Chapter One General Principles
Article 1
To further improve the compensation management for directors and senior management of Shenzhen Today International Logistics Technology Co., Ltd. (hereinafter referred to as "the Company"), and to establish a scientific and effective incentive and restraint mechanism that effectively motivates the work enthusiasm of the Company's directors and senior management, promoting the Company's sustainable, stable, and healthy development, this system is formulated based on the Company Law of the People's Republic of China, the Code of Corporate Governance for Listed Companies, and other laws and regulations, as well as the Articles of Association of Shenzhen Today International Logistics Technology Co., Ltd. (hereinafter referred to as "the Articles of Association"), in conjunction with the actual situation of the Company.
Article 2
This system applies to the directors and senior management as stipulated in the Articles of Association.
Article 3
This system adheres to the following principles:
- Fairness Principle: Compensation levels should align with the Company's scale and performance while appropriately referencing external compensation levels.
- Unity of Responsibility, Authority, and Interests Principle: Compensation should reflect the value of the position and the extent of responsibilities undertaken.
- Long-term Development Principle: Compensation should align with the goals of the Company's sustainable and healthy development.
- Balance of Incentives and Constraints Principle: Compensation distribution should be linked to assessment results, rewards, and penalties, as well as the incentive mechanism.
Chapter Two Compensation Management Organization
Article 4
The Company's Board of Directors Nomination and Compensation Committee is responsible for formulating compensation plans for directors and senior management. The shareholders' meeting is responsible for deciding the compensation management plan for directors, while the Board of Directors is responsible for approving the compensation plan for senior management and explaining it to the shareholders' meeting.
Article 5
The Board of Directors Nomination and Compensation Committee is responsible for formulating assessment standards for directors and senior management and conducting assessments, as well as formulating and reviewing the compensation policies and plans for directors and senior management, and making recommendations to the Board of Directors on the following matters:
- Compensation for directors and senior management;
- Formulation or modification of equity incentive plans and employee stock ownership plans, including conditions for beneficiaries to exercise rights;
- Plans for stock ownership arrangements for directors and senior management in proposed spin-offs of subsidiaries;
- Other matters as stipulated by laws, regulations, and the Articles of Association.