薪酬与考核委员会

在董事会或薪酬与考核委员会对董事个人进行评价或讨论其报酬时，该董事应当回避。

When the board of directors or the remuneration and appraisal committee reviews the performance of or discusses the compensation for a certain director , such director shall withdraw .

董事和经理人员的绩效评价由董事会或其下设的薪酬与考核委员会负责组织。

The evaluation of the directors and management personnel shall be conducted by the board of directors or by the remuneration and appraisal committee of the board of directors .

要设立以独立董事为主的审计委员会、薪酬与考核委员会并充分发挥其作用。

A listed company shall establish an auditing committee , a compensation committee and an assessment committee which are mainly composed of independent directors and give full play to their roles .

审计委员会、提名委员会、薪酬与考核委员会中独立董事应占多数并担任召集人。

The audit committee , the nomination committee and the remuneration and appraisal committee shall be chaired by an independent director , and independent directors shall constitute the majority of the committees .

自从《上市公司治理准则》颁布以后，有近八成的公司已经按照《上市公司治理准则》的要求，成立了薪酬与考核委员会，并建立了相应的公司绩效评价体系和经营者激励机制。

After the promulgation of the Public Company Governance Principle , almost eighty percent of the companies have accordingly established executive compensation plan and assessment committee as well as the performance measurement system .

同时规定了薪酬与考核委员会的主要职责：研究董事与经理人员的考核标准，进行考核并提出建议；研究和审查董事、高级管理人员的薪酬政策与方案。

It also regulates mostly functions of compensation committee : studying examination standard of directors and handlers , examining and making a proposal , studying and checking salary policy and project of directors 、 top managers .

董事会可以按照股东大会的有关决议，设立战略、审计、提名、薪酬与考核等专门委员会。

The board of directors may establish a corporate strategy committee , an audit committee , a nomination committee , a remuneration and appraisal committee and other special committees in accordance with the resolutions of the shareholders meetings .

发行人应披露战略、审计、提名、薪酬与考核等各专门委员会的设置情况。

The issuer shall disclose the establishments of specialized committees in strategies , auditing , nominations , salaries and examinations .