正和生态: 2025年第二次临时股东大会会议资料

Core Points - The company is holding a shareholder meeting on June 30, 2025, to discuss various proposals related to the board of directors and governance structure [1] - Key proposals include adjustments to director compensation, the cancellation of the supervisory board, and amendments to the rules governing board and shareholder meetings [2][3][4][5] Proposal Summaries - Proposal 1: Director Compensation The independent directors will receive an annual allowance of 150,000 yuan (before tax), while non-independent directors will not receive a separate allowance but will be compensated based on their roles and performance [2] - Proposal 2: Cancellation of Supervisory Board The company proposes to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors, effective from July 1, 2024 [3] - Proposal 3: Amendments to Board Meeting Rules The board meeting rules will be revised to allow for a board consisting of 6 to 9 members, with independent directors making up at least one-third of the total [4] - Proposal 4: Amendments to Shareholder Meeting Rules The shareholder meeting rules will be updated to clarify the powers of the shareholder meeting and the process for proposing temporary motions [6] - Proposal 5: Amendments to Company Articles The company intends to revise its articles of association to align with the new Company Law and relevant regulations, including provisions on the legal representative and financial assistance [18][20]