Joincare Pharmaceutical Group Industry Co., Ltd. Sustainable Development Management System
- Time of issue:2024-08-27 09:44
(Summary description)
Joincare Pharmaceutical Group Industry Co., Ltd. Sustainable Development Management System
(Summary description)
- Time of issue:2024-08-27 09:44
- Views:
(Amended at the 1st meeting of the ninth session of the Board of Directors on 27 August 2024)
Chapter I General Provisions
Article 1 In order to implement the scientific outlook on development, build a harmonious society, promote the sustainable development of the Company, Joincare Pharmaceutical Group Industry Co., Ltd. (the “Company”) formulated this system in accordance with the Company Law, the Securities Law, the Shanghai Stock Exchange Listing Rules and other laws, regulations, rules and normative documents, and in combination with the actual situation of the Company.
Article 2 The sustainable development of the Company as referred to in this system includes the Company’s practice environmental protection, fulfilment responsibilities to stakeholders, and improvement corporate governance.
Article 3 While pursuing economic benefits and protecting the rights of shareholders, the Company shall fully safeguard the interests of creditors, pay attention to environmental protection, community interests, employees and customer rights, and actively promote the common development of the industrial chain and promote social sustainable development.
Article 4 The Company shall abide by the principles of voluntariness, fairness, compensation of equal value, and honesty and credit, abide by social ethics and business ethics, and accept supervision from the government and the public in its business activities. The Company shall not seek illegitimate benefits through bribery, smuggling and other illegal activities, shall not infringe other people’s intellectual property rights such as trademarks, patents and copyrights, and shall not engage in unfair competition.
Article 5 The Company shall, in accordance with the requirements of this system, regularly evaluate the performance of the Company’s sustainable developmen, and voluntarily disclose the Company’s sustainable developmen report.
Chapter II Management Structure and Division of Responsibilities
Article 6 The Board of Directors is the decision-making body for the Company to fulfill its sustainable development, making decisions on major matters related to the Company’s sustainable development, and is responsible for reviewing the Company’s annual sustainable development report.
Article 7 The Sustainable Development Committee under the Board of Directors is responsible for researching and formulating the Company’s sustainable development strategies and policies, reviewing and deciding on plans and measures for fulfilling sustainable development, and supervising, inspecting, evaluating and making recommendations on the Company’s performance of social responsibilities. The Sustainable Development Committee of the Board of Directors reports its work to the Board of Directors and is accountable to the Board of Directors.
Article 8 The Sustainable Development Working Group is the management department responsible for the Company’s sustainable development matters. It is responsible for daily liaison, reporting and meeting organization, and coordinates and promotes the implementation of sustainable development work at the same time.
Chapter III Protection of Rights of Shareholders and Creditors
Article 9 The Company shall improve its corporate governance structure, treat all shareholders fairly, and ensure that shareholders fully enjoy all legitimate rights stipulated in laws, regulations, rules and the Articles of Association.
Article 10 When convening a general meeting of shareholders, the Company shall choose an appropriate time and place, and use online voting as required to encourage more shareholders to attend the meeting and exercise their rights.
Article 11 The Company shall perform its information disclosure obligations strictly in accordance with relevant laws and regulations and the Shanghai Stock Exchange Listing Rules. The Company shall actively disclose information that may affect the investment decisions of shareholders and other investors, treat all investors fairly, and shall not disclose information selectively.
Article 12 Based on the development plan, the Company shall formulate practical and reasonable profit distribution plans and actively reward shareholders in accordance with laws, regulations and the provisions of the Company’s relevant systems.
Article 13 The Company shall ensure the financial stability of the Company, protect the safety of the Company’s assets and funds, take into account the interests of creditors while pursuing the maximization of the interests of shareholders, and shall not harm the interests of creditors for the sake of the interests of shareholders.
Article 14 In the process of business decision-making, the Company shall fully consider the legitimate rights of creditors and promptly notify creditors of major information related to its creditor’s rights. When creditors need to know about the Company’s financial, operational and management conditions to protect their own interests, the Company shall cooperate and support them.
