Section 1 Performance Evaluation of Directors, Supervisors and Managers
Article 69 A listed company shall establish fair and transparent performance evaluation standards and procedures for directors, supervisors and managers.
Article 70 The performance evaluation of directors and managers shall be organized and implemented by the board of directors or its remuneration and assessment committee. The evaluation of independent directors and supervisors should be carried out by combining self-evaluation with mutual evaluation.
Article 71 The amount and method of directors' remuneration shall be proposed by the board of directors and submitted to the shareholders' meeting for decision. When the board of directors or the remuneration and assessment committee evaluates or discusses the remuneration of directors, the director shall withdraw.
Article 72 The board of directors and the board of supervisors shall report to the shareholders' meeting the performance of duties, performance evaluation results and remuneration of directors and supervisors, and disclose them.
Section 2 Appointment of Managers
Article 73 The appointment of the manager of a listed company shall be conducted in strict accordance with relevant laws, regulations and the articles of association. No organization or individual may interfere with the normal selection procedure of company managers.
Article 74 A listed company shall, as far as possible, employ managers from domestic and foreign talent markets in an open and transparent manner, and give full play to the role of intermediary agencies.
Article 75 A listed company shall sign an employment contract with its managers to clarify the rights and obligations of both parties.
Article 76 The appointment and removal of managers shall be in accordance with legal procedures and announced to the public.
The third quarter manager incentive and restraint mechanism
Article 77 A listed company shall establish an incentive mechanism linking the salary of managers with the company's performance and personal performance, so as to attract talents and maintain the stability of managers.
Article 78 The performance evaluation of managers by listed companies shall be used as the basis for determining managers' salaries and other incentive measures.
Article 79 The salary distribution plan for managers shall be approved by the board of directors and explained and disclosed to the shareholders' meeting.
Article 80 A listed company shall specify the responsibilities of managers in its articles of association. If the manager violates laws, regulations and articles of association, causing losses to the company, the board of directors of the company should actively take measures to investigate his legal responsibility.