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浙江东日: 浙江东日股份有限公司董事会薪酬与考核委员会工作条例
Zheng Quan Zhi Xing· 2025-07-28 16:39
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]