《中华人民共和国证券法》 （以下简称"《证 广博集团股份有限公司 董事会薪酬与考核委员会议事规则 第一章 总则 第一条 为进一步建立健全广博集团股份有限公司（以下简称"公司"）董事 及高级管理人员的考核和薪酬管理制度，完善公司治理结构,根据《中华人民共 和国公司法》 （以下简称" 《公司法》")、 券法》"）、《公司章程》及其他有关规定，公司特设立董事会薪酬与考核委员会， 并制定本议事规则。 第二条 薪酬与考核委员会是董事会的专门工作机构，对董事会负责并报告 工作，主要负责制定公司董事及高级管理人员的考核标准并进行考核；负责制定、 审查公司董事及高级管理人员的薪酬政策与方案，并向董事会提出建议。 第三条 本规则所称高级管理人员，是指公司的总经理、副总经理、财务总 监、董事会秘书以及《公司章程》规定的其他高级管理人员。 第二章 人员组成 第四条 薪酬与考核委员会成员由三名董事组成，其中独立董事两名。 第五条 薪酬与考核委员会委员由董事长、二分之一以上独立董事或者全体 董事的三分之一提名，并由董事会选举产生。 第六条 薪酬与考核委员会设召集人一名，为薪酬与考核委员会主任委员， 由独立董事委员担任，负责主持委员会工 ...

第一章 总则 第一条 为进一步建立健全杭州钢铁股份有限公司（以下简称"公司"）董 事（非独立董事）及高级管理人员的薪酬与考核管理制度，明确公司董事会薪酬 与考核委员会（以下简称"薪酬与考核委员会"或"委员会"）的职责，提高工 作效率，完善公司治理结构，根据《中华人民共和国公司法》《上市公司治理准 则》 第二条 薪酬与考核委员会是董事会设立的常设议事机构，在董事会的领导 下开展工作，向董事会负责并报告工作。 第二章 人员组成 第三条 薪酬与考核委员会由 3 名董事组成，其中独立董事占多数。 第四条 薪酬与考核委员会委员应由董事长、二分之一以上独立董事或者全 体董事的三分之一提名，并由董事会选举产生。 第五条 薪酬与考核委员会设召集人 1 名，由独立董事担任，由各委员推举 产生，负责主持委员会工作。 第六条 薪酬与考核委员会成员应当具备以下条件： 《上市公司独立董事管理办法》 《杭州钢铁股份有限公司章程》 （以下简称"《公 司章程》"）及其他有关规定，制定本条例。 （一）熟悉国家法律、行政法规的有关规定，具有薪酬与考核方面的专业知 识，熟悉公司的经营管理； （二）遵守诚信原则，廉洁自律，忠于职守，为维护公司和股东 ...

Core Points - The company establishes a remuneration and assessment committee to enhance governance and manage the compensation of directors and senior management [1][2] - The committee consists of three to five directors, with a majority being independent directors [2][3] - The committee is responsible for formulating and reviewing compensation policies, assessment standards, and performance evaluations for directors and senior management [2][3] Group 1: Committee Structure - The remuneration and assessment committee is a specialized body of the board, tasked with developing compensation plans and assessment criteria [1][2] - The committee is chaired by an independent director appointed by the board [2][3] - The committee's term aligns with that of the board, and members can be re-elected [2] Group 2: Responsibilities and Authority - The committee's main responsibilities include creating compensation plans based on job responsibilities and market standards [2][3] - It is also responsible for drafting stock incentive plans and ensuring compliance during their implementation [2][3] - The committee must supervise the execution of the compensation system and verify the accuracy of disclosures in the annual report [2][3] Group 3: Decision-Making Process - The committee's decisions must be submitted to the board for approval, and the board can reject any plans that harm shareholder interests [3][4] - The committee is required to prepare an annual work plan and submit performance evaluation reports to the board [4][5] - Meetings can be held regularly or as needed, with a quorum of two-thirds of members required for decisions [5][6] Group 4: Meeting Procedures - Meetings can include other directors and management for discussions, and the committee can seek external professional advice if necessary [5][6] - All meeting decisions and records must be documented and kept confidential [6][7] - The committee's decisions must comply with relevant laws, regulations, and the company's articles of association [6][7] Group 5: Amendments and Interpretations - The board is responsible for formulating and amending the working rules of the committee [7] - Any unresolved matters will be executed according to national laws and regulations [7][8] - The board holds the authority to interpret these working rules [7]

