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康平科技: 关于修订《公司章程》及修订部分管理制度的公告

Core Points - The company has revised its Articles of Association and certain management systems during the fifth board meeting on June 12, 2025, to comply with relevant laws and regulations [1][2][3] Summary by Sections Revision of Articles of Association - The key points of the revision include the delegation of supervisory powers to the board's audit committee, the addition of sections on independent directors and board committees, and the removal of certain expressions related to the supervisory board [1][2] - The chairman of the board is designated as the legal representative of the company, with provisions for appointing a new legal representative within 30 days if the current one resigns [2][3] Legal Responsibilities - The company will bear the legal consequences of civil activities conducted by its legal representative, and it can seek compensation from the representative if damages occur due to their actions [3][4] Financial Assistance Restrictions - The company and its subsidiaries are prohibited from providing financial assistance for the acquisition of its shares, with exceptions for employee stock ownership plans [4][5] Capital Increase Methods - The company can increase its capital through various methods, including public and private placements, and must obtain shareholder approval for significant capital increases [5][6] Share Buyback Regulations - The company can repurchase its shares through public trading or other legally recognized methods, with specific conditions outlined for such transactions [6][7] Shareholder Rights and Obligations - Shareholders have rights to dividends, participation in meetings, and oversight of company operations, while also being obligated to comply with laws and the Articles of Association [7][8] Decision-Making Procedures - The company must follow specific procedures for convening shareholder meetings and making decisions, including the requirement for a supermajority vote for significant actions [8][9] Independent Directors and Committees - Independent directors have the authority to propose the convening of temporary shareholder meetings, and the board must respond within a specified timeframe [9][10] Legal Compliance and Transparency - The company is required to maintain transparency in its operations and comply with legal obligations regarding information disclosure and corporate governance [10][11]