金逸影视: 董事会议事规则修正案

Core Viewpoint - The company, Guangzhou Jinyi Film and Television Media Co., Ltd., has revised its board meeting rules to enhance the efficiency and scientific decision-making of the board, ensuring compliance with relevant laws and regulations [1]. Summary by Sections Board Composition and Structure - The board consists of 9 directors, including 1 employee representative and 3 independent directors, with the chairman and vice-chairman elected by a majority of the board [1]. - The board secretary's office is established to handle daily affairs and maintain board documents [2]. Board Powers and Responsibilities - The board is responsible for convening shareholder meetings, executing resolutions, and deciding on the company's operational plans and investment proposals [3]. - The board will also formulate annual financial budgets, profit distribution plans, and significant capital operations [4][5]. Committees and Their Functions - An audit committee is established to review financial information and oversee internal controls, requiring a majority agreement for decisions [6]. - A strategic committee will research long-term development strategies and major investment decisions [6]. - A nomination committee will propose candidates for directors and senior management positions [7][8]. Decision-Making and Voting Procedures - Board meetings require a majority of directors to be present for decisions to be valid [26]. - Decisions regarding significant transactions must be approved by the board and may require shareholder approval if they exceed certain thresholds [11][12]. Documentation and Record-Keeping - The board secretary is responsible for maintaining meeting records, including notices, materials, and voting results [25][26]. - The rules stipulate that any amendments to the board's operational procedures must be documented and disclosed [27].