Jiangsu Xinhan New Materials Co., Ltd.
Director and Senior Management Remuneration Management System
Chapter 1 General Provisions
Article 1 To further improve the incentive and restraint mechanism of Jiangsu Xinhan New Materials Co., Ltd. (hereinafter referred to as the "Company"), stimulate the enthusiasm and creativity of directors and senior management, and ensure the healthy and stable development of the Company, in accordance with the "Company Law of the People's Republic of China," "Corporate Governance Guidelines for Listed Companies," "Shenzhen Stock Exchange GEM Stock Listing Rules," and other laws, regulations, normative documents, and the "Articles of Association," this system is formulated.
Article 2 This system applies to: (1) Directors, including independent directors, non-independent directors (including employee representative directors); (2) Senior management personnel, including the general manager, deputy general managers, financial controller, board secretary, and other senior management personnel identified by the board of directors.
Article 3 The remuneration management of the Company's directors and senior management personnel adheres to the following principles: (1) The principle of unifying incentives and restraints, and equal rewards and punishments; (2) Remuneration is linked to the company's operating performance, work responsibilities, and work objective completion; (3) Equal rights and responsibilities, and fairness; (4) Reflecting the long-term interests of the company.
Chapter 2 Remuneration Management Organization
Article 4 The remuneration plan for the Company's directors shall be reviewed and approved by the shareholders' meeting and disclosed.
Article 5 The remuneration plan for the Company's senior management personnel shall be reviewed and approved by the board of directors, explained to the shareholders' meeting, and fully disclosed.
Article 6 The Remuneration and Nomination Committee is primarily responsible for formulating the assessment standards for the Company's directors and senior management personnel and conducting assessments; formulating and reviewing the remuneration policies and plans for directors and senior management personnel, and is accountable to the board of directors. When the board of directors or the Remuneration and Nomination Committee evaluates a director individually or discusses their remuneration, that director shall recuse themselves.
Chapter 3 Composition and Standards of Remuneration