Chapter 1 General Principles
Article 1
To standardize company operations, improve the supervisory mechanism, protect the legitimate rights and interests of the company and its shareholders, and enhance the efficiency of the supervisory board, these rules are formulated in accordance with the Company Law of the People's Republic of China, the Articles of Association of Shenzhen Zhongqiao Development Co., Ltd. (hereinafter referred to as the "Articles of Association"), and other relevant laws and regulations. All supervisors of the company shall comply with these rules.
Article 2
The company shall legally establish a supervisory board to exercise supervisory powers, safeguard the rights and interests of shareholders, the company, and employees, and report to the shareholders' meeting.
Chapter 2 Supervisors
Article 3
The company's supervisors shall be representatives of shareholders and employees. The number of employee representatives shall not be less than one-third of the total number of supervisors.
Article 4
Supervisors serve a term of three years. The shareholder representatives among the supervisors are elected from a candidate list proposed by shareholders, requiring approval from more than half of the voting rights held by shareholders present at the shareholders' meeting; employee supervisors are elected or replaced through democratic elections by company employees. Supervisors may be re-elected consecutively. Directors, general managers, and other senior management personnel shall not concurrently serve as supervisors.
Article 5
Supervisors shall meet the following general qualifications: (1) Ability to communicate widely with shareholders, employees, and other stakeholders to protect the rights of all shareholders; (2) Professional knowledge or work experience in law, management, finance, etc.; (3) Compliance with relevant legal regulations.
Article 6
Individuals who fall under the circumstances specified in Articles 57 and 58 of the Company Law, or who are identified as market entry prohibitors by the China Securities Regulatory Commission, and whose prohibition has not been lifted, shall not serve as supervisors of the company.
Article 7
Supervisors have the following rights: (1) Attend supervisory board meetings and exercise voting rights; (2) Suggest convening supervisory board meetings for legitimate reasons; (3) Attend shareholders' meetings and board meetings; (4) Have the right to be informed about various company decisions and operational conditions; (5) Supervisors authorized by the supervisory board to verify the company's business and financial status have the right to access books and documents and request reports from directors and relevant personnel; (6) Other supervisory rights as stipulated in the Articles of Association and authorized by the supervisory board.
Article 8
Supervisors shall fulfill the following obligations: (1) Comply with laws, administrative regulations, and the Articles of Association, perform duties with integrity and diligence, protect the company's interests, and fulfill supervisory responsibilities; (2) Execute supervisory board resolutions and protect the interests of shareholders, the company, and employees; (3) Maintain company confidentiality, and shall not disclose company secrets unless required by law or approved by the shareholders' meeting; (4) Not use their powers for personal gain, accept bribes or other illegal income, or misappropriate company property; (5) Supervisors who violate laws, administrative regulations, or the Articles of Association while performing company duties, causing damage to the company, shall bear compensation liability.
Article 9
If a supervisor fails to attend supervisory board meetings in person for two consecutive times, it shall be deemed as inability to perform duties, and the shareholders' meeting or employee representative meeting shall replace them.
Article 10
Supervisors exercising supervisory rights are protected by law, and no unit or individual may interfere. The company shall provide necessary office conditions and business expenses for supervisors to perform their duties.
Article 11
Supervisors, while performing their duties, have the right to request relevant materials from any department of the company, and all business departments must provide necessary assistance as required, without refusal, evasion, or obstruction.