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中兴商业: 累积投票制实施细则(2025年7月)

Core Points - The implementation details of the cumulative voting system aim to enhance corporate governance and ensure that all shareholders can fully exercise their rights [1][2] - The cumulative voting system allows shareholders to concentrate their voting rights on one candidate or distribute them among multiple candidates during the election of directors [4][5] Summary by Sections Cumulative Voting System - The cumulative voting system grants each share the same number of voting rights as the number of directors to be elected, allowing shareholders to use their voting rights collectively [1][2] - The system applies when a single shareholder and their concerted parties hold 30% or more of the shares or when electing more than two independent directors [2] Voting Procedures - Independent and non-independent directors are elected through separate voting processes, with shareholders' voting rights calculated based on their shares multiplied by the number of directors to be elected [2][3] - Shareholders can choose to concentrate their votes on one candidate or distribute them among several candidates, with the total votes used not exceeding their legal voting rights [3][4] Election Results - The minimum effective voting rights required for a director to be elected must exceed half of the valid voting rights held by shareholders present at the meeting [3][4] - In case of a tie among candidates, a second round of voting will be conducted to determine the elected directors [4] Additional Provisions - The chairman of the meeting must inform shareholders about the cumulative voting method and provide explanations on the voting process [5] - The implementation details will take effect from the date of the shareholders' meeting resolution and will be subject to relevant national laws and regulations [5]