Core Points - The article outlines the establishment and operational guidelines of the Compensation and Assessment Committee of Zhejiang Dongri Co., Ltd, aimed at enhancing the management of compensation and assessment for directors and senior management [1][2] - The committee is responsible for formulating and reviewing compensation policies and assessment standards for directors and senior management, ensuring alignment with the company's governance structure [1][3] Group 1: General Provisions - The Compensation and Assessment Committee is a specialized body established by the board of directors, responsible for the compensation policies and assessment of directors and senior management [1] - The term "compensation" includes salaries, bonuses, allowances, benefits, options, and share grants provided to directors and senior management [1] - The committee consists of three directors, with at least two being independent directors [2] Group 2: Responsibilities and Authority - The committee is tasked with developing assessment standards and conducting evaluations for directors and senior management, as well as reviewing compensation policies and plans [3] - Recommendations made by the committee regarding compensation must be approved by the board and subsequently submitted for shareholder approval [3] Group 3: Decision-Making Procedures - The committee's working group is responsible for preparing necessary materials for decision-making, including financial indicators and performance evaluations [4][5] - The evaluation process involves self-reports and assessments from directors and senior management, leading to proposed compensation amounts based on performance [5][6] Group 4: Meeting Rules - The committee must meet at least once a year, with additional meetings called as necessary, and decisions require a majority vote from attending members [6][7] - Meeting records must be maintained, detailing attendance, agenda, discussions, and voting outcomes, and these records are to be kept for a minimum of ten years [7][8]

Core Points - The article outlines the implementation details of the Compensation and Assessment Committee of Tangshan Port Group Co., Ltd, aimed at enhancing the company's governance structure and management system [1][2] - The committee is responsible for reviewing the performance and compensation of directors and senior management, providing recommendations to the board [1][2][3] Group 1: General Provisions - The Compensation and Assessment Committee is established according to the company's articles of association and relevant regulations [1] - The committee consists of three members, with a majority being independent directors [2] Group 2: Responsibilities and Authority - The committee's main responsibilities include researching assessment standards, reviewing compensation policies, conducting annual performance evaluations, and proposing compensation plans to the board [3][4] - The committee must submit compensation plans for directors to the board for approval before presenting them to the shareholders' meeting [4] Group 3: Operational Procedures - The Human Resources Department serves as the daily operational body for the committee, providing necessary data and preparing meetings [6] - The committee evaluates directors and senior management based on performance standards and submits proposals to the board for approval [6][8] Group 4: Meeting Rules - Meetings are convened by the committee chair, with a requirement of two-thirds attendance for decisions to be valid [8][9] - Meeting records must be kept for at least ten years, and confidentiality is required from all attendees [9][10]

Core Points - The company establishes a remuneration and assessment management system for its directors and senior management to enhance governance structure and create a scientific incentive mechanism [1][10] - The Remuneration and Assessment Committee is responsible for researching and formulating remuneration policies and assessment standards for directors and senior management [1][3] Group 1: Committee Structure - The Remuneration and Assessment Committee consists of three directors, with independent directors making up the majority [2] - The committee is elected by the board and has a term that aligns with the current board's term [2][6] - If the number of committee members falls below the required amount, the board must promptly supplement the committee [2][6] Group 2: Responsibilities and Authority - The committee is responsible for assessing directors and senior management, reviewing remuneration policies, and supervising the execution of the remuneration system [3][10] - The committee must submit its proposals to the board for review and approval, including remuneration plans and stock incentive programs [4][12] - The board is expected to respect the committee's recommendations unless there is sufficient reason not to [13] Group 3: Meeting Procedures - The committee meetings can be held regularly or irregularly, with a notice period of three days [5] - A quorum for meetings requires attendance from at least two-thirds of the committee members [19][26] - Meeting decisions must be recorded in writing and reported to the board [26][28] Group 4: Confidentiality and Compliance - Committee members are obligated to maintain confidentiality regarding company information until it is publicly disclosed [18] - The rules established by the committee must comply with national laws and the company's articles of association [10][29]

Core Points - The company has established a Compensation and Assessment Committee to enhance the evaluation system for directors and senior management [2][3] - The committee is responsible for researching assessment standards and proposing compensation policies for directors and senior management [2][3] - The committee consists of three directors, with independent directors making up more than half [3] - The committee's term aligns with that of the board, and it can be re-elected [3] - The committee is supported by a working group from the finance and human resources departments [3][8] - The committee is tasked with developing assessment standards and compensation policies, including stock incentive plans [8][4] - Recommendations from the committee regarding compensation must be approved by the board and then submitted to the shareholders' meeting for approval [4][8] - The committee must hold at least one meeting annually, with provisions for additional meetings as needed [6][7] - The assessment process for directors and senior management includes self-evaluations and performance metrics [13][14] - The committee can invite directors and senior management to attend meetings when necessary [15] - The committee has confidentiality obligations regarding the matters discussed in meetings [18]