Chapter 1 General Principles
Article 1
To further improve the compensation management system for directors and senior management of Meirui New Materials Co., Ltd. (hereinafter referred to as "the Company"), establish a scientific and effective incentive and restraint mechanism, effectively motivate the work enthusiasm of the Company's directors and senior management, enhance the operational management efficiency of the Company, and promote the sustainable and healthy development of the Company, this system is formulated in accordance with the "Company Law of the People's Republic of China," "Code of Corporate Governance for Listed Companies," "Shenzhen Stock Exchange GEM Listing Rules," "Self-Regulatory Guidelines No. 2 for Listed Companies on the Shenzhen Stock Exchange - Standardized Operations of GEM Listed Companies," and other relevant laws, regulations, and normative documents, as well as the provisions of the "Articles of Association of Meirui New Materials 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 following personnel:
- Directors, including non-independent directors and independent directors;
- Senior management, including the general manager, deputy general managers, board secretary, financial officer, and other senior management as stipulated in the Articles of Association.
Article 3
The Company's compensation system follows the following principles:
- Principle of openness, fairness, and transparency, determined with reference to current income levels, which should strengthen the incentive and restraint mechanism while aligning with the actual situation of the enterprise;
- Principle of unity of responsibility, authority, and interests, reflecting the correspondence between compensation and the value of positions and the extent of responsibilities;
- Principle of long-term development, reflecting the alignment of compensation with the goals of sustainable and healthy development of the Company;
- Principle of balancing incentives and constraints, reflecting the linkage of compensation distribution with assessments, rewards, and penalties, and with the incentive mechanism.
Chapter 2 Compensation Management Organization
Article 4
The compensation plan for directors is determined by the shareholders' meeting and disclosed. When the board of directors or the compensation and assessment committee evaluates or discusses the remuneration of individual directors, the concerned director shall abstain. The compensation plan for senior management is approved by the board of directors, explained to the shareholders' meeting, and fully disclosed. The board of directors shall report to the shareholders' meeting on the performance of directors' duties, performance evaluation results, and their compensation, which shall be disclosed by the Company.