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唐山港: 唐山港集团股份有限公司股东会议事规则

Core Points - The document outlines the rules and procedures for the shareholders' meetings of Tangshan Port Group Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3]. Group 1: General Provisions - The rules aim to clarify the responsibilities and powers of the shareholders' meeting, standardize its organization and behavior, and protect the legal rights of all shareholders [1]. - The company must strictly follow legal and regulatory requirements when convening shareholders' meetings, ensuring shareholders can exercise their rights [2]. - The location for the shareholders' meeting can be the company's registered address or another specified location [1]. Group 2: Nature and Powers of the Shareholders' Meeting - The shareholders' meeting is the company's decision-making body, composed of all shareholders who hold shares legally [6]. - The meeting has the authority to elect and replace directors, approve profit distribution plans, and make decisions on significant corporate actions such as mergers and capital changes [9][10]. Group 3: Meeting Convening Procedures - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year, while temporary meetings can be called under specific circumstances [11][12]. - Independent directors can propose temporary meetings, and if the board does not respond within ten days, the audit committee can convene the meeting [13][14]. Group 4: Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be submitted in writing [19][20]. - Notifications for the annual meeting must be sent at least 20 days in advance, while temporary meetings require a 15-day notice [23][24]. Group 5: Voting and Resolutions - Each share carries one vote, and the meeting must ensure that the voting process is transparent and fair, especially for significant matters affecting minority investors [51][52]. - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions needing a two-thirds majority [64][66]. Group 6: Meeting Records and Announcements - The meeting records must include details such as the time, location, attendees, and voting results, and these records must be preserved for at least ten years [70][72]. - The results of the resolutions must be announced promptly, including details on any related party transactions and the voting outcomes [77][78].