In this section, the rights and obligations of independent directors are arranged as follows according to the guidelines for the performance of duties of independent directors of listed companies (China Association of listed companies, September 12, 2014)
Obligations of independent directors
1. General obligations of directors of the company
The independent directors of a listed company have the general obligations required by the company law, the securities law, the guidelines for the governance of listed companies and other laws, administrative regulations, departmental rules and the articles of association. Bear the obligation of integrity and diligence to the listed company and all shareholders.
2. Obligation to maintain independence
Independent directors should maintain their identity and perform their duties independently. In the course of performing their duties, they should not be influenced by the controlling shareholders, actual controllers and other units or individuals who have interests with the company; When there is a situation that affects the independence of identity, the independent director shall notify the company in time and eliminate it. If he fails to meet the conditions of independence, he shall resign.
3. Time and quantity limit
The term of office of an independent director is the same as that of other directors of the listed company. Upon expiration of the term of office, an independent director may be re elected, but the re-election period shall not exceed six years. Independent directors should ensure that they have enough time and energy to effectively perform their duties. In principle, they can concurrently serve as independent directors in at most five listed companies.
4. Daily work contact and minimum working time limit
The independent directors shall timely and fully communicate with the management of the listed company, especially the Secretary of the board of directors, to ensure the smooth development of the work.
In principle, the effective working time of the independent directors for the listed company shall not be less than 15 working days per year, including attending the general meeting of shareholders, the board of directors and the meetings of various special committees, investigating the company's production and operation status, the construction and implementation of the management and internal control systems, and the implementation of the resolutions of the board of directors, and conducting work discussions with the company's management, Carry out field investigation on major investment, production and construction projects of the company. In principle, the on-site working time of the listed company shall not be less than 10 working days.
5. Attend training
In principle, the independent director who intends to be an independent director shall participate in at least one job training organized by relevant institutions recognized by the securities regulatory authorities before he is employed as an independent director of a listed company for the first time. It is recommended to attend follow-up training at least once a year within two years after first employment. Thereafter, follow-up training should be conducted at least every two years.
After the training, the independent directors should be able to fully understand the basic principles of corporate governance, the legal framework of the operation of listed companies, the duties and responsibilities of independent directors, the specific rules of information disclosure and related party transaction supervision of listed companies, and have the awareness of internal control and risk prevention, as well as the basic ability to read and understand financial statements.
6. Attend the meetings of the board of directors and the general meeting of shareholders
Independent directors shall attend the board meeting in person. If it is really impossible to attend the meeting in person for some reason, it shall review the meeting materials in advance, form clear opinions, and entrust other independent directors of the listed company in writing to attend on its behalf.
The power of attorney shall state:
  (1) The names of the principal and the trustee;
  (2) The scope of authorization to the trustee; 
  (3) The client's instructions on the voting intention of each motion;
  (4) Signature and date of the client.
Independent directors should not issue a blank power of attorney, nor should they fully entrust the trustee. Authorization should be granted on a case by case basis.
The independent director entrusted to attend the meeting of the board of directors shall submit a written power of attorney to the chairman of the meeting and state the entrusted attendance in the attendance book. An independent director shall not accept the entrustment of more than two independent directors at a board meeting.
Where other independent directors are entrusted to sign written confirmation opinions on the periodic report of the listed company, special authorization shall be given in the power of attorney.
The independent directors shall attend the shareholders' meeting of the listed company in person and communicate with the shareholders on the spot.
7. Pay attention to relevant information of listed companies
Independent directors should focus on related party transactions, external guarantee, use of raised funds, protection of shareholders of public shares, merger and acquisition, major investment and financing activities, financial management, executive compensation, profit distribution and information disclosure of listed companies. When necessary, they should take the initiative to propose the convening of a board of directors, a board of directors meeting, a board of directors meeting, a board of directors meeting, a board of directors meeting and a board of directors meeting Submit to the general meeting of shareholders for deliberation or engage an accounting firm to audit related matters.
The independent directors shall check the contents of the board resolutions announced by the listed company, and take the initiative to pay attention to the reports and information about the listed company. When they find reports or rumors that may have a great impact on the development of the company and the trading price of securities, they shall timely make written inquiries to the company, and urge the company to make written explanations or public clarifications when necessary. If the listed company fails to explain or clarify in time at the request of the independent director, the independent director may take investigation measures on his own and report to the agency of CSRC or the stock exchange where the company's securities are listed.
8.Supervise and investigate listed companies and relevant subjects
When the independent directors find that the listed company or related entities have the following situations, they should take the initiative to investigate and understand the situation:
（1） Major issues are not submitted to the board of directors or the general meeting of shareholders for deliberation as required;
（2） The company fails to perform the obligation of information disclosure timely or properly;
（3） There may be false records, misleading statements or major omissions in the information released by the company;
（4） The production and operation of the company may violate laws, regulations or the articles of Association;
（5） Other cases suspected of violating laws and regulations or damaging the rights and interests of shareholders of the public.
If it is confirmed that the above situation does exist, the independent directors shall immediately urge the listed company or relevant entities to make corrections, and report to the agency of CSRC and the stock exchange where the company's securities are listed. Focus on the related party transactions of listed companies
9. Making work notes
Independent directors shall record in writing the performance of their duties through the independent director's work record.
Independent directors shall make work records when they investigate the production and operation status of listed companies, the construction and implementation of management and internal control systems, and the implementation of resolutions of the board of directors, discuss with the management of the company, express opinions at the board of directors, and conduct field investigation on major investment, production and construction projects of the company.
The independent directors shall properly keep the working papers of the independent directors' performance of duties and the materials provided by the listed company to the independent directors.
10. Submit annual work report
When the annual general meeting of shareholders of a listed company is held, the independent directors should submit the annual report on their duties, explain their performance of their duties, and focus on the internal control of the listed company, the standardized operation and the protection of the rights and interests of small and medium investors.
The report of independent directors shall include the following contents:
（1） The situation of attending the board meeting and the general meeting of shareholders in the previous year, including the reasons and times of not attending the meeting in person;
（2） The situation of expressing opinions and participating in voting at the meeting of the board of directors, including the situation of abstaining from voting or voting against voting and the reasons;
（3） Investigate the company's production and operation, system construction and the implementation of the board of directors' resolutions, discuss with the company's management, and conduct field research on the company's major investment, production and construction projects;
（4） The work done in protecting the legitimate rights and interests of the public shareholders;
（5） Participation in training;
（6） Perform other work of independent director according to relevant laws, regulations, normative documents and articles of association;
（7） The conclusion of self-examination on whether the candidates still meet the requirements of independence, and whether the statements and commitments of the candidates have changed.
The report of the independent director shall be based on the work record, which shall specifically describe the time, place, work content and follow-up of the performance of duties, and shall be submitted to the company together with the data of the annual general meeting of shareholders for filing after being signed and confirmed by the independent director.
11. Post resignation obligations
If the number of independent directors is less than the quorum due to the resignation of independent directors during their term of office, the original independent directors shall continue to perform their duties according to law before a new independent director is elected.