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洪田股份: 关于取消监事会并修订《公司章程》的公告

Core Viewpoint - Jiangsu Hongtian Technology Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance and streamline decision-making processes [1][2]. Group 1: Reasons for Abolishing the Supervisory Board - The supervisory board's functions will be transferred to the audit committee of the board of directors, in accordance with the Company Law of the People's Republic of China and relevant regulations [1]. - The decision aims to protect the legitimate rights and interests of the company, shareholders, employees, and creditors [1]. Group 2: Amendments to Articles of Association - The articles of association will be revised to reflect the removal of the supervisory board and to ensure compliance with the Company Law and Securities Law [1]. - Key changes include the addition of employee rights alongside shareholder and creditor rights in the first article [1]. - The legal representative of the company will continue to be the chairman, and the resignation of the chairman will also be considered as resignation from the legal representative position [3][4]. Group 3: Legal and Financial Responsibilities - The company will bear the legal consequences of civil activities conducted by the legal representative [3]. - The company is responsible for its debts with all its assets, while shareholders are liable only to the extent of their subscribed shares [4]. Group 4: Shareholder Rights and Responsibilities - The revised articles will clarify the rights and obligations of shareholders, including the right to sue the company and its directors [5][6]. - Shareholders are entitled to participate in profit distribution and have the right to request the company to repurchase their shares under certain conditions [9][10]. Group 5: Governance and Compliance - The company will ensure that all transactions, including financial assistance and guarantees, are subject to board and shareholder approval, particularly when they exceed specified thresholds [20][21]. - The amendments emphasize the importance of maintaining transparency and compliance with legal obligations to protect shareholder interests [17][18].