Chapter 1 General Principles
Article 1
To further improve the corporate governance structure and operational system of Beijing Weitongli Electric Co., Ltd. (hereinafter referred to as "the Company"), and to promote institutional, standardized, and scientific management, these regulations are formulated in accordance with the Company Law of the People's Republic of China (hereinafter referred to as "the Company Law") and the Articles of Association of Beijing Weitongli Electric Co., Ltd. (hereinafter referred to as "the Articles of Association") and its provisions.
Article 2
The Company shall legally establish a general manager, vice general managers, financial officer, board secretary, and other senior management personnel. Senior management personnel must comply with laws, administrative regulations, and the Articles of Association, fulfill their obligations of integrity and diligence, and be responsible for the Company's daily operations, reporting to the board of directors.
Article 3
The general manager shall diligently, faithfully, and prudently perform their duties, shall not violate the resolutions of the board of directors, and shall not exceed the scope of authority granted by the resolutions. For significant matters beyond their authority, the general manager shall promptly report to the board of directors. When exercising the powers stipulated in the Articles of Association and these regulations, the general manager shall implement a collective decision-making system through the general manager's office meetings, with decisions made in the form of resolutions, decisions, notices, or orders from the general manager's office meetings.
Chapter 2 Qualifications and Appointment Procedures of the General Manager
Article 4
The general manager must meet the following qualifications:
- Possess rich knowledge of economic theory, management knowledge, and practical experience, with strong operational management capabilities;
- Ability to motivate employees, establish a reasonable organizational structure, coordinate various internal and external relationships, and oversee the overall situation;
- Have a certain number of years of enterprise management experience and be familiar with relevant national policies, laws, and regulations;
- Integrity, diligence, and public service;
- Strong sense of mission and proactive spirit.
Article 5
The following circumstances disqualify individuals from serving as the general manager or other senior management personnel:
- Lack of civil capacity or limited civil capacity;
- Convicted of embezzlement, bribery, misappropriation of property, or disrupting the socialist market economy, with a sentence served within the last five years, or having been granted probation within the last two years;
- Serving as a director or manager of a company undergoing bankruptcy liquidation, personally responsible for the bankruptcy, within three years of the completion of the bankruptcy;
- Serving as the legal representative of a company whose business license has been revoked or ordered to close due to illegal activities, and being personally responsible, within three years of the revocation;
- Being listed as a dishonest executor by the people's court due to significant unpaid debts;
- Being subject to a market ban by the China Securities Regulatory Commission (CSRC) that has not yet expired;
- Being publicly deemed unsuitable to serve as a director or senior management personnel by the stock exchange, with the period not yet expired;
- Receiving administrative penalties from the CSRC in the last 36 months or public reprimands from the stock exchange in the last 12 months;
- Being under judicial investigation for suspected crimes or under investigation by the CSRC for suspected violations, with no clear conclusion;
- Other circumstances as stipulated by laws, administrative regulations, or departmental rules.
If senior management personnel are appointed in violation of this article, such appointments shall be invalid. The Company shall terminate the employment of senior management personnel who fall under these circumstances during their tenure.