Chapter 1 General Principles
Article 1
To further clarify the responsibilities and authority of the Secretary of the Board of Directors and protect the legitimate rights and interests of investors, these rules are formulated in accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), and relevant regulations of the Shenzhen Stock Exchange Listing Rules and the Articles of Association of China National Machinery Industry Corporation.
Article 2
The company shall have one Secretary of the Board of Directors. The Secretary of the Board of Directors is a senior management personnel and serves as the designated liaison between the company and the Shenzhen Stock Exchange.
Article 3
The company shall establish a Board of Directors Office, managed by the Secretary of the Board of Directors.
Chapter 2 Qualifications of the Secretary of the Board of Directors
Article 4
The Secretary of the Board of Directors shall possess good professional ethics and personal character, have the necessary financial, management, and legal expertise to perform their duties, meet the qualifications stipulated in the Articles of Association, and obtain the Secretary of the Board qualification certificate issued by the stock exchange.
Article 5
The following circumstances disqualify an individual from serving as the Secretary of the Board of Directors:
- Circumstances that prohibit them from serving as a director or senior management personnel under the Company Law and other relevant regulations;
- Being subject to market entry bans by the China Securities Regulatory Commission (CSRC) that have not yet expired;
- Being publicly recognized by the stock exchange as unsuitable for serving as a director or senior management personnel, with the ban period not yet expired;
- Receiving administrative penalties from the CSRC in the last thirty-six months;
- Receiving public reprimands from the stock exchange or more than three notifications of criticism in the last thirty-six months;
- Other circumstances deemed unsuitable by the Shenzhen Stock Exchange.