中粮糖业控股股份有限公司独立董事工作制度 （2025 年 8 月修订） 第一章 总 则 第一条 为进一步完善中粮糖业控股股份有限公司（以下简称公司）法人治 理结构，促进公司规范运作，充分发挥独立董事在公司治理中的作用，促进公司 独立董事尽责履职，根据《公司法》《上市公司独立董事管理办法》及《上海证 券交易所股票上市规则》等法律、法规、规范性文件及《公司章程》的规定，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，并应当按照法律、 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、上海证券交 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 公司董事会成员中至少包括三分之一独立董事，其中至少有一名会 计专业人士。 第五条 公 ...

General Principles - The document outlines the working rules for independent directors of Inner Mongolia Mengdian Huaneng Thermal Power Co., Ltd, aiming to enhance corporate governance and ensure compliance with relevant laws and regulations [1][2] - It specifies the qualifications, nomination, election, and responsibilities of independent directors, emphasizing their independence from the company and major shareholders [2][3] Qualifications and Appointment - Independent directors must meet specific qualifications, including legal eligibility, independence, relevant knowledge, and a minimum of five years of experience in legal, accounting, or economic fields [3][4] - Individuals with direct or indirect interests in the company, significant shareholders, or those providing services to the company are prohibited from serving as independent directors [4][5] 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 [11][12] - They have special rights, including hiring external consultants, proposing meetings, and publicly soliciting shareholder opinions [11][12] Performance and Reporting - Independent directors must attend board meetings, review materials in advance if unable to attend, and provide clear opinions on significant matters [10][11] - They are required to submit annual reports detailing their attendance, participation in committees, and communication with minority shareholders [17][18] Support and Compensation - The company must provide necessary support and resources for independent directors to fulfill their duties, including timely access to information and communication channels [36][39] - Independent directors are entitled to appropriate compensation, which must be disclosed in the company's annual report [20][21]

第一条 为进一步完善杭州天目山药业股份有限公司（以下简称 "公司"）的法人治理结构，规范独立董事行为，充分发挥独立董事 在上市公司治理中的作用，促进提高上市公司质量，维护公司的整体 利益及中小投资者的合法利益，根据《中华人民共和国公司法》《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》 《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、法规及规范性文件及《杭 州天目山药业股份有限公司章程》 （以下简称" 《公司章程》" ）有关规 杭州天目山药业股份有限公司独立董事制度 杭州天目山药业股份有限公司 独立董事制度 （2025 年 8 月修订） 第一章 总 则 定，结合公司实际情况，特制定本制度。 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 其所受聘的公司及其主要股东、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，应当 按照法律、行政法规、中国证券 ...

Core Viewpoint - The document outlines the independent director working system of Jiangsu Lianhuan Pharmaceutical Co., Ltd., emphasizing the importance of independent directors in corporate governance and their responsibilities to protect the interests of all shareholders, especially minority shareholders. Group 1: General Principles - The system aims to improve the corporate governance structure and ensure the independent directors fulfill their duties effectively [1] - 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] - Independent directors are obligated to act in good faith and diligence, adhering to relevant laws and regulations while participating in decision-making and supervision [1][2] Group 2: Independence Requirements - Independent directors must maintain independence and should not be influenced by the company or its major shareholders [2] - They can serve as independent directors in a maximum of three domestic listed companies, ensuring they have sufficient time to fulfill their responsibilities [2] - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [2] Group 3: Qualifications for Independent Directors - Candidates for independent directors must meet specific qualifications, including legal and regulatory requirements, independence, and relevant work experience [8] - They should have at least five years of experience in legal, accounting, or economic fields necessary for fulfilling independent director duties [8][10] - Individuals with significant business relationships or who have held certain positions within the company or its major shareholders are disqualified from serving as independent directors [3][4] Group 4: Nomination and Election Process - The board of directors or shareholders holding more than 1% of the company's shares can nominate independent director candidates, subject to shareholder approval [6] - The nomination process requires the consent of the nominee and a thorough review of their qualifications [6][7] - Independent directors serve a term of three years, with a maximum of six consecutive years, and must not be nominated for other companies within 36 months of their tenure [6][7] Group 5: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice [19] - They have special powers, including hiring external consultants, proposing shareholder meetings, and issuing independent opinions on significant matters [20][21] - Independent directors must report their independent opinions and any concerns regarding compliance and shareholder interests [21][22] Group 6: Support and Compensation - The company must provide necessary conditions and support for independent directors to perform their duties effectively [33][34] - Independent directors are entitled to reasonable compensation, which must be approved by the board and disclosed in the annual report [19] - The company may establish a liability insurance system for independent directors to mitigate risks associated with their responsibilities [34]

