Chapter 1 General Principles
Article 1
To further improve the compensation management for directors and senior management of Shenzhen Xintian Technology Co., Ltd. (hereinafter referred to as "the Company"), and to establish a scientific and effective incentive and restraint mechanism to enhance the operational management efficiency of the Company, this system is formulated based on the "Company Law of the People's Republic of China," "Guidelines for the Governance of Listed Companies," and other laws and regulations, as well as the Company's actual situation.
Article 2
The term "directors" in this system refers to internal directors, external directors, and independent directors.
- Internal directors: Those who have signed employment contracts or labor contracts with the Company and participate in the core governance of the Company, including directors who are also senior management or other employees.
- External directors: Non-independent directors who do not hold any other positions in the Company besides being directors.
- Independent directors: Directors appointed by the Company in accordance with the "Management Measures for Independent Directors of Listed Companies," who have no relationships with the Company or its major shareholders that may hinder their independent and objective judgment.
Article 3
The term "senior management" in this system includes the general manager, deputy general managers, financial director, board secretary, and other senior management as stipulated in the Company's articles of association.
Article 4
The management of director and senior management compensation shall adhere to the following principles:
- The compensation of the Company's directors and senior management should be aligned with market development and matched with the Company's operational performance and individual performance.
- The principle of unity of responsibility, authority, and interests, reflecting the correspondence between compensation and the value of the position and the extent of responsibilities.
- The principle of long-term development, aligning compensation with the Company's goals for sustainable and healthy development.
- The principle of balancing incentives and constraints, reflecting the linkage between compensation distribution and assessment results, as well as the incentive mechanism.