芯原股份: 股东会议事规则（2025年7月修订）

Core Points - The document outlines the rules and procedures for the shareholders' meeting of Chip Original Microelectronics (Shanghai) Co., Ltd, aiming to ensure legal, orderly, efficient, and equitable exercise of rights by shareholders [1][2][3] Group 1: General Principles - The rules apply to the shareholders' meeting and bind all shareholders, their agents, directors, and other relevant personnel [2] - The company must strictly follow legal and regulatory requirements when convening the shareholders' meeting, ensuring shareholders can exercise their rights [3][4] - The meeting should adhere to a principle of simplicity, avoiding additional benefits for attending shareholders [5] Group 2: Powers of the Shareholders' Meeting - The shareholders' meeting is the power institution of the company, exercising rights within the scope defined by law and the company’s articles of association [6][7] - Certain transactions must be submitted for shareholders' approval if they meet specified thresholds, such as asset total exceeding 50% of total audited assets or transaction amounts exceeding 50% of market value [8][9] Group 3: Meeting Procedures - The shareholders' meeting can be annual or temporary, with the annual meeting required to be held within six months after the end of the previous fiscal year [10][11] - Temporary meetings must be convened within two months of certain events, such as significant losses or requests from shareholders holding over 10% of shares [12][13] Group 4: Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [18][19] - Notifications for meetings must be sent out in advance, detailing the agenda and allowing shareholders to prepare adequately [20][21] Group 5: Voting and Resolutions - Resolutions can be ordinary or special, requiring a majority or two-thirds majority of the voting rights, respectively [43][44] - Voting rights are based on the number of shares held, with each share granting one vote [46][47] Group 6: Meeting Records - The company must maintain detailed records of the meeting, including attendance, proposals discussed, and voting results [63][64] - The rules specify that the meeting records must be preserved for a minimum period [65]