Core Viewpoint - Ninebot Limited has established a comprehensive independent director system to enhance corporate governance, ensure the independence of directors, and protect the interests of minority shareholders and stakeholders [1][2]. Group 1: General Provisions - The independent directors of Ninebot Limited 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 proportion of independent directors on the board must be no less than one-third, including at least one accounting professional [1][2]. Group 2: Responsibilities and Duties - Independent directors are obligated to act in good faith and diligence, participating in decision-making, supervision, and providing professional advice to protect the overall interests of the company and the legal rights of minority shareholders [2][20]. - They must maintain independence and avoid conflicts of interest, disclosing any situations that may affect their independence [2][3]. Group 3: Qualifications and Nomination - Independent directors must meet specific qualifications, including relevant work experience, knowledge of corporate operations, and a clean personal record [7][10]. - The nomination of independent directors can be proposed by the board or shareholders holding more than 1% of the company's shares, ensuring that nominees do not have conflicting interests [6][12]. Group 4: Meeting Attendance and Reporting - Independent directors are required to attend board meetings personally, and if unable to do so, they must review materials in advance and provide written opinions [8][11]. - They must submit an annual report detailing their attendance, participation in committees, and communication with shareholders [16][17]. Group 5: Support and Resources - The company must provide necessary conditions for independent directors to perform their duties, including access to information and resources, and ensure that they receive appropriate compensation for their responsibilities [31][32].

Core Viewpoint - The document outlines the independent director system of Ningbo Meinuo Pharmaceutical Co., Ltd., emphasizing the importance of independent directors in corporate governance and their roles in protecting the interests of minority shareholders. Group 1: General Principles - The independent director system aims to enhance the corporate governance structure of the company and ensure compliance with relevant laws and regulations [1] - 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 [1] - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [1][2] Group 2: Qualifications of Independent Directors - Independent directors must meet specific legal and regulatory qualifications, including having at least five years of relevant work experience [6] - Individuals with significant relationships with the company or its major shareholders are prohibited from serving as independent directors [3][4] Group 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 [13] - They have the authority to independently hire intermediaries for audits or consultations and can propose the convening of temporary shareholder meetings [14] Group 4: Meeting Procedures - Independent directors must hold at least one special meeting annually, and meetings can be called at the request of two or more independent directors [15] - Decisions made in special meetings require the approval of a majority of attending independent directors [16] Group 5: Support and Compensation - The company is required to provide necessary working conditions and support for independent directors to fulfill their responsibilities [19] - Independent directors are entitled to compensation that corresponds to their responsibilities, which must be approved by the board and disclosed in the annual report [42]

Core Viewpoint - The document outlines the independent director system of 360 Security Technology Co., Ltd., emphasizing the importance of independent directors in corporate governance to protect the rights of minority shareholders and ensure the company's proper operation [2][3]. Group 1: General Principles - The independent director is defined as a board member who does not hold any other position within the company and has no direct or indirect interests that could affect their independent judgment [2]. - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their roles in accordance with relevant laws and regulations [3]. - The company must ensure that independent directors have sufficient time and energy to fulfill their responsibilities, limiting them to serving on a maximum of three domestic listed companies [3]. Group 2: Qualifications and Independence - Independent directors must meet specific qualifications, including having relevant work experience and a good personal character, and must not have any significant bad credit records [4][5]. - Candidates for independent directors must maintain independence and cannot be individuals with certain relationships or interests that could compromise their objectivity [4][5]. Group 3: Nomination and Election - The board of directors or shareholders holding more than 1% of the company's issued shares can propose candidates for independent directors, and these candidates must be elected by the shareholders' meeting [6][7]. - The company must disclose all relevant materials regarding independent director candidates to the Shanghai Stock Exchange before the election [7]. Group 4: Responsibilities and Functions - 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 special rights, including the ability to hire external consultants, propose meetings, and publicly solicit shareholder opinions [10][11]. Group 5: Work Support and Compensation - The company must provide necessary working conditions and support for independent directors to effectively perform their duties [16][17]. - Independent directors are entitled to compensation that reflects their responsibilities, which must be approved by the board and disclosed in the annual report [17][18].

