Chapter 1 General Principles
Article 1
To strengthen the management of the board secretary and clarify their responsibilities, thereby improving the company's operational standards and information disclosure quality, this system is formulated in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Management Measures for Information Disclosure of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, and other relevant laws and regulations, combined with the actual situation of the company.
Article 2
The board shall appoint one board secretary, who is a senior management personnel and is accountable to the board. The board secretary enjoys rights and assumes obligations as stipulated by relevant laws, regulations, and the company's articles of association, and receives corresponding remuneration.
Chapter 2 Qualifications of the Board Secretary
Article 3
The board secretary is nominated by the chairman and appointed or dismissed by the board.
Article 4
The board secretary must possess the necessary financial, management, legal, and other professional knowledge to perform their duties, have good professional ethics and personal qualities, and obtain a qualification certificate for board secretaries issued by the Shenzhen Stock Exchange. Individuals who meet any of the following conditions shall not serve as board secretary:
- Those who are prohibited from serving as directors or senior management personnel under the Company Law and other relevant regulations;
- Those who are subject to market entry bans imposed by the China Securities Regulatory Commission (CSRC) that have not yet expired;
- Those publicly deemed unsuitable to serve as directors or senior management personnel by securities trading venues, with the ban period not yet expired;
- Those who have received administrative penalties from the CSRC within the last thirty-six months;
- Other circumstances deemed unsuitable by the Shenzhen Stock Exchange or as stipulated by laws and regulations.
The above periods shall be based on the date of the board's review of the board secretary candidate's appointment proposal.
Chapter 3 Responsibilities of the Board Secretary
Article 5
The board secretary is the designated liaison between the company and the securities exchange and regulatory authorities. The board secretary has a duty of integrity and diligence towards the company, must comply with the articles of association, faithfully perform their duties, protect the company's interests, and must not use their position for personal gain.