Core Viewpoint - The company is revising its articles of association in accordance with the new Company Law effective from July 1, 2024, which includes the abolition of the supervisory board and the delegation of its powers to the audit committee of the board of directors [1][2][3]. Group 1: Board Meeting Decisions - The eighth board of directors held its 36th meeting on July 23, 2025, with all 12 directors present, confirming compliance with relevant laws and regulations [1]. - The board approved the proposal to amend the articles of association, which will eliminate the supervisory board and transfer its responsibilities to the audit committee [1][2]. - The revised articles of association will also lead to changes in the rules governing the shareholders' meeting, which will be renamed [2][3]. Group 2: Election of New Board Members - The company plans to hold elections for the ninth board of directors, with candidates nominated by major shareholders, including the controlling shareholder [4]. - The board has nominated several candidates for both non-independent and independent director positions, all of whom must be approved by the shareholders' meeting [4][5]. - The independent directors' compensation is proposed to be set at 80,000 RMB per year, payable monthly [5]. Group 3: Candidate Qualifications - All nominated candidates for the board have been confirmed to meet the qualifications set by relevant laws and regulations, with no conflicts of interest reported [12][14]. - The independent director candidates have academic and professional backgrounds relevant to their roles, ensuring compliance with independence requirements [12][14].
士兰微: 杭州士兰微电子股份有限公司第八届董事会第三十六次会议决议公告