Shanghai Able Digital Science&Tech Co., Ltd. released a set of updated rules for its Remuneration and Appraisal Committee. According to the document, the committee is established by the board of directors to formulate and review remuneration policies for directors and senior management, oversee performance assessments, and provide recommendations to the board.
The rules state that the committee must consist of at least three directors, with a majority being independent non-executive directors. The chairperson of the committee must also be an independent non-executive director, responsible for convening meetings and guiding the group’s work. Each member serves a term identical to the board’s term and may be re-elected upon expiration.
Key duties include formulating remuneration proposals, reviewing share incentive schemes, performing annual performance assessments for directors and senior management, and making recommendations on compensation packages. The board retains veto power over any remuneration plans that may conflict with shareholders’ interests.
The document clarifies meeting procedures, including required notice periods, quorum thresholds, and voting methods. Conflicts of interest are addressed by requiring members to abstain from voting on matters where they have a direct or indirect interest. Meeting minutes must be maintained for at least ten years.
These updated procedures become effective upon the listing of H Shares on The Stock Exchange of Hong Kong Limited. Any aspects not covered by the rules will be managed in accordance with local regulations, the Articles of Association, and relevant listing requirements.
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