XCMG Construction Machinery Co., Ltd.
Senior Management Remuneration System
(2026 Revision)
(Reviewed and approved by the 7th Extraordinary Meeting of the 10th Board of Directors on August 10, 2026)
Chapter 1 General Provisions
Article 1 To further establish and improve a multi-faceted incentive system combining short, medium, and long-term rewards, fully mobilize the enthusiasm of senior management, closely link senior management remuneration with shareholder interests and company value, and better enhance company performance and ensure the preservation and appreciation of company assets. The company's Board of Directors' Remuneration and Assessment Committee, in accordance with the "Company Law," "Securities Law," "Corporate Governance Guidelines for Listed Companies," and the company's "Articles of Association," and based on the company's current operating conditions and development plan, has revised the original "XCMG Construction Machinery Co., Ltd. Senior Management Remuneration System (2025 Revision)" and hereby formulates the "XCMG Construction Machinery Co., Ltd. Senior Management Remuneration System (2026 Revision)" (hereinafter referred to as the "Senior Management Remuneration System").
Article 2 Basic Principles for the Formulation of the "Senior Management Remuneration System"
(1) Principle of aligning senior management remuneration with the maximization of shareholder interests.
(2) Principle of dual benchmarking for performance-based remuneration.
(3) Principle of combining position-based pay and performance-based pay.
(4) Principle of combining incentives and constraints.
(5) Principle of market orientation.
(6) Principle of operability.
Article 3 Personnel Applicable to the "Senior Management Remuneration System"
The "Senior Management Remuneration System" applies to the President, Vice Presidents, Financial Controller, and Secretary of the Board of Directors.
Party committee secretaries, discipline inspection commission secretaries, and labor union chairpersons who have not been appointed to management positions but are actually performing management duties or are managed by the management team shall also be subject to this system upon proposal by the Remuneration and Assessment Committee and approval by the Board of Directors.
Chapter 2 Composition, Calculation, and Distribution Methods of Senior Management Remuneration
Article 4 Senior management remuneration includes base annual salary, performance annual salary, term incentives, special rewards and punishments, and other medium and long-term incentives such as equity incentives. The proportion of performance annual salary shall generally not be less than fifty percent of the total of base annual salary and performance annual salary.