, protect minority shareholders' interests, and ensure compliance with relevant regulations [1]. Group 1: Independent Director Definition and Requirements - Independent directors must not hold any other positions in the company and should have no direct or indirect interests that could affect their independent judgment [1][2]. - At least one-third of the board members must be independent directors, including at least one accounting professional [1][2]. - Independent directors must possess relevant qualifications, including at least five years of experience in law, accounting, or economics [2]. Group 2: Independence Criteria - Individuals who have significant relationships with the company or its major shareholders are prohibited from serving as independent directors [3]. - Independent directors must conduct annual self-assessments of their independence and submit reports to the board [3]. Group 3: Nomination and Election Procedures - The board or shareholders holding more than 1% of shares can propose independent director candidates, who must be elected by the shareholders' meeting [4]. - The nomination process requires the consent of the proposed candidates and a thorough review of their qualifications [4]. Group 4: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice [7][8]. - They have the authority to hire external consultants for audits or inquiries and can propose meetings to discuss significant issues [7][8]. Group 5: Obligations and Reporting - Independent directors must act in good faith and diligence, focusing on the overall interests of the company and protecting minority shareholders [13]. - They are required to submit annual reports detailing their activities and interactions with shareholders and management [14][15]. Group 6: Support and Resources - The company must provide necessary support and resources for independent directors to fulfill their duties effectively [35][36]. - Independent directors should have equal access to information and be informed of company operations regularly [35][36].

河南明泰铝业股份有限公司 独立董事工作制度 第一章 总则 第一条 为了完善河南明泰铝业股份有限公司（以下简称"公司"或"本公 司"）的治理结构，促进公司规范运作，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》 《上市公司独立董事 管理办法》 （以下简称"《管理办法》"）等法律、行政法规、规范性文件和《河南 明泰铝业股份有限公司章程》 （以下简称"公司章程"）的有关规定，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。独立董事应当按 照有关法律、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、证券交易所业务规则和公司章程的规定，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 独立董事应当独立公正地履行职责，不受公司及其主要股东、实际 控制人等单 ...

福建傲农生物科技集团股份有限公司 独立董事专门会议工作细则 二〇二五年五月 福建傲农生物科技集团股份有限公司 独立董事专门会议工作细则 福建傲农生物科技集团股份有限公司 独立董事专门会议工作细则 第一章 总则 第一条 为进一步完善福建傲农生物科技集团股份有限公司（以下简称"公 司"）的法人治理，充分发挥独立董事在公司治理中的作用，促进提高公司质量， 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》（以下简称《管理办法》）、《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》等法律、法规和规范性文 件及《福建傲农生物科技集团股份有限公司章程》（以下简称"公司章程"）、 《福建傲农生物科技集团股份有限公司独立董事工作制度》的有关规定，并结合 公司实际情况，制定本细则。 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 独立董事专门会议是指全部由独立董事参加的专门会议。独立董事 专门会议对所议事项进行独立研讨，从公司和中小股东利 ...

Group 1 - The company will hold its first extraordinary general meeting of shareholders in 2025 on June 9, 2025, at 14:30 [3][4] - The meeting will combine on-site and online voting methods, with specific voting times outlined [4][6] - Shareholders must arrive 30 minutes before the meeting to complete registration and present required documents [2][5] Group 2 - The agenda includes the election of the ninth board of directors, which will consist of 11 members: 7 non-independent directors and 4 independent directors [25][29] - The proposed candidates for non-independent directors have been recommended by the major shareholder and approved by the board's nomination committee [26][29] - The independent director candidates have also been nominated and will be subject to cumulative voting [29][30] Group 3 - The company has established a secretariat for the general meeting to ensure order and efficiency [1][3] - Legal counsel from Fujian Zhili Law Firm will witness the meeting and provide legal opinions [3][4] - The company emphasizes the importance of maintaining confidentiality during the meeting, prohibiting unauthorized recording or photography [3][4] Group 4 - The annual remuneration for internal directors is proposed to be set at 200,000 to 300,000 yuan, while independent directors will receive an annual allowance of 80,000 yuan [5][6] - The company aims to enhance its governance structure by implementing a system for independent directors to ensure their independence and effectiveness [8][9] - Independent directors are required to maintain a minimum of 15 days of on-site work annually to fulfill their responsibilities [20][21]

