Chapter 1 General Principles
Article 1
To promote the establishment of an incentive and restraint mechanism compatible with modern enterprise systems, effectively mobilizing the enthusiasm, initiative, and creativity of directors and senior management, and to promote the sustainable and healthy development of the company, this system is formulated based on the "Company Law of the People's Republic of China," "Code of Corporate Governance for Listed Companies," and other relevant laws, regulations, normative documents, and the company's articles of association, combined with the actual situation of the company.
Article 2
This system applies to the directors and senior management of the company.
Article 3
The management of director and senior management compensation follows these principles:
- Long-term Development Principle: Compensation design balances short-term incentives and long-term constraints, focusing on the long-term value growth of the company, aligning with sustainable development goals.
- Incentive and Restraint Principle: Emphasizes both positive incentives and rigid constraints, closely linking compensation distribution with performance evaluation and reward-punishment mechanisms, reinforcing performance orientation to encourage active duty performance while restraining violations and negligence.
- Fairness and Justice Principle: Reasonably defines compensation ranges considering the company's scale, operating conditions, and market compensation levels, balancing efficiency and fairness.
- Compliance and Transparency Principle: Strictly implements relevant laws, regulations, and regulatory requirements, standardizing the formulation, review, and disclosure processes of compensation plans to ensure information is open and transparent.
Chapter 2 Management Responsibilities and Decision-Making Procedures
Article 4
The Compensation and Assessment Committee of the Board of Directors formulates compensation plans for directors and senior management, clarifying the basis for determining compensation, specific components, assessment standards, and organizes evaluation according to relevant work details. Independent directors' performance evaluations are conducted through self-assessment and mutual assessment.