东微半导: 苏州东微半导体股份有限公司股东会议事规则

General Principles - The rules are established to regulate the behavior of Suzhou Dongwei Semiconductor Co., Ltd. and ensure shareholders can exercise their rights according to the Company Law and relevant regulations [1][2] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] Types of Shareholder Meetings - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1] - Temporary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant losses [1] Legal Opinions and Procedures - The company must hire a lawyer to provide legal opinions on the legality of the meeting's procedures, participant qualifications, and voting results [2] - The board of directors is responsible for convening meetings within the stipulated time frames [2][3] Rights of Shareholders - Shareholders holding 10% or more of the company's shares can request a temporary meeting, and the board must respond within ten days [3][4] - Independent directors can also propose temporary meetings, requiring a majority agreement from the independent directors [4] Notification and Proposals - Shareholder meeting notifications must be sent out 20 days prior for annual meetings and 15 days for temporary meetings, including all proposal details [6][7] - Proposals must be within the scope of the shareholder meeting's authority and comply with legal requirements [12] Voting and Decision-Making - Shareholders can vote in person or by proxy, and each share carries one vote [19] - Decisions require a simple majority for ordinary resolutions and a two-thirds majority for special resolutions [14][15] Meeting Records and Announcements - Meeting records must be maintained for at least ten years, detailing the meeting's proceedings, attendance, and voting results [41][42] - Resolutions must be announced promptly, including details of attendance and voting outcomes [39][40] Compliance and Legal Recourse - Shareholders can request the court to annul resolutions that violate laws or regulations within 60 days of the decision [18] - The company must comply with court rulings and fulfill disclosure obligations regarding any legal disputes [18]