Core Points - The document outlines the independent director special meeting system of China Railway Construction Heavy Industry Group Co., Ltd. to enhance corporate governance and promote high-quality development [1][2] - Independent directors are defined as those who do not hold other positions in the company and have no direct or indirect interests that could affect their independent judgment [1][2] Group 1 - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must fulfill their responsibilities according to relevant laws and regulations [2][3] - The company is required to hold independent director special meetings as needed, which are exclusively attended by independent directors [2][3] - A lead independent director is to be elected by a majority of independent directors after a board reshuffle to convene and preside over the special meetings [2][3] Group 2 - Special meetings can be held in person, via video conference, or by phone, and must have a quorum of more than half of the independent directors present [3][4] - Decisions made in special meetings require a majority vote from all independent directors [3][4] - Certain matters, such as related party transactions and changes to commitments, must be approved in special meetings before being submitted to the board [4][5] Group 3 - Independent directors must seek approval from special meetings before exercising specific powers, such as hiring external consultants or proposing shareholder meetings [5][6] - Meeting records must be kept, detailing the opinions of independent directors, and these records should be signed and confirmed by the directors [5][6] - The company is responsible for ensuring the necessary conditions for the meetings and providing relevant materials for discussion [5][6]

Group 1 - The core viewpoint of the article emphasizes the importance of enhancing corporate governance in listed companies, which is expected to improve their investment value and lead to significant pricing differences based on governance levels [1] - The article highlights several key measures, including strengthening the integrity obligations of controlling shareholders, supporting the introduction of institutional investors with more than 5% holdings as active shareholders, and ensuring independent directors constitute a majority on audit committees [1] - It mentions that improving the information disclosure system in corporate governance is crucial for external evaluation and decision-making, which is seen as a long-awaited positive development for the market [1] Group 2 - The former chief economist of a brokerage firm, Li Daxiao, views the policy as a major benefit, stating that enhancing corporate governance will effectively increase the investment value of listed companies [1] - The article suggests that with the implementation of a series of positive stock market reform policies, the Chinese stock market is expected to enter a new phase of healthy and stable development [1]

Core Points - The document outlines the management measures for independent directors of Hebei Fucheng Wufeng Food Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders [1][2] - Independent directors must not hold any other positions within the company and should maintain independence from major shareholders and actual controllers [1][2] - The company is required to provide necessary support for independent directors to fulfill their duties effectively [2][3] Summary by Sections General Principles - The purpose of the management measures is to improve the role of independent directors in corporate governance and protect minority shareholders' interests [1] - Independent directors are defined as those who do not hold other positions in the company and have no direct or indirect interests that could affect their judgment [1][2] Appointment Conditions - Independent directors must maintain independence and cannot be individuals with significant relationships with the company or its major shareholders [2][3] - The company must ensure that independent directors constitute at least one-third of the board, including at least one accounting professional [2][3] Responsibilities and Duties - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [17][18] - They have the authority to independently hire intermediaries for audits or consultations and must report any issues that may harm the company or minority shareholders [18][19] Performance and Evaluation - Independent directors must conduct annual self-assessments of their independence and submit reports to the board [3][4] - They are required to attend board meetings and provide clear opinions on agenda items, with specific procedures for voting and dissenting opinions [20][21] Support and Resources - The company must provide necessary working conditions and support for independent directors, ensuring they have access to relevant information and resources [35][36] - Independent directors should have equal rights to information as other board members and must be kept informed about the company's operations [36][37] Compensation and Insurance - The company is responsible for covering costs incurred by independent directors when hiring professional services and may establish a liability insurance system for them [40][41] - Independent directors are entitled to appropriate compensation, which must be approved by the board and disclosed in annual reports [41]

