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德方纳米: 累积投票制度(2025年6月)

Core Points - The article outlines the cumulative voting system established by Shenzhen Defang Nano Technology Co., Ltd to enhance corporate governance and protect the interests of minority shareholders [1][2] - The cumulative voting system allows shareholders to allocate their voting rights across multiple candidates, ensuring a more equitable election process for directors [2][5] Summary by Sections Chapter 1: General Provisions - The purpose of the cumulative voting system is to improve the governance structure of the company and ensure all shareholders can exercise their voting rights effectively [1][2] - The system applies when electing or changing two or more directors, including both independent and non-independent directors [2][3] Chapter 2: Nomination of Director Candidates - The board's nomination committee proposes a list of candidates based on legal regulations and the company's articles of association, while shareholders holding over 1% of shares can also propose candidates [3][4] - Candidates must submit detailed personal information and a written commitment to fulfill their duties if elected [3][4] Chapter 3: Voting and Election of Directors - The voting process under the cumulative voting system allows shareholders to concentrate their votes on one or multiple candidates, with specific rules for independent and non-independent directors [5][6] - A candidate must receive more than half of the valid votes from attending shareholders to be elected, with provisions for tie-breaking and subsequent elections if necessary [6][7] Chapter 4: Supplementary Provisions - The system will be executed in accordance with national laws and the company's articles of association, with the board responsible for its interpretation and revision [7][8] - The cumulative voting system becomes effective immediately upon approval by the board [8]