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灿勤科技: 江苏灿勤科技股份有限公司2025年第一次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order and efficiency during the meeting [1] - The meeting will take place on September 12, 2025, at 14:00 in the conference room of Jiangsu Canqin Technology Co., Ltd. [5] - The agenda includes the review and voting on proposals, including the cancellation of the supervisory board and amendments to the company's articles of association [6][8] Meeting Procedures - Shareholders and their proxies must arrive 30 minutes before the meeting to complete registration and present necessary documents [2] - The meeting will follow a specific order for reviewing and voting on proposals as listed in the meeting notice [2] - Shareholders have the right to speak, inquire, and vote, and must do so without disrupting the meeting [2][3] Voting and Participation - The meeting will utilize both on-site and online voting methods, with each share representing one vote [8] - Proposals will be listed on a single ballot, and any incomplete or illegible ballots will be considered as abstentions [4] - The company will not provide gifts or accommodations for attending shareholders, ensuring equal treatment for all [5] Proposals for Review - Proposal 1 involves the cancellation of the supervisory board and amendments to the company's articles of association to comply with regulatory requirements [6] - Proposal 2 focuses on the establishment and revision of internal management systems to enhance corporate governance [8]
灿勤科技: 江苏灿勤科技股份有限公司关于召开2025年第一次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-27 09:20
证券代码:688182 证券简称:灿勤科技 公告编号:2025-024 江苏灿勤科技股份有限公司 关于召开2025年第一次临时股东大会的通知 本公司董事会及全体董事保证公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 重要内容提示: (三) 投票方式:本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 召开地点:江苏省张家港保税区金港路 266 号灿勤科技会议室 (五) 网络投票的系统、起止日期和投票时间 网络投票系统:上海证券交易所股东大会网络投票系统 网络投票起止时间:自2025 年 9 月 12 日 至2025 年 9 月 12 日 采用上海证券交易所网络投票系统,通过交易系统投票平台的投票时间为股 东大会召开当日的交易时间段,即 9:15-9:25,9:30-11:30,13:00-15:00;通过互联 网投票平台的投票时间为股东大会召开当日的 9:15-15:00。 (六) 融资融券、转融通、约定购回业务账户和沪股通投资者的投票程序 涉及融资融券、转融通业务、约定购回业务相关账户以及沪股通投资者的投 票,应按照《上海证券交易所科创 ...
灿勤科技: 江苏灿勤科技股份有限公司关于取消监事会并修订《公司章程》及制定、修订相关内部管理制度的公告
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Viewpoint - Jiangsu Canqin Technology Co., Ltd. has decided to abolish its supervisory board and amend its Articles of Association and related internal management systems to enhance corporate governance and compliance with regulatory requirements [1][2]. Summary by Sections Abolishment of Supervisory Board - The company will no longer establish a supervisory board, and the corresponding rules will be abolished. The audit committee of the board will assume the responsibilities previously held by the supervisory board [1][2]. Amendments to Articles of Association - The amendments to the Articles of Association include replacing "shareholders' meeting" with "shareholders' assembly" and other adjustments to align with the new corporate governance framework [2][3]. - The first article of the Articles of Association has been revised to protect the legal rights of the company, shareholders, employees, and creditors [2][3]. Internal Management System Revisions - The company plans to revise its internal management systems in accordance with various regulatory guidelines to improve operational standards and governance [1][2]. Legal Compliance - The decision to abolish the supervisory board and amend the Articles of Association is in compliance with the China Securities Regulatory Commission's regulations and the guidelines for listed companies [1][2].