河北福成五丰食品股份有限公司 独立董事年报工作制度 第一条 为完善河北福成五丰食品股份有限公司（以下简称"公司"）信息 披露质量，加强内部控制建设，提高公司年度报告的编制和披露工作，促进独立 董事切实履行责任和义务，勤勉尽责，维护公司整体利益，保障公司全体股东特 别是中小股东的合法权益，公司依据《中华人民共和国公司法》、 《中华人民共和 国证券法》、 独立履行职责，不受公司及公司主要股东、实际控制人或者其他与公司存在利害 关系的单位或个人的影响。为保证独立董事有效行使职权，公司须为独立董事提 供必要的工作条件。 第三条 独立董事应在公司年度审计、年报编制和披露过程中，切实履行独 立董事的职责，勤勉尽责，关注公司年度经营数据和重大事项等情况，确保公司 年报真实、准确、完整。 第四条 为使独立董事能够对公司年度实际经营情况和重大事项的进展情 况进行详实核查，在独立董事的要求下，公司应安排独立董事进行实地考察。董 事会秘书负责实地考察的安排及相关核查事项的记录，实地考察核实工作结束后， 独立董事及实地考察接待方在核查记录上签字确认。 第五条 为使独立董事能够掌握公司年度财务报告审计工作的计划安排，在 会计年度结束后 ...

Core Points - The document outlines the independent director system of Changsha Tongcheng Holdings Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders [1][2][3] - Independent directors must not have any direct or indirect interests that could affect their judgment and should fulfill their duties independently [2][3][4] - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [2][3][4] Summary by Sections General Principles - The independent director system is established to improve the company's governance structure and decision-making processes [1] - Independent directors are defined as those who do not hold other positions within the company and have no conflicting interests with major shareholders [1][2] Qualifications and Conditions - Independent directors must meet specific qualifications, including legal, accounting, or economic experience, and must not have any significant negative records [7][9] - Individuals with certain relationships or interests in the company are prohibited from serving as independent directors [3][4] Appointment of Independent Directors - The nomination and election of independent directors must be conducted legally and in accordance with regulations [10][11] - Independent directors serve the same term as other board members, with a maximum consecutive term of six years [11][12] Responsibilities of Independent Directors - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice [15][16] - They have the authority to hire external consultants for audits or consultations [16][17] Meetings and Communication - Independent directors must attend board meetings and can communicate with the board secretary regarding agenda items [18][19] - They are required to submit annual reports detailing their activities and participation in board meetings [29] Financial and Compensation Matters - The company is responsible for covering the costs incurred by independent directors in fulfilling their duties [36] - Independent directors receive compensation that reflects their responsibilities, which must be approved by the shareholders [37] Evaluation and Accountability - The company has a mechanism to evaluate the performance of independent directors, including attendance and adherence to their duties [40][41] - Failure to fulfill responsibilities may result in penalties, including reduced compensation or removal from the board [41]

广东顶固集创家居股份有限公司 独立董事工作制度 二〇二五年五月 广东顶固集创家居股份有限公司独立董事工作制度 广东顶固集创家居股份有限公司 独立董事工作制度 第一章 总则 第一条 为进一步完善广东顶固集创家居股份有限公司（以下简称"公司") 治理结构，促进公司规范运作，充分发挥独立董事在董事会中的作用，根据《中 华人民共和国公司法》（以下简称"《公司法》"）、《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》《上市公司独立董事管理办 法》等有关法律、法规、规范性文件以及《广东顶固集创家居股份有限公司章程》 （以下简称"《公司章程》")的相关规定和要求，制定本制度。 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（主要股东是指持有公司百分之五以上股份，或者持有股 份不足百分之五但对公司有重大影响的股东）。 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、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《 ...