中国出版: 中国出版传媒股份有限公司制度文件（2025年6月）

Core Points - The document outlines the rules for the shareholders' meeting of China Publishing Media Co., Ltd, aiming to protect shareholders' rights and ensure efficient operation of the meetings [2][3] - The rules are established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2][3] - The shareholders' meeting is the company's decision-making body, responsible for electing directors, approving financial reports, and making significant corporate decisions [3][4] Summary by Sections General Principles - The rules are designed to maintain the legal rights of all shareholders and ensure equal and effective exercise of rights [2] - The company must strictly adhere to laws, regulations, and its articles of association when convening meetings [2][3] Powers of the Shareholders' Meeting - The shareholders' meeting has the authority to elect and replace directors, approve reports from the board, and decide on profit distribution plans [3][4] - Certain transactions, such as asset purchases or sales, require approval from the shareholders' meeting [3][4] Meeting Types and Scheduling - There are annual and temporary shareholders' meetings, with the annual meeting held within six months after the end of the previous fiscal year [5] - Temporary meetings must be convened within two months under specific circumstances, such as significant losses or requests from shareholders holding over 10% of shares [5][6] Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [17][18] - Shareholders holding over 1% of shares can submit proposals at least ten days before the meeting [18][19] Attendance and Registration - Shareholders can attend in person or through proxies, and must register to participate [26][27] - The meeting must be held at the company's registered address or another specified location [26][27] Meeting Proceedings and Voting - The meeting is chaired by the chairman of the board, and decisions are made through voting [40][41] - Each share carries one vote, and resolutions require a majority or two-thirds majority depending on the type of resolution [21][22] Record Keeping and Announcements - Meeting records must be maintained, detailing attendance, proposals, and voting results [68][69] - Resolutions passed must be announced promptly, including details of the voting outcomes [60][61] Amendments and Compliance - The rules may be amended in response to changes in laws or company articles [78][79] - The board of directors holds the authority to interpret these rules [80]