XINJI ENERGY(SH:601918) Zheng Quan Zhi Xing·2025-06-05 09:27Core Viewpoint - The company has decided to abolish its supervisory board and amend its articles of association, transferring the supervisory responsibilities to the audit and risk committee of the board of directors [1]. Summary by Sections Abolishment of Supervisory Board - The company will no longer establish a supervisory board, and the powers previously held by the supervisory board will now be exercised by the audit and risk committee of the board of directors [1]. - Relevant rules and regulations concerning the supervisory board will be abolished [1]. Amendments to Articles of Association - The articles of association have been revised from 13 chapters and 247 articles to 12 chapters and 244 articles, with 208 articles being amended [1]. - The amendments are in accordance with the Company Law, the Guidelines for Articles of Association of Listed Companies (2025 Revision), and other relevant laws and regulations [1]. Key Changes in Articles of Association - The first article emphasizes the need to protect the rights of the company, shareholders, and creditors, now including employees [1]. - The legal representative of the company is the chairman of the board, and if the chairman resigns, a new legal representative will be appointed within 30 days [2]. - The company’s capital is divided into equal shares, and shareholders are liable only to the extent of their shares [5]. - The company’s operational scope includes coal mining, power generation, and other related services [5]. - The company can adjust its investment direction and operational scope as needed, subject to approval from relevant authorities [5]. Share Issuance and Rights - The issuance of shares will adhere to principles of fairness and justice, ensuring equal rights for all shareholders of the same class [6]. - The company’s shares are issued at a par value of RMB 1, and the issuance price cannot be lower than the par value [6]. - Shareholders have rights to dividends and other benefits proportional to their shareholdings [9]. Shareholder Responsibilities - Shareholders must comply with laws and the articles of association, and they are responsible for paying their subscribed capital [14]. - Shareholders are prohibited from abusing their rights to harm the interests of the company or other shareholders [14]. Governance and Legal Compliance - The company must comply with legal obligations regarding information disclosure and cooperate with judicial decisions [11]. - The company’s governance structure emphasizes the responsibilities of the board of directors and the rights of shareholders to challenge decisions that violate laws or the articles of association [10].