Chapter IV Protection of Rights of Employees
Article 15 The Company shall strictly abide by the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic of China, the Social Insurance Law of the People’s Republic of China and other labor and social security laws, regulations and rules, and protect the legitimate rights of employees in accordance with the law. The Company shall establish and improve the employment system, including the salary system, incentive mechanism, etc., to ensure that employees enjoy labor rights and perform labor obligations in accordance with the law.
Article 16 The Company shall respect the personality of employees and protect their legitimate rights, care for employees, promote the harmony and stability of labor relations, and implement special labor protection for female employees in accordance with relevant national regulations. The Company shall not illegally force employees to perform labor, shall not subject employees to corporal punishment, and shall prohibit any form of workplace bullying.
Article 17 The Company shall establish and improve labor safety and health systems, strictly implement national labor safety and health regulations and standards, educate employees on labor safety and health, provide employees with a healthy and safe working and living environment, and minimize the risk of labor accidents during the process and reduce occupational health hazards.
Article 18 The Company shall abide by the principles of distribution according to work and equal pay for equal work, shall not withhold or delay workers’ wages without reason, and shall not reduce wages and social security to employees through purely labor contract arrangements or disguised probation.
Article 19 The Company shall respect the personality of employees, maintain their dignity, shall not interfere with employees’ freedom of belief, and shall not discriminate against employees in terms of employment, remuneration, training opportunities, promotion, dismissal or retirement on the basis of ethnicity, race, nationality, religious belief, gender, age, etc.
Article 20 The Company shall establish a vocational training system, allocate and use vocational training funds in accordance with relevant national regulations, actively carry out employee training, and encourage and support employees to participate in part-time further training to provide more opportunities for employee development.
Article 21 The Company shall strengthen the organizational construction of employee congresses and labor unions, establish and improve the employee supervisor selection system, and ensure that employees enjoy sufficient rights in corporate governance in accordance with the provisions of the Company Law of the People’s Republic of China and the Articles of Association. The Company shall support trade unions in carrying out their work in accordance with the law, listen to employees’ opinions through democratic forms such as employee congresses and trade union meetings, and care about and value the reasonable needs of employees on matters involving employees’ vital interests, such as wages, benefits, labor safety and health, and social insurance.
Chapter V Protection of Rights of Suppliers, Customers and Consumers
Article 22 The Company shall be honest and trustworthy with its suppliers, customers and consumers, and shall not make profits by exaggerated publicity, false advertisements and other improper means, and shall not infringe upon the intellectual property rights of its suppliers and customers such as copyrights, trademarks and patent rights.
Article 23 The Company shall, in accordance with its own production and business model, fulfill the following responsibilities to ensure the production and product safety:
(1) complying with laws and regulations and industry standards on product safety;
(2) establishing a safe and reliable production environment and production process;
(3) establishing mechanism to safeguard product quality safety and emergency plan for safety accidents;
(4) other production and product safety responsibilities that should be performed.
Article 24 The Company shall ensure the safety of the products or services it provides and satisfy the needs of consumers to the maximum extent. For products and services that may endanger the safety of people and property, consumers shall be given true explanations and clear warnings, and the correct use methods shall be indicated.
Article 25 If the Company were aware of any major defects of its products or services that may endanger the safety of people and property even if such products or services were put into use properly, it shall immediately submit a report to relevant government authorities and notify consumers whilst taking measures to prevent the occurrence of hazards.
Article 26 The Company shall urge its customers and suppliers to abide by business ethics and social ethics, and shall refuse to sell its products to or use products from customers or suppliers who refuse to improve.
Article 27 The Company shall establish corresponding procedures to strictly monitor and prevent various commercial bribery activities conducted by the Company or its employees with customers and suppliers.
Article 28 The Company shall properly keep the personal information of its suppliers, customers and consumers, and shall not use or resell such personal information for profits without the authorization of the right holder.
Article 29 The Company shall provide sound after-sales service, properly handle complaints and suggestion raised by suppliers, customers and consumers, and effectively protect the lawful rights and interests of relevant rights holders.
