Shenzhen Langke Technology Co., Ltd.
Compensation Management System for Directors and Senior Management
Chapter 1 General Provisions
Article 1 To further improve the company's compensation management for directors and senior management, establish a scientific and effective incentive and restraint mechanism, effectively mobilize their work enthusiasm and creativity, improve the company's asset operation efficiency and management level; at the same time, to improve the company's compensation system, standardize the company's operations, and enhance the company's corporate governance level, in accordance with the "Company Law," "Corporate Governance Guidelines for Listed Companies," and other relevant laws, regulations, and the "Articles of Association," combined with the company's actual situation, this system is hereby formulated.
Article 2 This system applies to directors (executive directors, non-executive directors, and independent directors) and senior management personnel (general manager, deputy general managers, board secretary, financial controller, and other senior management personnel as stipulated in the "Articles of Association").
Article 3 Independent directors and non-executive directors (non-executive directors who do not hold other positions in the company) shall not receive a salary from the company. They shall receive a fixed monthly allowance, the specific standard of which shall be implemented in accordance with the resolution of the shareholders' meeting. They shall not participate in the company's internal performance-linked assessments. If the unit where a full-time director works has special provisions regarding the remuneration or allowances received from external units, it shall be implemented in accordance with the provisions of their employing unit, provided that it does not exceed the allowance standard determined by the shareholders' meeting.
Executive directors (directors who are also chairmen and hold other positions within the company) shall receive remuneration according to the standards of the positions they hold within the company and shall not receive additional director allowances.
Article 4 The remuneration of directors and senior management personnel should be conducive to the company's long-term stable development, and should also be closely integrated with the company's performance and work objectives, consistent with market value laws, and adhere to the following principles of compensation management: (1) Adhere to the principle of meeting market economic needs and maximizing enterprise value. (2) Adhere to the principle of performance priority and fairness, with the compensation level linked to the completion of the company's operating performance objectives. (3) Adhere to the principle of balancing incentives and constraints, equating rights with responsibilities, and sharing benefits and risks. (4) Adhere to the principle of combining compensation with the company's strategic development, promoting the company's long-term stable, healthy, and sustainable development.
Chapter 2 Compensation Structure and Application of Assessment Results
Article 5 In accordance with the principle of efficiency priority and fairness, the compensation of executive directors and senior management personnel consists of two parts: base annual salary and performance-based annual salary. To reflect the incentives for professional managers, the compensation of professional managers among senior management personnel shall be managed through contracts. Their compensation consists of base annual salary and performance bonus. Professional managers shall be recognized by the company's board of directors, and their compensation standards can be set separately by the board of directors in accordance with market principles. The proportion of performance-based compensation (performance-based annual salary or performance bonus) for executive directors and senior management personnel shall generally not be less than fifty percent of the total of base annual salary and performance-based compensation.