Core Points - The company is revising its Articles of Association to strengthen the role of the Party in corporate governance and comply with national requirements [1][2] - The board of directors approved the revisions with an 8-0 vote during the second meeting of the 11th board on July 29, 2025 [1] - The revisions will be subject to approval by the shareholders' meeting, requiring a two-thirds majority of the voting rights present [2] Summary by Sections Revision Details - The main revisions include adding management regulations for Party building and defining the responsibilities of the Party committee and discipline inspection committee [1] - The scope of senior management personnel has been expanded [1] - The process for appointing and compensating board members has been changed from requiring a special resolution to a general resolution [1] - Certain existing restrictions on related party transactions and definitions of actual controllers have been removed [1] Specific Changes - The definition of senior management personnel now includes the general manager, executive vice general manager, vice general managers, board secretary, and financial officer [3] - The company and its subsidiaries are prohibited from providing financial assistance to others for acquiring shares in the company or its parent company [3] - The matters requiring a special resolution by the shareholders' meeting have been clarified, including capital changes, bond issuance, and major asset transactions exceeding 30% of total audited assets [5] Party Organization and Responsibilities - New sections have been added to outline the establishment of Party organizations within the company, including the Party committee and discipline inspection committee [9][10] - The Party committee is tasked with ensuring the implementation of Party policies and supporting the legal rights of the shareholders and management [10] - The discipline inspection committee is responsible for maintaining Party discipline and overseeing compliance with Party regulations [10]
中炬高新: 中炬高新关于修订《公司章程》的公告