General Principles - The purpose of the shareholder meeting rules is to improve the corporate governance structure of the company and ensure the efficiency of shareholder meetings while protecting shareholders' legal rights [1][2] - The company must strictly adhere to relevant laws and regulations when convening shareholder meetings, ensuring that shareholders can exercise their rights [2][3] Shareholder Meeting Convening - The board of directors is responsible for convening the shareholder meeting within the specified timeframe [3][5] - Independent directors can propose the convening of a temporary shareholder meeting, and the board must respond within ten days [3][5] - Shareholders holding more than 10% of the company's shares can request a temporary shareholder meeting, and the board must respond within ten days [5][6] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and comply with legal and regulatory requirements [7][8] - The company must notify shareholders of the meeting at least 20 days in advance for annual meetings and 15 days for temporary meetings [8][9] - Notifications must include details such as meeting time, location, agenda, and the rights of shareholders to attend and vote [8][9] Meeting Procedures - The shareholder meeting should be held at the location specified in the company's articles of association, combining in-person attendance with online voting [19][20] - All shareholders registered on the equity registration date have the right to attend and vote at the meeting [20][21] - The meeting must be presided over by the chairman of the board or a designated representative [28][29] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [50][51] - Ordinary resolutions require a simple majority, while special resolutions require two-thirds of the votes [50][51] - The results of the voting must be disclosed promptly, including the number of shareholders present and the voting results for each proposal [53][54] Record Keeping and Compliance - Meeting records must be maintained for ten years, including details of the meeting, attendance, and voting results [34][35] - The company must comply with legal obligations regarding the disclosure of meeting resolutions and any disputes regarding the validity of resolutions [21][22]
奥特佳: 奥特佳新能源科技股份有限公司股东会议事规则(草案)