Core Points - The document outlines the rules and regulations governing the shareholders' meetings of Wafangdian Bearing Co., Ltd, aiming to enhance corporate governance and ensure the legality and effectiveness of meeting procedures and resolutions [1][2]. Group 1: Shareholders' Meeting Organization - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [1]. - Temporary shareholders' meetings can be convened within two months under specific circumstances, such as insufficient board members or significant losses [1][2]. - Shareholders can participate in meetings either in person or through electronic means, with provisions for online voting [2][3]. Group 2: Powers of the Shareholders' Meeting - The shareholders' meeting is the company's authority body, responsible for electing directors, approving profit distribution plans, and making decisions on capital changes [3][4]. - Certain external guarantees require approval from the shareholders' meeting if they exceed specified thresholds related to the company's net assets or total assets [4]. Group 3: Notification and Proposals - The board must notify shareholders of the annual meeting at least 20 days in advance and temporary meetings at least 15 days in advance [5][6]. - Proposals for the meeting must be clearly defined and comply with legal and regulatory requirements [11][12]. Group 4: Voting and Decision-Making - Voting can be conducted through various methods, including in-person and online, with specific timelines for voting [6][20]. - Resolutions require a simple majority for ordinary decisions and a two-thirds majority for special resolutions [16][17]. Group 5: Meeting Records and Announcements - Detailed records of the meeting must be maintained, including attendance, proposals discussed, and voting results [63][64]. - Resolutions must be announced promptly, with special emphasis on any proposals that were not approved [65][66].
瓦轴B: 股东会议事规则