灿勤科技: 江苏灿勤科技股份有限公司2025年半年度度募集资金存放与使用情况的专项报告
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Points - Jiangsu Canqin Technology Co., Ltd. has raised a total of RMB 1,050 million through its initial public offering, with a net amount of RMB 1,003.65 million after deducting underwriting fees [1][2] - As of June 30, 2025, the company has utilized RMB 860.96 million of the raised funds for investment projects, leaving a balance of RMB 162.40 million [1][2] - The company has established a dedicated account for the management of raised funds, ensuring compliance with relevant regulations and protecting investor interests [1][2] Fund Management - The company has implemented a fund management system to regulate the storage and usage of raised funds, which was approved by the shareholders' meeting on June 8, 2020 [1][2] - A tripartite supervision agreement was signed with the underwriter and several banks to oversee the management of the raised funds [1][2] - As of June 30, 2025, the company has used RMB 15 million of temporarily idle raised funds for cash management, investing in low-risk financial products [2][3] Fund Usage - During the reporting period, the company has used RMB 242.47 million of the raised funds, adhering to the regulations set forth by the Shanghai Stock Exchange [2][3] - There were no instances of using idle funds to temporarily supplement working capital or any changes in the investment projects [2][3] - The company has not encountered any violations in the usage and management of the raised funds during the reporting period [2][3]
灿勤科技: 江苏灿勤科技股份有限公司关于选举职工董事的公告
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Points - The company has elected Chen Chen as the employee representative director for the third board of directors, ensuring compliance with relevant laws and regulations [1][2] - The election was approved during the employee representative assembly held on August 26, 2025, and her term will last until the end of the third board's term [1][2] Company Governance - Chen Chen meets the qualifications for a director as stipulated by the Company Law and the company's articles of association [2] - The number of directors who are also senior management and employee representatives does not exceed half of the total number of directors on the third board [2] Director Profile - Chen Chen, born in February 1987, holds a master's degree in economics and has a background in investment banking and corporate governance [2] - Her previous roles include senior manager and business director at Dongwu Securities, securities affairs representative at Jiangsu Aikang Technology, and secretary of the board at Zhangjiagang Free Trade Zone Canqin Technology [2] - As of the announcement date, she does not hold shares in the company and has no related party relationships with major shareholders or other directors [2]
灿勤科技: 江苏灿勤科技股份有限公司关于召开2025年半年度业绩说明会的公告
Zheng Quan Zhi Xing· 2025-08-27 09:20
http://roadshow.sseinfo.com/) ? 会议召开方式:上证路演中心网络互动 ? 投资者可于 2025 年 9 月 10 日(星期三)至 9 月 16 日(星期二)16:00 前 登录上证路演中心网站首页点击"提问预征集"栏目或通过公司邮箱 canqindb@cai-qin.com 进行提问。公司将在说明会上对投资者普遍关注的问题 进行回答。 证券代码:688182 证券简称:灿勤科技 公告编号:2025-026 江苏灿勤科技股份有限公司 关于召开 2025 年半年度业绩说明会的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 重要内容提示: ? 会议召开时间:2025 年 9 月 17 日(星期三)下午 14:00-15:00 ?会议召开地点:上海证券交易所上证路演中心(网址: (二)会议召开地点:上海证券交易所上证路演中心(网址: http://roadshow.sseinfo.com/) (三) 会议召开方式:上证路演中心网络互动 三、 参加人员 董事长:朱田中先生 董事、总经理:朱琦先生 ...
灿勤科技: 江苏灿勤科技股份有限公司信息披露管理制度
Zheng Quan Zhi Xing· 2025-08-27 09:20
General Principles - The information disclosure management system of Jiangsu Canqin Technology Co., Ltd. aims to standardize the company's information disclosure practices and protect the legitimate rights and interests of investors [1][2] - The system applies to various personnel and departments within the company, including the board of directors, senior management, and shareholders holding more than 5% of the company's shares [2][3] - The board of directors is responsible for implementing the system, with the chairman as the primary responsible person and the board secretary coordinating specific tasks [2][3] Basic Principles of Information Disclosure - The company and related disclosure obligors must disclose all matters that may significantly impact the trading price of the company's stock within the timeframes specified by regulations [3][4] - Information must be disclosed in a timely, fair, and accurate manner, ensuring that all investors have equal access to information without any misleading statements or omissions [3][4] - The company must ensure that all significant information is disclosed simultaneously to all investors, avoiding selective disclosure [4][5] General Requirements for Information Disclosure - The company should disclose information that reflects its business, technology, finance, governance, competitive advantages, industry trends, and risk factors to facilitate informed investment decisions [6][7] - For significant matters that take a long time to plan, the company must disclose progress in stages and timely warn of related risks [6][7] - The company is encouraged to voluntarily disclose information that may influence stock trading prices or assist in investment decisions, even if not required by the system [6][7] Content of Information Disclosure - Disclosure documents include periodic reports, temporary reports, prospectuses, and other relevant materials [11][12] - The company must ensure that periodic reports are audited by qualified accounting firms and disclosed within specified timeframes [12][13] - The annual report must include key financial data, shareholder information, and significant events affecting the company [12][13] Temporary Reporting Requirements - The company must immediately disclose significant events that may impact the trading price of its securities, including major financial losses, legal issues, or changes in management [40][41] - If a significant event occurs, the company must disclose the current status and potential impacts promptly [41][42] - The company must also disclose any changes in its name, registered capital, or other fundamental aspects immediately [41][42] Risk Disclosure - The company is required to disclose risks that may significantly affect its core competitiveness and ongoing operations, including market changes, supply chain issues, and technological challenges [56][57] - In the event of major accidents or negative events, the company must disclose specific details and their potential impacts [58][59]
