证券代码：000972 证券简称：*ST 中基 公告编号：2025-070 号 中基健康产业股份有限公司 结合公司第十届董事会人员调整的实际情况，并根据董事会各专门委员会人员组成的相关 规定，现提交公司第十届董事会各专业委员会组成人员如下： 第十届董事会第十六次会议决议公告 本公司及董事会全体成员保证公告内容的真实、准确和完整，没有虚假记载、误导性陈述或者重 大遗 漏。 中基健康产业股份有限公司（以下简称"公司"）第十届董事会第十六次会议于 2025 年 方式发出会议通知。在确保公司全体董事充分了解会议内容的基础上，公司 9 名董事在规定的 时间内参加了表决。会议的召开符合《公司法》和《公司章程》的有关规定。会议审议并一致 通过了如下决议： 一、审议通过《公司 2025 年半年度报告及摘要》； 表决结果：同意 9 票；反对 0 票；弃权 0 票。 详见公司于同日披露的《2025 年半年度报告》。 二、审议通过《关于调整公司第十届董事会各专业委员会组成人员的议案》； 表决结果：同意 9 票；反对 0 票；弃权 0 票。 | 董事会专门委员会 | | | 主任委员 | | 委员 | | --- | --- | - ...

Core Viewpoint - The company aims to implement a managerial tenure system and contractual management to enhance operational efficiency and align with market-oriented reforms, ensuring high-quality development through improved governance and performance evaluation mechanisms [1][2]. Group 1: Overall Objectives - The overall goal is to establish a modern enterprise system that meets market economic requirements, enhances corporate governance, and strengthens the incentive and constraint mechanisms for the managerial team [1][2]. - The managerial tenure system and contractual management will be applied to senior management personnel, including the general manager, deputy general managers, and other senior management as defined by the company's articles of association [1][2]. Group 2: Basic Principles - The principles include adherence to party leadership, market-oriented selection, contractual management, a balance of incentives and constraints, goal orientation, differentiated assessment, and a focus on reform and development [2][3][4]. - The company emphasizes the importance of effective communication with managerial personnel during the establishment of performance indicators and assessment processes to ensure fairness and motivation [5]. Group 3: Management Authority and Responsibilities - The company’s party committee is responsible for reviewing the appointment and assessment of managerial personnel, while the board of directors is tasked with establishing and implementing the tenure and contractual management system [6][7]. - The board can delegate authority to the chairman and general manager for signing contracts and performance responsibility documents without requiring further board approval [6][7]. Group 4: Selection Criteria - Managerial personnel must align with the party's core leadership, possess strong responsibility, and have relevant experience in large or medium-sized enterprises [12][13]. - Specific disqualifications for managerial positions include previous leadership failures, significant losses, or poor performance evaluations [12][13]. Group 5: Tenure Management - The tenure for senior management is set at three years, with the possibility of extension based on performance and company needs [13][14]. - Upon reaching retirement age, managerial personnel will generally not be reappointed, although they may serve in advisory roles if necessary [14][15]. Group 6: Contractual Management - Contracts will include performance responsibility documents that outline specific performance targets and assessment criteria, ensuring accountability [14][15]. - The company will establish a clear structure for remuneration, linking it to performance outcomes and ensuring that salary adjustments are based on market comparisons [16][17]. Group 7: Performance Assessment - Performance assessments will be conducted annually and at the end of each tenure, with results categorized into five levels from A (excellent) to E (unsatisfactory) [22][23]. - The assessment results will directly influence the remuneration and potential reappointment of managerial personnel [22][23]. Group 8: Exit Management - Conditions for mandatory exit include failure to meet performance benchmarks, disciplinary violations, or significant decision-making errors leading to financial losses [29][30]. - Other forms of exit include reaching retirement age, non-renewal of contracts, or personal reasons affecting job performance [30][31].

Core Viewpoint - The company has established a management system for the managerial team that emphasizes a fixed term and contractual management to enhance accountability and performance evaluation in line with national and local reforms [1][2]. Group 1: Purpose and Scope - The purpose of the system is to implement national and local reforms in state-owned enterprises, ensuring that managerial members can exercise their rights and responsibilities effectively [1]. - The system applies to the headquarters and its subsidiaries, covering senior management roles such as the president, vice presidents, financial officers, and chief engineers [1]. Group 2: Principles of Management - The management system adheres to principles such as the leadership of the Party, contractual management, differentiated management, and a balance of rights and responsibilities [2]. - The contractual management principle involves setting clear performance targets and responsibilities through signed agreements [2]. Group 3: Term and Contractual Management - The term of management is generally set at three years, with reappointment procedures required upon term expiration [2][3]. - Contracts must clearly define roles, responsibilities, performance indicators, and conditions for termination [2][3]. Group 4: Performance Assessment - Performance assessment includes both annual and term evaluations, with a minimum passing score of 70 out of 100 for annual assessments [4]. - The assessment criteria combine quantitative and qualitative measures, ensuring that individual performance aligns with company goals [4]. Group 5: Compensation Structure - The compensation for managerial members consists of a base salary, performance-based salary, and other incentives [5]. - Performance-based salaries are linked to the results of annual assessments, with no guaranteed minimum [5]. Group 6: Dismissal and Resignation Procedures - Dismissal can occur if performance metrics are not met or if there are significant leadership failures [7][8]. - Resignation requests must be approved by the board and cannot be submitted under certain conditions, such as ongoing critical projects [8].