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国晟科技: 董事会战略委员会工作细则(2025年修订)
Zheng Quan Zhi Xing· 2025-08-01 16:23
Core Points - The establishment of the Strategic Committee aims to enhance the company's core competitiveness and improve decision-making processes for major investments [1][2] - The committee is composed of at least three directors, including one independent director, and is responsible for long-term strategic planning and significant investment decisions [4][5] - The committee's proposals must be submitted to the board of directors for review and approval [3][6] Section Summaries General Provisions - The Strategic Committee is established to adapt to the company's strategic development needs and improve the quality of major investment decisions [1] - The committee operates independently and is not influenced by other departments within the company [1][2] Composition and Personnel - The committee consists of at least three directors, with the chairman of the company serving as the committee's head [4][5] - If the number of committee members falls below two-thirds of the required number, the board must promptly appoint new members [5] Responsibilities and Authority - The committee is responsible for researching and proposing suggestions on the company's long-term development strategies, major investments, and operational strategies [10][11] - The committee can track the implementation of its proposals and is authorized to engage external advisors if necessary [12][13] Meeting Procedures - The committee must hold at least one regular meeting each fiscal year, with provisions for both regular and temporary meetings [14][15] - A quorum requires the presence of more than two-thirds of the committee members, and decisions are made based on majority votes [17][22] Documentation and Confidentiality - Meeting records must be maintained for at least ten years, and committee members are obligated to keep company-related information confidential until publicly disclosed [25][27] Implementation - The rules outlined in the working guidelines will take effect upon approval by the board of directors [29]