Compensation Management System for Directors and Senior Management
Chapter 1 General Provisions
Article 1 To further improve the compensation management of directors and senior management of Jiangyin Haida Rubber & Plastic Co., Ltd. (hereinafter referred to as the "Company"), establish a scientific and effective incentive and restraint mechanism, effectively mobilize the enthusiasm of directors and senior management, and improve the company's operational and management efficiency, this system is formulated in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), relevant laws, regulations, normative documents, and the "Articles of Association of Jiangyin Haida Rubber & Plastic Co., Ltd." (hereinafter referred to as the "Articles of Association"), and in conjunction with the company's actual situation.
Article 2 This system applies to the company's directors and senior management, specifically including the following personnel: (1) Independent Directors: Directors who do not hold any other positions in the company besides their directorship, and who have no direct or indirect interest relationship with the company and its major shareholders or actual controllers, or other relationships that may affect their independent and objective judgment. (2) Non-independent Directors: Including internal directors and external directors. External directors are non-independent directors who do not hold any positions in the company besides their directorship. Internal directors are non-independent directors who concurrently hold other positions in the company besides their directorship, and are company employees or company management personnel who have signed an employment contract or labor contract with the company and concurrently serve as directors. (3) Senior Management Personnel: Refers to the company's general manager, deputy general managers, financial controller, and board secretary.
Article 3 The compensation management system for the company's directors and senior management adheres to the following principles: (1) Adhere to the principle of combining compensation with the company's long-term development and interests. (2) Adhere to the principle of distribution according to work, combining responsibility, rights, and benefits. (3) Adhere to the principle of combining the overall compensation level with the company's actual operating performance. (4) Adhere to the principle of matching compensation with annual performance appraisal. (5) Adhere to the principle of balancing incentives and restraints.
Article 4 Mechanism for Determining Total Salary: The company implements budget management for the total salary of directors and senior management. The total salary of directors and senior management is determined based on the previous year's total salary, combined with the company's operating performance, individual performance, and future development plans.
Chapter 2 Compensation Management Organization
Article 5 The compensation plan for directors shall be decided by the company's shareholders' meeting and disclosed. The compensation plan for senior management shall be approved by the company's board of directors, explained to the shareholders' meeting, and fully disclosed.