爱迪特: 董事会议事规则

Core Points - The document outlines the rules and procedures for the board of directors of Aidi Technology (Qinhuangdao) Co., Ltd to enhance governance and decision-making efficiency [2][3][4] Group 1: Board Meeting Structure - The board of directors must hold at least two regular meetings each year, one in each half of the year [2] - Special meetings can be called under specific circumstances, such as a request from shareholders holding more than 10% of voting rights [3][4] - The board office is established to handle daily affairs, including meeting preparations and document management [2] Group 2: Proposal and Notification Procedures - Proposals for board meetings must be submitted in writing and include specific details such as the proposal content and supporting materials [3][5] - Regular meeting notifications must be sent at least ten days in advance, while special meeting notifications require five days' notice [4][6] - Changes to meeting details must be communicated at least three days prior to the scheduled meeting [7] Group 3: Meeting Conduct and Voting - A quorum requires the presence of more than half of the directors [8] - Directors must review meeting materials in advance and can delegate their voting rights under specific conditions [9][12] - Voting is conducted through various methods, including show of hands or written ballots, depending on the meeting format [21][22] Group 4: Record Keeping and Accountability - Meeting records must accurately reflect discussions, decisions, and voting outcomes, and should be signed by attendees [33][34] - Records are to be maintained for a period of ten years as important company documents [36]