灿勤科技: 江苏灿勤科技股份有限公司对外投资管理制度
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Viewpoint - The document outlines the external investment management system of Jiangsu Canqin Technology Co., Ltd., aiming to standardize external investment activities, control investment risks, and protect investors' rights [2][10]. Chapter 1: General Principles - The external investment refers to various forms of investment activities conducted by the company using cash, physical assets, or intangible assets [2]. - The company must adhere to national laws, regulations, and industry policies while prioritizing efficiency and risk control in its investment activities [2][3]. Chapter 2: Approval Authority for External Investments - Investments meeting certain thresholds must be approved by the board of directors and submitted to the shareholders' meeting for approval, including transactions involving assets over 50% of the company's audited total assets or profits exceeding 50% of the last audited net profit [5][6]. - Investments that do not meet these thresholds can be approved by the general manager [8]. Chapter 3: Management of External Investments - The board of directors, shareholders' meeting, and general office are responsible for decision-making regarding external investments within their authority [11]. - The strategic committee of the board is tasked with evaluating the feasibility, risks, and returns of major investment projects [12]. Chapter 4: Daily Management of External Investments - After approval, authorized departments or personnel are responsible for implementing the investment plan and must obtain proof of investment from the invested party [15][16]. - The company must select qualified financial institutions for entrusted financial management and monitor the progress and safety of the funds [17]. Chapter 5: Termination, Disposal, and Transfer of External Investments - The company can terminate or dispose of investments under specific circumstances, such as the expiration of the investment period or inability to repay debts [19]. - Transfers of investments are allowed if the project diverges from the company's operational direction or shows continuous losses [20]. Chapter 6: Supplementary Provisions - The document specifies that terms like "above" and "within" include the stated numbers, while "below" and "excluding" do not [24]. - The document will take effect upon approval by the shareholders' meeting and will be interpreted by the board of directors [28].
灿勤科技: 江苏灿勤科技股份有限公司董事、高级管理人员薪酬管理制度
Zheng Quan Zhi Xing· 2025-08-27 09:20
江苏灿勤科技股份有限公司 第四条 公司董事、高级管理人员的薪酬确定应遵循以下原则: 第二章 薪酬的标准与构成 第五条 公司董事(含独立董事)的薪酬标准或方案由公司董事会及股东会 审议批准,高级管理人员的薪酬标准或方案由董事会审议批准。 上述人员按《中华人民共和国公司法》《江苏灿勤科技股份有限公司章程》 相关规定行使其他职责或出席公司董事会、股东会等所需的合理费用由公司承 担。 第六条 董事、高级管理人员分为:(1)在公司专职工作的董事、高级管理 人员;(2)独立董事。 董事、高级管理人员薪酬管理制度 第一章 总则 第一条 为完善江苏灿勤科技股份有限公司(以下简称"公司")董事、高级 管理人员的激励、约束机制,提高企业经营管理水平,充分发挥公司董事、高级 管理人员的积极性,增强凝聚力,促进公司效益的增长,实现股东利益最大化, 结合公司实际情况,特制订本管理制度。 第二条 本制度所指的董事、高级管理人员是指公司董事会的成员以及董事 会批准任命的公司总经理、副总经理、董事会秘书、财务负责人等高级管理人员。 第三条 董事、高级管理人员的薪酬水平以公司规模和绩效为基础,根据公 司经营计划、董事和高级管理人员的分工职责, ...
灿勤科技: 江苏灿勤科技股份有限公司对外担保管理制度
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Points - The document outlines the external guarantee management system of Jiangsu Canqin Technology Co., Ltd, aiming to standardize external guarantee behavior, protect investor rights, and reduce operational risks [1][2] - The company emphasizes the importance of prudent management and strict control over external guarantees to mitigate potential risks [2][12] Group 1: General Principles - The external guarantee refers to the company providing guarantees for debts owed by third parties, including various forms such as guarantees, mortgages, and pledges [1] - External guarantees must comply with legal and regulatory requirements, and the company has the right to refuse any coercive requests for guarantees [2][3] Group 2: Approval Process - All external guarantees require prior approval from the board of directors or shareholders, and subsidiaries must also follow this process [2][5] - The financial department is responsible for reviewing the credit status of the entities seeking guarantees and ensuring compliance with the company's internal policies [3][5] Group 3: Risk Management - The financial department must assess the creditworthiness of the applicant and maintain proper documentation of the guarantee contracts [3][9] - The company must establish written contracts for approved guarantees, detailing the terms and conditions to protect its interests [8][10] Group 4: Responsibilities and Penalties - All board members must exercise caution and control over external guarantees, adhering to the established procedures and regulations [12][29] - Individuals who fail to comply with the guarantee management system may face legal consequences and penalties [12][31]