Lexin Medical: Remuneration Management System for Directors and Senior Management (April 2026)
Remuneration Management System for Directors and Senior Management Guangdong Lexin Medical Electronics Co., Ltd.
Remuneration Management System for Directors and Senior Management
Chapter 1 General Provisions
Article 1 In order to further improve the salary management system of directors and senior managers of Guangdong Lexin Medical Electronics Co., Ltd. (hereinafter referred to as the "Company"), fully mobilize the enthusiasm of the company's directors and senior managers, and improve the company's operation and management efficiency, in accordance with the "Company Law of the People's Republic of China" and "Listing" This system is specially formulated based on the company's actual conditions and the provisions of the Corporate Governance Code, Shenzhen Stock Exchange GEM Stock Listing Rules, Shenzhen Stock Exchange Self-Regulatory Supervision Guidelines for Listed Companies No. 2 - Standardized Operations of GEM Listed Companies, and other relevant laws, regulations, normative documents and the Articles of Association.
Article 2 This system applies to the following personnel:
(1) Directors include non-independent directors and independent directors;
(2) Senior management personnel include the general manager, deputy general manager, board secretary, financial director and other senior management personnel decided to appoint by the board of directors.
Article 3 The remuneration management of the company’s directors and senior managers shall follow the following principles:
(1) Principle of fairness;
(2) Adhere to the principle of distribution according to work and combining responsibilities, rights and interests;
(3) The principles of objectivity, fairness and openness.
Chapter 2 Remuneration Management Organization
Article 4 The remuneration plan for the company's directors and senior managers shall be formulated by the remuneration and assessment committee of the board of directors, which shall clarify the basis and specific composition of the remuneration determination, review the performance of the company's directors and senior managers' duties and conduct annual assessments on them, and supervise the implementation of the company's remuneration system.
Directors' remuneration packages are determined by the shareholders' meeting and disclosed. When the board of directors or the remuneration and appraisal committee evaluates an individual director or discusses his remuneration, the director shall recuse himself.
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Remuneration Management System for Directors and Senior Management The remuneration plan for senior management shall be approved by the board of directors, explained to the shareholders' meeting, and fully disclosed. When making a loss, the company shall specifically explain whether changes in the remuneration of directors and senior managers meet performance linkage requirements at each stage of the review of the remuneration of directors and senior managers.
Article 5 The board of directors shall report to the shareholders’ meeting the performance of directors’ duties, performance evaluation results and remuneration, and the company shall disclose them. Relevant content can be disclosed through the board of directors' work report.
Article 6 The company's human resources department and finance department shall cooperate with the remuneration and assessment committee of the board of directors to implement the company's remuneration plan for directors and senior managers.
Chapter 3 The composition, payment and adjustment of salary
Article 7 Remuneration composition and standards for company directors
Independent directors and outside directors (non-independent directors who do not hold management positions in the company) are subject to a subsidy system and receive allowances based on the independent director subsidy standards approved by the shareholders' meeting. Otherwise, no additional remuneration will be paid. Directors who serve in the company will receive their position remuneration in accordance with the company's relevant remuneration and performance appraisal management system according to their specific positions and positions in the company, and will no longer receive separate director's allowances.
Article 8 Composition and Standards of Remuneration for Senior Management Personnel
The remuneration of senior management personnel consists of basic salary, performance-based salary, etc., which is mainly based on factors such as position, responsibility, ability, market salary market, and the company's annual operating performance and actual work performance evaluation, and is received in accordance with the company's relevant salary and performance appraisal management system. Depending on the actual situation, the company may set up individual incentives for special matters as a supplement to the remuneration of senior managers serving in the company.
Article 9 The remuneration of directors and senior managers serving in the company shall be composed of basic salary, performance remuneration and medium- and long-term incentive income, among which the proportion of performance remuneration shall in principle not be less than 50% of the total basic remuneration and performance remuneration. A certain percentage of performance-based remuneration for directors and senior managers is paid after annual report disclosure and performance evaluation.
Article 10 The company's salary system should serve the company's business strategy. According to the company's business development, salary can be adjusted accordingly. The basis for adjustment is:
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Remuneration Management System for Directors and Senior Management
(1) Salary level in the same industry;
(2) Salary level in the region;
(3) Inflation level;
(4) The company’s profitability;
(5) Adjustment of the company’s organizational structure, changes in positions and responsibilities.
Article 11 The service allowances and remuneration of the company's directors and senior managers shall be calculated from the date when the directors are elected by the shareholders' meeting and the senior managers are appointed by the board of directors. The company shall withhold and pay personal income tax uniformly in accordance with the relevant regulations of the state and the company.
If a company's directors or senior managers no longer hold the position of directors or senior managers due to change of term, re-election, resignation during their term of office, etc., or voluntarily give up receiving allowances, their remuneration will be calculated and paid based on their actual term of office.
Article 12 The travel expenses for directors to attend the company's board of directors and special committees under the board of directors, directors to attend shareholders' meetings, and reasonable expenses required to exercise their powers in accordance with the "Company Articles of Association" and the company's relevant work systems can be reimbursed by the company according to the facts.
Article 13 The remuneration of directors and senior managers stipulated in this system does not include equity incentives, employee stock ownership plans, government awards issued by the company, and other special incentives issued by the company based on the actual situation; medium and long-term incentive measures such as equity incentive plans, employee stock ownership plans, and other special incentives issued based on the actual situation of the company need to formulate separate special plans in accordance with relevant national laws and regulations, and perform information disclosure obligations in accordance with relevant rules.
Chapter 4 Stop Payment Recourse
Article 14 If a company retrospectively restates its financial report due to financial fraud or other misstatements, it shall promptly reassess the performance remuneration and medium- and long-term incentive income of directors and senior managers and recover the excess payment accordingly.
If a company's directors or senior managers violate their obligations and cause losses to the listed company, or are at fault for financial fraud, misappropriation of funds, illegal guarantees and other illegal activities, the company shall reduce or stop the violation according to the seriousness of the case.
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The remuneration management system for directors and senior managers pays unpaid performance remuneration and medium- and long-term incentive income, and recovers in full or in part the performance remuneration and medium- and long-term incentive income that have been paid during the period when the relevant actions occurred.
Chapter 5 Supplementary Provisions
Article 15 The company’s board of directors is responsible for interpreting this system. If this system is inconsistent with the provisions of relevant laws, administrative regulations, departmental rules, normative documents or the Articles of Association, the provisions of the relevant laws, administrative regulations, departmental rules, normative documents and the Articles of Association shall prevail.
Article 16 Matters not covered by this system shall be implemented in accordance with relevant laws, administrative regulations, departmental rules, normative documents and the relevant provisions of the Articles of Association. If this system conflicts with the provisions of relevant laws, administrative regulations, departmental rules, normative documents that will be revised in the future, or the provisions of the Articles of Association revised through legal procedures, the provisions of the corresponding laws, administrative regulations, departmental rules, normative documents and the Articles of Association shall prevail.
Article 17 This system is formulated by the board of directors and implemented after being reviewed and approved by the company's shareholders' meeting. The same applies to modifications.
Guangdong Lexin Medical Electronics Co., Ltd. April 2026
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