Chapter 1 General Principles
Article 1
To standardize the compensation management of directors and senior management at Shandong Xintong Electronics Co., Ltd. (hereinafter referred to as "the Company"), and to establish an incentive and restraint mechanism that meets modern corporate management requirements, this system is formulated in accordance with the "Company Law of the People's Republic of China," "Guidelines for the Governance of Listed Companies," and other relevant laws and regulations, as well as the "Articles of Association" and "Working Rules of the Remuneration and Assessment Committee of the Board of Directors."
Article 2
This system applies to the following personnel:
- Directors;
- General Manager, Deputy General Managers, Chief Financial Officer, Secretary of the Board of Directors, and other senior management personnel as stipulated in the "Articles of Association";
- Other personnel recognized by the Remuneration and Assessment Committee of the Board of Directors as stipulated in the "Articles of Association."
Article 3
The determination of compensation should adhere to the following principles:
- The principle of openness, fairness, and justice in compensation standards;
- The principle of aligning compensation with the company's long-term interests and sustainable development;
- The principle of matching compensation with company performance and individual work performance;
- The principle of adapting compensation to the company's scale and market development;
- The principle of combining rights, responsibilities, and benefits;
- The principle of balancing incentives and constraints.
Article 4
Based on the company's operational development, compensation may be adjusted accordingly, with adjustments based on:
- Compensation levels in the same industry;
- Compensation levels in the region;
- Inflation levels;
- The company's actual operating conditions;
- Changes in the company's organizational structure, positions, and responsibilities.
Article 5
The annual salary referred to in this system is the income received by the company's directors and senior management personnel before personal income tax.
Chapter 2 Composition and Standards of Compensation
Article 6
Principles for determining the compensation of directors and senior management:
- Directors who hold other positions in the company (including wholly-owned subsidiaries and branches) shall not receive additional compensation or allowances for their role as directors; their remuneration shall be based on the salary regulations of their actual positions.
- Independent directors shall receive a fixed allowance, which shall not be less than 60,000 RMB (including tax) per year, paid monthly; reasonable expenses incurred by independent directors in performing their duties shall be borne by the company.
- The company's directors and senior management shall implement an annual salary system and shall not receive additional allowances.