Chapter 1 General Principles
Article 1
To further improve the remuneration management system for directors and senior management (hereinafter referred to as "senior management") of Shenzhen Zhiwei Intelligent Technology Co., Ltd. (hereinafter referred to as "the Company"), and to establish an incentive and restraint mechanism that aligns with modern corporate systems and matches responsibilities and rights, this measure is formulated based on the "Company Law of the People's Republic of China" (hereinafter referred to as "the Company Law"), the "Code of Corporate Governance for Listed Companies," and relevant provisions of the Company's Articles of Association.
Article 2
The term "directors" in these measures refers to all current members of the Company's board of directors during the implementation period, including both non-independent and independent directors. Non-independent directors are those who have signed employment contracts or labor contracts with the Company. Independent directors are those appointed by the Company in accordance with the "Management Measures for Independent Directors of Listed Companies," who have no direct or indirect interests with the Company or its major shareholders or actual controllers that may affect their independent and objective judgment. Senior management refers to managers, deputy managers, financial officers, and board secretaries.
Article 3
The remuneration of directors and senior management is closely linked to the long-term development of the Company and the interests of shareholders, ensuring the Company's long-term stable development. The remuneration is closely tied to the Company's performance and work objectives, while also aligning with market value principles. The Company's remuneration system follows these principles:
- Competitiveness Principle: The remuneration provided by the Company is competitive compared to similar positions in the market.
- Contribution and Remuneration Correspondence Principle: Remuneration is determined based on job position, performance, contribution, and a combination of "rights, responsibilities, and benefits."
- Combination of Short-term and Medium-to-Long-term Incentives Principle.
- Incentive and Restraint Combination Principle: Senior management remuneration is linked to the completion of individual job responsibilities and is related to work innovation and enhancing the Company's overall strength.
Chapter 2 Remuneration Total Amount Determination Mechanism and Composition
Article 4
The Company's board of directors' remuneration and assessment committee is the management body responsible for evaluating directors and senior management and determining their remuneration.