Chapter 1 General Principles
Article 1
To establish an incentive and constraint mechanism that aligns with the company's development strategy, fully mobilizing the enthusiasm and creativity of the directors and senior management of Xiamen Xinda Co., Ltd. (hereinafter referred to as "the Company"), continuously improving the company's operational performance, enhancing management levels, and ensuring the achievement of strategic goals, this system is formulated.
Article 2
The guiding principles for the compensation and performance evaluation methods for directors and senior management are:
- Incentives and constraints are symmetrical; compensation corresponds to risk and responsibility; compensation is linked to performance evaluation, with appropriate reference to market factors.
- Efficiency is prioritized while ensuring fairness, protecting the legitimate rights and interests of shareholders, directors, senior management, and employees.
- Basic compensation is combined with performance compensation, and long-term performance rewards are balanced with short-term performance rewards.
- Quantitative assessments are primary, with qualitative assessments as supplementary, combining results evaluation with process evaluation.
- In accordance with the requirements of scientific development, the company promotes improvements in strategic management, independent innovation, resource conservation, environmental protection, and safety development, continuously enhancing core competitiveness and sustainable development capabilities.
Chapter 2 Management Institutions
Article 3
The Compensation and Evaluation Committee of the Board of Directors is the management body responsible for the compensation distribution and evaluation of directors and senior management.
Article 4
The responsibilities of the Compensation and Evaluation Committee include:
- Drafting compensation plans or amendments for the company's directors and senior management, clarifying the basis for determining compensation and its specific components, and reviewing and confirming annual performance evaluation targets for directors and senior management.
- Establishing evaluation standards, checking the performance of directors and senior management, and conducting annual performance evaluations.
- Supervising the implementation of the compensation system for directors and senior management.