Leysen(SH:603900) Zheng Quan Zhi Xing·2025-06-26 16:30Group 1 - The rules aim to standardize the board of directors' meeting procedures and decision-making processes to enhance the effectiveness and scientific decision-making of the board [1] - The board of directors is required to hold at least one regular meeting in each half of the year [3] - The board must convene a temporary meeting upon request from shareholders holding more than 1/10 of voting rights or from more than 1/3 of the directors [5] Group 2 - The chairman of the board is responsible for convening and presiding over meetings, and if the chairman is unable to perform their duties, a director elected by a majority of the directors will take over [6] - Meeting notifications must be sent out 10 days in advance for regular meetings and 3 days for temporary meetings, with provisions for urgent situations [8] - A quorum for board meetings requires the presence of more than half of the directors [11] Group 3 - Directors are expected to attend meetings in person and may delegate their voting rights to another director under specific conditions [12] - The board meeting is primarily held in person but can also utilize electronic communication methods [14] - Each proposal must be discussed thoroughly before a vote is taken, and voting is conducted via written ballot [17] Group 4 - Decisions require approval from more than half of the total number of directors, with specific rules for related party transactions [19] - Directors must recuse themselves from voting on proposals where they have a conflict of interest [20] - The board must act strictly within the authority granted by the shareholders and the company's articles of association [21] Group 5 - Meeting records must include details such as the time, location, attendees, proposals discussed, and voting results [23] - Directors must sign off on meeting records, and any dissenting opinions should be documented [24] - The chairman is responsible for ensuring the implementation of board resolutions and reporting on their status in future meetings [26]