Core Points - The company has decided to abolish the supervisory board and amend its articles of association and governance systems [2][3] - The decision was made during the 42nd temporary meeting of the fifth board of directors held on July 25, 2025 [2] - The audit committee of the board will assume the responsibilities previously held by the supervisory board [2][3] Summary of Amendments - The articles of association will be revised to reflect the cancellation of the supervisory board and the transfer of its powers to the audit committee [2][3] - Specific articles related to the supervisory board will be removed, including the rules governing the supervisory board [2][3] - New provisions will be added to clarify the legal responsibilities of the legal representative of the company [3][4] Governance Structure Changes - The chairman of the board will continue to serve as the legal representative of the company [3][4] - The company will maintain its status as a permanent joint-stock company with independent legal person status [4][5] - The articles will ensure that all capital is divided into equal shares, with shareholders bearing liability limited to their subscribed shares [5][6] Shareholder Rights and Responsibilities - Shareholders will retain rights to dividends and participate in decision-making processes [18][19] - The company will ensure equal rights for shareholders of the same class of shares [7][8] - Provisions will be included to protect the rights of shareholders in cases of company mergers, divisions, or other significant changes [18][19] Financial and Operational Governance - The company will establish clear guidelines for capital increases and decreases, ensuring compliance with legal and regulatory requirements [10][11] - New rules will govern the company's ability to provide guarantees and the conditions under which such guarantees can be issued [33][34] - The company will maintain transparency in its financial dealings and ensure that all actions comply with relevant laws and regulations [34][35]
美凯龙: 关于公司取消监事会暨修订《红星美凯龙家居集团股份有限公司章程》及部分治理制度的公告