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东莞勤上光电股份有限公司 关于持股5%以上股东减持股份的预披露公告
Core Viewpoint - The major shareholder, Ruizhong Life Insurance Co., Ltd., plans to reduce its stake in Dongguan Qunshang Optoelectronics Co., Ltd. by up to 14,200,956 shares, which is approximately 1% of the company's total share capital after excluding repurchased shares [2][4]. Group 1: Shareholder Information - Shareholder Name: Ruizhong Life Insurance Co., Ltd. [3] - Current Shareholding: As of the announcement date, Ruizhong holds 81,381,962 shares, representing 5.73% of the company's total share capital after excluding repurchased shares [3]. Group 2: Details of the Reduction Plan - Reduction Method: The shares will be sold through centralized bidding [4]. - Planned Reduction Period: The reduction is set to occur within three months starting from fifteen trading days after the announcement, specifically from September 8, 2025, to December 7, 2025 [4]. - Maximum Reduction Quantity: Up to 14,200,956 shares, which is 1% of the company's total share capital after excluding repurchased shares [4]. Group 3: Pricing and Compliance - Reduction Price: The selling price will be determined based on market conditions at the time of the sale [5]. - Compliance: Ruizhong Life Insurance confirms that it will adhere to relevant regulations and disclosure obligations during the reduction period [5][6].
深圳市路维光电股份有限公司关于召开2025年半年度业绩说明会的公告
Group 1 - The company will hold a half-year performance briefing on August 26, 2025, from 9:00 to 10:00 AM to discuss its operational results and financial status for the first half of 2025 [3][5][6] - Investors can submit questions for the briefing from August 18 to August 25, 2025, through the Shanghai Stock Exchange Roadshow Center website or via email [2][4] - The briefing will be conducted in an online text interaction format, allowing for real-time responses to investor inquiries [3][7] Group 2 - The company announced the expiration of the agreement on the concerted action among its controlling shareholder and actual controller, which will automatically terminate on August 16, 2025 [11][14] - After the termination, the controlling shareholder, Mr. Du Wubing, will hold 46,025,900 shares, representing 23.81% of the total share capital, while Ms. Xiao Qing and Mr. Bai Weigang will hold 15,454,100 shares (7.99%) and 1,427,090 shares (0.74%), respectively [15][11] - The termination of the concerted action will not affect the company's control structure or its ongoing operations, ensuring stability in governance and management [17][18]
深圳市杰普特光电股份有限公司关于2025年限制性股票激励计划内幕信息知情人及激励对象买卖公司股票情况的自查报告
Core Viewpoint - The company conducted a self-examination regarding the trading activities of insiders and incentive recipients related to the 2025 Restricted Stock Incentive Plan, confirming no insider trading occurred during the specified period [1][6]. Group 1: Self-Examination Process - The company held a board meeting on July 1, 2025, to approve the 2025 Restricted Stock Incentive Plan and disclosed relevant announcements on July 2, 2025 [1]. - The self-examination covered all insiders and incentive recipients associated with the plan, following the regulations set forth in various management and disclosure guidelines [2][3]. Group 2: Trading Activities of Insiders - During the self-examination period from January 2, 2025, to July 1, 2025, a total of 41 insiders engaged in trading the company's stock [4]. - The trading activities of these insiders were based on their independent judgment of the secondary market and were not influenced by any undisclosed information regarding the incentive plan [4][6]. Group 3: Conclusion of the Self-Examination - The company adhered to all relevant laws and internal confidentiality protocols during the planning of the incentive program, ensuring that only a limited number of personnel had access to insider information [6]. - The examination concluded that there were no instances of insider trading or information leakage related to the incentive plan among the insiders and incentive recipients [6].
