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重庆燃气: 重庆燃气集团股份有限公司董事会授权管理制度(2025年7月修订)

Core Viewpoint - The article outlines the authorization management system of Chongqing Gas Group Co., Ltd., aimed at enhancing the decision-making efficiency of the board of directors and ensuring the protection of shareholders' and creditors' rights [1][6]. Group 1: General Principles - The authorization refers to the delegation of powers from the board of directors to governance entities such as the chairman and general manager [1]. - The basic principles of authorization include prudent authorization, suitability, timely adjustment, effective monitoring, and quality and efficiency [2]. Group 2: Authorization Objects - The board of directors can delegate certain powers to the chairman and general manager, while non-board entities cannot receive such delegations [2]. - Legal powers exercised by the board and matters requiring shareholder approval cannot be delegated [2]. Group 3: Authorization Content - The board must create or revise an authorization list, which is drafted by the board secretary and requires discussion by the company’s party committee before board approval [3]. - In special circumstances, temporary or specific authorizations must be documented with clear requirements [3]. Group 4: Authorization Management - The chairman and general manager must convene meetings to collectively discuss decisions on authorized matters, and if they need to abstain from voting, the matter should be submitted directly to the board [4][5]. - After decisions are made, the authorized individuals must ensure diligent execution and report progress to the board [5]. Group 5: Authorization Responsibilities - Authorized individuals must act within the scope of their authority and are accountable for any decisions that violate laws or company regulations, leading to significant losses [6]. Group 6: Supplementary Provisions - Any matters not covered by this system will follow relevant laws and regulations, and the board is responsible for interpreting the system [6].