实控人临时提案被否 振芯科技股东矛盾显现

Core Viewpoint - Chengdu Zhenxin Technology Co., Ltd. (振芯科技) decided not to submit a temporary proposal from its controlling shareholder, Chengdu Guoteng Electronics Group Co., Ltd. (国腾电子集团), for consideration at the 2024 annual general meeting due to internal conflicts among shareholders and the proposal's lack of clarity and authorization [1][3][4]. Group 1: Temporary Proposal Details - The temporary proposal aimed to amend the company's articles of association to change the board size to between 9 and 12 members, with independent directors making up at least one-third of the board [2]. - The proposal was submitted on April 11, 2024, by Guoteng Electronics Group, but faced opposition from four minority shareholders [3]. Group 2: Shareholder Dispute - The four minority shareholders issued a statement opposing the proposal, claiming that it bypassed necessary discussions and votes within the Guoteng Electronics Group, thus infringing on their rights [3]. - The board of Zhenxin Technology decided not to submit the proposal, citing significant disputes and the need to maintain stability and protect all shareholders' interests [3][4]. Group 3: Company Background and Control Changes - Since January 2025, the actual control of Zhenxin Technology has been under He Yan, who holds 51% of Guoteng Electronics Group, revealing internal conflicts within the controlling shareholder [1][5]. - Zhenxin Technology previously operated without a clear controlling entity until He Yan regained control, ending a period of uncertainty [6][9]. Group 4: Historical Context - The company, originally named Chengdu Guoteng Electronics Technology Co., Ltd., underwent significant changes following legal issues faced by He Yan, which led to a temporary decline in stock value [7]. - In 2018, a lawsuit was filed by the minority shareholders seeking the dissolution of Guoteng Electronics Group, which was initially successful but later overturned [8][10].