中国海防: 中国海防2025年第二次临时股东大会会议资料

Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss various amendments to its governance documents and operational procedures [1][2][3] Group 1: Governance Changes - The proposal includes the cancellation of the supervisory board, with its functions to be assumed by the audit committee of the board of directors, ensuring the internal supervision mechanism remains intact [1][2] - Amendments to the company's articles of association will be made to reflect the cancellation of the supervisory board and to clarify the roles and responsibilities of the board of directors and the audit committee [1][2][3] - The company will revise its rules regarding related party transactions, external guarantees, and fundraising management to align with the new governance structure [1][2][3] Group 2: Shareholder Rights and Responsibilities - Shareholders will retain rights to supervise the company's operations, propose suggestions, and request information as stipulated in the revised articles of association [4][5] - The company emphasizes that shareholders must comply with laws and regulations, and any abuse of shareholder rights that harms the company or other shareholders will result in liability [5][6] - The company will ensure that all shareholders have equal rights regarding the distribution of profits and other benefits [4][5] Group 3: Financial Management and Capital Structure - The company will implement stricter regulations on external guarantees, requiring shareholder approval for guarantees exceeding certain thresholds related to net assets and total assets [7][8] - The company will also revise its capital increase procedures, allowing for various methods of capital raising while ensuring compliance with legal requirements [7][8] - The company will maintain transparency in its financial dealings and ensure that any significant asset transactions are subject to shareholder approval [7][8]