和辉光电: 上海和辉光电股份有限公司股东会议事规则(草案)
Zheng Quan Zhi Xing· 2025-08-15 16:36
General Principles - The rules are established to protect shareholders' legal rights and ensure the proper functioning of the shareholders' meeting [1][2] - The rules apply to all shareholders, their representatives, and other relevant attendees [2] - The shareholders' meeting is the highest authority of the company, responsible for major decisions [3][4] Rights and Obligations of Shareholders - Shareholders have rights proportional to their shareholding, including profit distribution, voting, and supervision of company operations [5][6] - Shareholders can request to review company documents and participate in meetings [7][8] - Shareholders must comply with laws and regulations, and misuse of rights can lead to liability [12][13] Powers of the Shareholders' Meeting - The shareholders' meeting has the authority to elect directors, approve financial reports, and make decisions on capital changes [15][16] - Certain significant transactions, such as guarantees exceeding specific thresholds, require approval from the shareholders' meeting [16][17] Convening and Notification of Shareholders' Meetings - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called as needed [19][20] - Shareholders must be notified in writing at least 21 days before an annual meeting and 15 days before a temporary meeting [23][24] Proposals for Shareholders' Meetings - Proposals must fall within the powers of the shareholders' meeting and be submitted in advance [35][36] - Shareholders holding at least 1% of shares can propose items for discussion [36][37] Voting and Resolutions - Voting is conducted based on the number of shares held, with different thresholds for ordinary and special resolutions [68][69] - Certain matters require a higher voting threshold, such as capital changes and mergers [71][72]
和辉光电: 上海和辉光电股份有限公司股东会议事规则
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Points - The document outlines the rules for shareholder meetings of Shanghai Hehui Optoelectronics Co., Ltd, ensuring the protection of shareholders' rights and the proper functioning of the highest authority within the company [1][2][3] Group 1: General Provisions - The rules are established based on the Company Law and Securities Law of the People's Republic of China, applicable to all shareholders and their representatives [1][2] - The shareholder meeting is the power institution of the company, responsible for major decisions [1][3] Group 2: Rights and Obligations of Shareholders - Shareholders have rights to dividends, attend meetings, supervise operations, and access company documents [2][3] - Shareholders must provide proof of their shareholding to access company information [3][5] Group 3: Powers of the Shareholder Meeting - The shareholder meeting has the authority to elect directors, approve financial reports, and decide on profit distribution [6][7] - Major asset transactions exceeding 30% of the company's audited total assets must be approved by the shareholder meeting [6][7] Group 4: Meeting Procedures - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called under specific circumstances [12][18] - Shareholders must be notified of meetings at least 20 days in advance for annual meetings and 15 days for temporary meetings [22][23] Group 5: Proposals and Voting - Proposals must be within the powers of the shareholder meeting and clearly defined [34][35] - Voting can be conducted in person or through authorized representatives, with specific rules for counting votes and announcing results [67][79]
和辉光电: 上海和辉光电股份有限公司董事会议事规则
Zheng Quan Zhi Xing· 2025-08-15 16:36
General Principles - The rules aim to improve the corporate governance structure, enhance the efficiency of the board, and ensure legal compliance in decision-making [2][3] - Directors are required to adhere to laws and the company's articles of association, fulfilling their duties with loyalty and diligence [2] Composition and Powers of the Board - The board consists of 9 directors: 5 shareholder representatives, 3 independent directors, and 1 employee representative [4] - The board has the authority to make significant decisions regarding acquisitions, investments, and management appointments [3][4] Decision-Making Procedures - The board must approve transactions involving assets that exceed 10% of the company's total audited assets or market value [6] - Transactions exceeding 50% of the company's total audited assets or market value require shareholder approval after board approval [6] Committees - The board has established several committees, including the Strategy and ESG Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee, each with specific responsibilities [10] Meeting Procedures - The board must hold at least two regular meetings annually, with proper notice given to all directors [11] - Decisions require a majority vote from the attending directors, and specific procedures are in place for temporary meetings [16][19] Documentation and Record-Keeping - Meeting records must be accurate and signed by attendees, with provisions for dissenting opinions [23] - The board's resolutions must be documented in writing and signed by attending directors [34] Implementation and Oversight - The chairman is responsible for ensuring the implementation of board decisions and reporting on their status in subsequent meetings [25]
和辉光电: 上海和辉光电股份有限公司独立董事制度
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Points - The article outlines the independent director system of Shanghai Hehui Optoelectronics Co., Ltd, aimed at improving corporate governance and protecting the interests of minority shareholders and stakeholders [1][2]. Group 1: General Principles - The independent director is defined as a board member who does not hold any other position in the company and has no direct or indirect interests that could affect their independent judgment [1][2]. - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their responsibilities in accordance with laws, regulations, and the company's articles of association [1][2]. Group 2: Independence and Qualifications - The board of directors must have three independent directors, including at least one accounting professional [2]. - Independent directors must meet specific independence criteria, including not having close relationships with major shareholders or the actual controller of the company [3][4]. - Candidates for independent directors must possess relevant qualifications, including at least five years of experience in law, accounting, or economics [6][8]. Group 3: Responsibilities and Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [20][21]. - They have the authority to independently hire external consultants for audits or consultations and can propose the convening of temporary shareholder meetings [21][22]. Group 4: Meetings and Reporting - Independent directors must attend board meetings in person and can only delegate their attendance under specific circumstances [12][13]. - They are required to submit annual reports detailing their activities, including attendance at meetings and interactions with minority shareholders [36][37]. Group 5: Legal Responsibilities - Independent directors are liable for any economic losses caused to the company due to their unauthorized departure from their duties [44]. - They must sign board resolutions and are responsible for ensuring compliance with laws and regulations [45][46].
