Chapter 1 General Principles
Article 1
To further establish and improve the assessment and compensation management system for directors and senior management of Beijing Vito Electric Co., Ltd. (hereinafter referred to as "the Company"), and to enhance corporate governance structure, the Company has established the Board of Directors' Compensation and Assessment Committee and formulated these implementation rules in accordance with the "Company Law of the People's Republic of China," "Code of Corporate Governance for Listed Companies," and the "Articles of Association of Beijing Vito Electric Co., Ltd." (hereinafter referred to as "the Articles").
Article 2
The Compensation and Assessment Committee is primarily responsible for formulating assessment standards for the Company's directors and senior management and conducting assessments; developing and reviewing the compensation policies and plans for directors and senior management, and reporting to the Board of Directors.
Article 3
In these rules, "directors" refers to those who receive compensation or allowances from the Company, while "senior management" refers to the general manager, deputy general managers, financial officer, and board secretary appointed by the Board of Directors.
Chapter 2 Composition
Article 4
The Compensation and Assessment Committee consists of three directors, with a majority being independent directors.
Article 5
Committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the Board of Directors.
Article 6
The committee has a chairperson (convener) who is an independent director, responsible for convening and presiding over committee work, elected from among the members.
Article 7
The term of the Compensation and Assessment Committee is consistent with that of the Board of Directors. If a member ceases to be a director, they automatically lose their committee membership, which will be supplemented according to the above provisions.
Article 8
The Compensation and Assessment Committee may establish working groups responsible for providing relevant information about the assessed personnel, preparing committee meetings, and executing the committee's resolutions.
Chapter 3 Responsibilities and Authority
Article 9
The Compensation and Assessment Committee is a specialized body established by the Board of Directors in accordance with relevant laws and regulations, reporting its work to the Board and being accountable to it.