Independent Director Work Rules
Chapter 1 General Provisions
Article 1 To further improve the corporate governance structure of Changzhou Jiexin Intelligent Home Furnishings Co., Ltd. (hereinafter referred to as the "Company" or "this Company"), promote standardized corporate operations, and fully leverage the role of independent directors, these Work Rules (hereinafter referred to as "these Rules") are formulated in accordance with the "Company Law of the People's Republic of China," the "Securities Law of the People's Republic of China," the "Guiding Opinions on Corporate Governance of Listed Companies," the "Opinions of the General Office of the State Council on the Reform of the Independent Director System of Listed Companies," the "Administrative Measures for Independent Directors of Listed Companies" (hereinafter referred to as the "Administrative Measures"), and other laws, administrative regulations, departmental rules, and the "Articles of Association of Changzhou Jiexin Intelligent Home Furnishings Co., Ltd." (hereinafter referred to as the "Articles of Association").
Article 2 Independent directors referred to in these Rules are directors who do not hold any positions in the Company other than director, and who have no direct or indirect interest relationship with the Company or its principal shareholders, or actual controllers, or other relationships that may affect their independent and objective judgment.
Independent directors shall perform their duties independently and shall not be influenced by the Company, its principal shareholders, or actual controllers.
Article 3 Independent directors shall owe duties of loyalty and diligence to the Company and all shareholders. Independent directors shall, in accordance with the requirements of laws, administrative regulations, regulations of the China Securities Regulatory Commission (hereinafter referred to as the "CSRC"), business rules of stock exchanges, the Articles of Association, and these Rules, diligently perform their duties, play a role in decision-making, supervision, and checks and balances within the Board of Directors, provide professional advice, safeguard the overall interests of the Company, and protect the legitimate rights and interests of small and medium shareholders.
Article 4 In principle, independent directors shall serve as independent directors for no more than three domestic listed companies and shall ensure they have sufficient time and energy to effectively perform their duties as independent directors.
Article 5 Independent directors shall account for no less than one-third of the members of the Board of Directors, and shall include at least one accounting professional.
The accounting professional referred to in the preceding paragraph means a person with a senior professional title or a certified public accountant qualification.
Article 6 When nominated as an independent director candidate with an accounting professional background, the candidate should possess rich accounting knowledge and experience, and meet at least one of the following conditions: (1) Possess a certified public accountant qualification; (2) Possess a senior professional title in accounting, auditing, or financial management, or a professorship or a doctoral degree; (3) Possess a senior professional title in economic management, and have five or more years of full-time work experience in accounting, auditing, or financial management positions.
Article 7 Independent directors and proposed independent directors shall participate in training organized by the CSRC and its authorized institutions as required by the CSRC.
Chapter 2 Qualifications and Appointment/Dismissal of Independent Directors