Independent Directors' Special Meeting Work System of Mersheng Culture Creative Co., Ltd.
Article 1
To further standardize the corporate governance structure of Mersheng Culture Creative Co., Ltd. (hereinafter referred to as "the Company"), fully leverage the role of independent directors in the governance of listed companies, promote the improvement of the quality of listed companies, and protect the interests of minority shareholders and stakeholders, this system is 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, the Code of Corporate Governance for Listed Companies, the Opinions of the General Office of the State Council on the Reform of the Independent Director System of Listed Companies, the Administrative Measures for Independent Directors of Listed Companies, the Stock Listing Rules of the Shenzhen Stock Exchange, the Articles of Association of Mersheng Culture Creative Co., Ltd. (hereinafter referred to as "the Articles of Association"), and other relevant regulations, combined with the actual situation of the Company.
Article 2
Independent directors refer to directors who do not hold any other positions in the listed company and have no direct or indirect interests with the company they are employed by, its major shareholders, or actual controllers that may affect their independent and objective judgment. Independent directors shall independently perform their duties without being influenced by the listed company and its major shareholders or actual controllers.
Article 3
Independent directors owe a duty of loyalty and diligence to the Company and all shareholders. They shall earnestly perform their duties in accordance with laws, administrative regulations, the provisions of the China Securities Regulatory Commission (hereinafter referred to as "CSRC"), the business rules of the stock exchange, and the Articles of Association, playing a role in decision-making, supervision, checks and balances, and professional consultation in independent directors' special meetings, maintaining the overall interests of the listed company and protecting the legitimate rights and interests of minority shareholders.
Article 4
An independent directors' special meeting refers to a meeting attended solely by independent directors of the Company.