Core Viewpoint - The document outlines the independent director working system of Shanghai MicroPort MedBot (Group) Co., Ltd, emphasizing the governance structure, responsibilities, and qualifications of independent directors to ensure the protection of minority shareholders' rights and the overall interests of the company [1][2][3]. Group 1: General Principles - The independent director system aims to enhance the corporate governance structure and ensure compliance with relevant laws and regulations [1]. - 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]. - Independent directors are obligated to act in good faith and diligence, focusing on the interests of all shareholders, particularly minority shareholders [1][3]. Group 2: Appointment and Qualifications - The board of directors must have at least one-third of its members as independent directors, including at least one accounting professional [2]. - Independent directors must meet specific qualifications, including relevant work experience and a clean personal record [3][4]. - Candidates for independent directors must not have any significant relationships or interests that could compromise their independence [4][5]. Group 3: Responsibilities and Powers - 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 hire external consultants for audits or consultations and can propose meetings to address significant issues [10][11]. - Independent directors must attend board meetings and provide clear opinions on agenda items, with specific procedures for voting and dissenting opinions [11][12]. Group 4: Reporting and Communication - Independent directors are required to submit annual reports detailing their activities, including attendance at meetings and interactions with minority shareholders [14][15]. - The company must ensure that independent directors have access to necessary information and resources to perform their duties effectively [17][18]. - Any obstacles faced by independent directors in exercising their rights must be reported to regulatory authorities [17][18]. Group 5: Compensation and Support - The company is responsible for covering the costs associated with independent directors' duties, including hiring external advisors [46]. - Independent directors should receive compensation commensurate with their responsibilities, which must be approved by the board and disclosed in the annual report [48][49].

Core Insights - The independent director system plays a crucial role in promoting corporate governance, protecting minority investors' rights, and fostering a healthy capital market development in China [1] Summary by Sections Independent Director Compensation - In the A-share market, the highest compensation for independent directors is 1.07 million yuan, while the lowest is 9,600 yuan, with 61 directors earning over 500,000 yuan and 6,545 earning less than 100,000 yuan [1] - Over 2,000 independent directors are aged 65 and above, with 23 being over 80 years old, and more than 3,500 are aged between 60 and 69 [1] Zhang Zixue's Role and Attendance - Zhang Zixue served as an independent director for three companies: Juhua Co., New Ning Logistics, and Wenkang Capital, earning a total of 400,000 yuan in 2024 [1] - In 2024, Zhang attended all board meetings and shareholder meetings for Juhua Co. (5 board meetings, 2 shareholder meetings), New Ning Logistics (5 board meetings, 3 shareholder meetings), and Wenkang Capital (11 board meetings, 3 shareholder meetings), voting in favor of all proposals without raising objections [3] Zhang Zixue's Background - Zhang Zixue has extensive experience in regulatory roles, having worked at the China Securities Regulatory Commission from 1997 to 2016, and is currently a professor at China University of Political Science and Law [4] - He holds multiple degrees, including a bachelor's degree in law and a master's degree in litigation law from Renmin University of China, a master's degree in law from Temple University, and a Ph.D. in corporate law and securities law from China University of Political Science and Law [4]

Core Points - The document outlines the independent director working system of Hangzhou Foster Applied Materials Co., Ltd, aiming to enhance corporate governance and protect the interests of minority shareholders and stakeholders [1][2] - Independent directors must not have any direct or indirect interests that could affect their independent judgment and are required to fulfill their duties independently [2][3] - The board must consist of at least one-third independent directors, including at least one accounting professional, to ensure effective oversight and decision-making [4][5] Group 1 - Independent directors are limited to serving on a maximum of three domestic listed companies to ensure they can dedicate sufficient time and energy to their responsibilities [2][3] - The company must establish specialized committees within the board, such as the audit committee, with a majority of independent directors to enhance oversight [4][5] - Independent directors are required to conduct annual self-assessments of their independence and submit reports to the board [4][5] Group 2 - Independent directors must meet specific qualifications, including having no significant relationships with the company or its major shareholders, and must possess relevant experience and knowledge [6][7] - The nomination and election of independent directors must be conducted transparently, with candidates undergoing thorough vetting and approval by the shareholders [9][10] - Independent directors are empowered to independently hire external advisors for audits or consultations, enhancing their ability to provide objective oversight [17][18] Group 3 - The independent directors are responsible for monitoring potential conflicts of interest and ensuring that board decisions align with the overall interests of the company and minority shareholders [17][18] - Independent directors must attend board meetings in person and are required to provide clear reasons for any dissenting votes [11][12] - The company is obligated to provide necessary support and resources to independent directors to facilitate their duties effectively [34][35]