Chapter 1 General Principles
Article 1
To establish and improve the incentive and restraint mechanism for the directors and senior management of Beijing BlueFocus Data Technology Group Co., Ltd. (hereinafter referred to as "the Company"), standardize compensation management behaviors, fully motivate the work enthusiasm and creativity of directors and senior management, enhance the operational management efficiency of the Company, and achieve the organic unity of shareholder value and sustainable development of the Company, this system is formulated in accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Code of Corporate Governance for Listed Companies," and other relevant laws, regulations, normative documents, and the provisions of the "Articles of Association of Beijing BlueFocus Data Technology Group Co., Ltd." (hereinafter referred to as "the Articles of Association"), combined with the actual situation of the Company.
Article 2
This system applies to the directors and senior management of the Company. Senior management refers to the general manager, deputy general managers, financial responsible person (financial director), board secretary, and other senior management as defined in the Articles of Association.
Article 3
The determination and management of the compensation for the Company's directors and senior management shall follow the principles below:
- Compensation should be combined with the long-term stable development of the Company and the interests of shareholders;
- Compensation should adhere to the principle of distribution according to labor and the unity of responsibility, authority, and benefits, reflecting the alignment of compensation with job value and responsibility fulfillment;
- Fairness principle, reflecting that income levels are consistent with the Company's scale and performance, and are in line with external compensation levels;
- Emphasis on both incentives and constraints, linking compensation distribution with assessment, rewards, penalties, and incentive mechanisms;
- Comprehensive consideration principle, reasonably determining the compensation distribution ratio between directors, senior management, and ordinary employees, promoting compensation distribution towards key positions, frontline production, and urgently needed high-level, high-skill talents, enhancing the compensation level of ordinary employees, and achieving fairness and incentive in internal compensation distribution.
Chapter 2 Compensation Management Organization and Responsibilities
Article 4
The Company's Board of Directors' Compensation and Assessment Committee (hereinafter referred to as "the Compensation Committee") is a specialized organization for the management of the compensation of directors and senior management, performing the following responsibilities authorized by the shareholders' meeting:
- Drafting compensation standards, distribution mechanisms, payment processes, and arrangements for stopping and reclaiming compensation for directors and senior management;
- Formulating performance assessment standards for directors and senior management and organizing the implementation of annual performance evaluations;
- Supervising the implementation of the compensation system and reviewing the rationality and compliance of compensation plans;
- Responsible for researching and drafting amendments to the compensation system and proposing compensation adjustment suggestions to the Board of Directors.
Article 5
When performing its duties, the Compensation Committee has the right to review relevant materials such as the Company's strategic planning, annual business plans, and financial reports, and all departments of the Company shall provide necessary support in a timely and accurate manner.