Zheng Quan Zhi Xing·2025-06-20 13:37Core Points - The document outlines the rules for the board of directors of China Shenhua Energy Company Limited, aiming to ensure standardized operations and improve decision-making efficiency [1][2] - The board is responsible for strategic decisions, risk management, and ensuring compliance with laws and regulations [2][3] Group 1: General Principles - The rules are established to ensure the company's standardized operation and protect the interests of shareholders and stakeholders [1] - The board of directors is the permanent decision-making body of the company, responsible for strategic planning and risk management [2] Group 2: Board Powers - The board has the authority to convene shareholder meetings, execute resolutions, and decide on operational plans and investment proposals [2][3] - The board must ensure that major investment projects undergo expert evaluation before being submitted for shareholder approval [4] Group 3: Board Composition - The board consists of nine directors, including executive, non-executive, and independent directors, with specific requirements for independent directors [5][6] - The chairman of the board cannot also serve as the general manager, ensuring a clear division of responsibilities [5][6] Group 4: Board Meetings - Regular board meetings are scheduled to review annual and semi-annual reports, while special meetings can be called under specific circumstances [10][11] - Decisions made during board meetings require a majority vote from attending directors, and provisions are in place for remote participation [15][17] Group 5: Documentation and Disclosure - The board must maintain accurate records of meetings, including attendance, agenda, and resolutions passed [20][21] - The company is required to disclose board meeting outcomes and decisions in a timely and accurate manner, adhering to regulatory requirements [31][32]