和辉光电: 上海和辉光电股份有限公司关联交易决策制度
Zheng Quan Zhi Xing· 2025-08-15 16:36
上海和辉光电股份有限公司 关联交易决策制度 上海和辉光电股份有限公司 关联交易决策制度 第一章 总则 第一条 为保证上海和辉光电股份有限公司(以下简称"公司")与关联 方之间的关联交易符合公平、公正、公开的原则,确保公司的关联交易行为不损 害公司和非关联股东的合法权益,根据《中华人民共和国公司法》《中华人民共 和国证券法》 《上海证券交易所科创板股票上市规则》 (以下简称"《上市规则》")、 《上海证券交易所上市公司自律监管指引第 5 号——交易与关联交易》等有关法 律、法规、规范性文件及《上海和辉光电股份有限公司章程》 (以下简称"《公司 章程》")的有关规定,制定本制度。 第二条 公司与关联方之间的关联交易行为除遵守有关法律、法规、规范 性文件和《公司章程》的规定外,还需遵守本制度的有关规定。 (七) 由本项第(一)项至第(六)项所列关联法人或关联自然人直接或 者间接控制的,或者由前述关联自然人(独立董事除外)担任董事、高级管理人 员的法人或其他组织,但公司及其控股子公司除外; (八) 间接持有公司 5%以上股份的法人或其他组织及其一致行动人; 第二章 关联方和关联关系 第三条 公司关联方包括关联法人和关 ...
和辉光电: 上海和辉光电股份有限公司董事会议事规则(草案)
Zheng Quan Zhi Xing· 2025-08-15 16:36
General Principles - The rules aim to improve the corporate governance structure, regulate the board's operations, enhance decision-making efficiency, and ensure the board exercises its powers legally [1][2] - Directors must comply with laws, regulations, and the company's articles of association, fulfilling their duties with loyalty and diligence [1][2] Board Composition and Powers - The board consists of 10 directors: 5 shareholder representatives, 4 independent directors, and 1 employee representative [1][2] - The board has the authority to convene shareholder meetings, execute resolutions, determine business plans and investment proposals, and manage profit distribution [2][3] Decision-Making Procedures - Transactions exceeding the board's authorized scope must be submitted for shareholder approval [3][4] - The board must establish strict review and decision-making procedures for external investments and significant transactions [4][5] Financial Transactions - Specific thresholds for transactions requiring board approval include asset totals exceeding 10% of the company's audited total assets or transaction amounts exceeding 10% of market value [4][5] - Financial assistance transactions exceeding 10% of the company's audited net assets must also be submitted for shareholder approval [6] Committees and Responsibilities - The board has established several committees, including the Strategy and ESG Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee, each with specific responsibilities [9][10] Meeting Procedures - The board must hold at least four regular meetings annually, with proper notice given to all directors [12][13] - A quorum requires the presence of more than half of the directors, and decisions must be made by a majority vote [19][20] Documentation and Record-Keeping - Meeting records must be accurate and complete, signed by attending directors, and maintained for at least 10 years [21][25] - Resolutions must be documented in writing, with signatures from attending directors [22][36] Compliance and Amendments - The rules are subject to national laws and regulations, and any conflicts will defer to those higher regulations [38][42] - The rules will take effect upon the company's first public offering of H shares and listing on the Hong Kong Stock Exchange, superseding previous rules [41][42]
和辉光电: 上海和辉光电股份有限公司章程(草案)
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Points - The company, Everdisplay Optronics (Shanghai) Co., Ltd., was established through the overall change of its predecessor, Shanghai Hehui Optoelectronics Co., Ltd., and inherits all rights and obligations from the original company [3][7] - The company is registered with the Shanghai Municipal Market Supervision Administration and has obtained a business license [2] - The company focuses on AMOLED display technology, aiming to maximize shareholder value and social value through innovation and independent research and development [14] Chapter Summaries Chapter 1: General Provisions - The company is established in accordance with the Company Law and other relevant regulations, and it is a permanent joint-stock company [3][4] - The company has a registered capital of RMB【】 and is subject to the laws and regulations of the People's Republic of China and the Hong Kong Stock Exchange [3][6] Chapter 2: Business Objectives and Scope - The company's business scope includes system integration, production, design, and sales of displays and modules, as well as related technical development and consulting services [15] - The company aims to provide a more realistic, vibrant, and healthy display experience for all users [14] Chapter 3: Shares - The company issues shares based on principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [17] - The company has issued a total of 10,500,000,000 shares, with specific proportions held by founding investors [20][7] Chapter 4: Shareholders and Shareholders' Meeting - Shareholders have rights to dividends, participate in meetings, and supervise the company's operations [35] - The company must ensure that shareholders' rights are protected and that they are treated fairly [13] Chapter 5: Shareholders' Meeting Procedures - The company must hold annual and temporary shareholders' meetings, with specific procedures for notification and voting [49][51] - Shareholders holding more than 10% of shares can request a temporary meeting [55] Chapter 6: Proposals and Notifications for Shareholders' Meetings - Proposals must be within the scope of the shareholders' meeting authority and comply with legal requirements [59] - The company must provide complete information for shareholders to make informed decisions [29]