Chapter VI Environmental Protection
Article 30 With the guidance of building a conservation-oriented society and enhancing sustainable development capabilities, the Company shall build and improve its environmental protection management and implementation system, accelerate the progress of energy-saving and environmental protection technology, and actively promote equipment renewal and technological transformation with energy conservation and emission reduction as the main goal. The Company shall adopt new equipment, processes and technologies that are conducive to energy-saving and environmental protection, and shall maximize economic and social benefits with least resource consumption and environmental occupancy to the extent possible.
Article 31 The Company shall formulate its environmental protection policy packages according to its impact on the environment, assign designated staff take charge of the establishment, implementation, maintenance and improvement of the Company's environmental protection system, and provide necessary manpower, materials, technology and financial support for environmental protection.
Article 32 The Company's environmental protection policy shall generally include the followings:
(1) complying with all laws, regulations and rules relating to environmental protection;
(2) to reduce the consumption of various resources including raw and auxiliary materials for production, outsourced materials and energy;
(3) to reduce the generation of wastes, and to recover and recycle wastes as far as possible;
(4) avoid generating wastes that pollute the environment as much as possible;
(5) adopt environmentally friendly materials and designs, technologies and raw materials that can save energy and reduce wastes;
(6) minimizing the negative impact on the environment caused by the development of the Company;
(7) providing training on environmental protection for employees;
(8) create a sustainable environment.
Article 33 The Company shall advocate equipment and processes with low carbon emission, high resource utilization rate and low pollutant discharge, and apply economical and reasonable waste comprehensive utilization technology and pollutant treatment technology.
Article 34 The pollutants discharged by the Company shall be declared and registered in accordance with the regulations of the government environmental protection authorities. The Company shall continuously improve its internal monitoring plan to ensure that pollutants are discharged in compliance with the standards and pay environmental protection taxes in accordance with the law.
Article 35 The Company shall continuously improve its environmental management structure and the environmental management auditing mechanism, conduct internal environmental management audits in accordance with the relevant environmental protection policies of the Company, and promptly rectify the behaviors that do not comply with the Company's environmental protection policies and take corresponding remedial measures.
Article 36 The Company shall incorporate climate-related risks and opportunities into its enterprise risk management process and strategic investment decision-making, fully identify climate-related risks, assess their significance based on its own production and operation characteristics and the degree of impact of climate change, and take corresponding actions according to the importance of climate risk to the Company.
Chapter VII Public Relations and Social Welfare
Article 37 The Company shall fully consider the interests of the community in its business activities, and shall establish a special establishment or designate a person to coordinate the relationship between the Company and the community.
Article 38 The Company shall, taking into account the characteristics of its principal businesses and the level of regional development, actively carry out or participate in social welfare activities that meet the actual needs of the locality and concerning medical and health, environmental protection, community construction, poverty alleviation, etc., thus promoting sustainable development of regions where the Company operates.
Article 39 The Company shall take initiative to accept the supervision and inspection by government departments and regulators and shall follow comments of the public and the news media about the Company.
Chapter VIII System Development and Information Disclosure
Article 40 The Company shall, in accordance with the requirements herein, regularly inspect and evaluate its implementation and arising issues, and prepare a sustainable development report.
Article 41 The Company may disclose its sustainable development report together with its annual report. The social responsibility report shall at least include:
(1) the development and implementation of management systems relating to environmental protection, product safety, employee rights and interests, corporate governance, community relations and other sustainable development systems;
(2) problems and deficiencies in the performance of sustainable development, and shortages of this management system as compared to requirements of the Shanghai Stock Exchange and their reasons;
(3) improvement measures and specific timeline.
Article 42 The independent directors and the board of supervisors of the Company have the right to put forward opinions and suggestions on the Company's performance of sustainable development.
Chapter IX Supplementary Provisions
Article 43 Matters not covered by this system shall be implemented in accordance with the relevant laws, regulations, rules and regulatory documents issued by the relevant government authorities and the Shanghai Stock Exchange.
Article 44 This system shall be formulated and amended by the board of directors of the Company and subject to the interpretation by the board of directors of the Company.
Article 45 This system shall become effective and be put into implement from the date on which it is considered and approved by the board of directors of the Company, and such provision shall also apply to its amendments.
Joincare Pharmaceutical Group Industry Co., Ltd.
August 27, 2024
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