HFM(SH:603011) Zheng Quan Zhi Xing·2025-08-01 16:13General Principles - The rules are established to clarify the responsibilities and powers of the board of directors of Hefei HuoDuan Intelligent Manufacturing Co., Ltd. and to ensure the protection of investors' rights [2] - The board of directors is a permanent decision-making body of the company, exercising powers granted by laws, regulations, and the company's articles of association [2][3] Board Composition and Meetings - The board consists of 9 directors, including 3 independent directors and 1 employee representative, with a chairman and a vice-chairman [3] - Board meetings must have more than half of the directors present to be valid, and meetings can be attended in person or by proxy [21][22] Meeting Procedures - The board must hold at least two regular meetings annually, with the chairman responsible for convening these meetings [6][3] - The board secretary is responsible for preparing and organizing meetings, including notifying all directors at least ten days in advance for regular meetings [6][13] Proposal and Voting - Proposals for board meetings can be made based on various situations, including matters requiring shareholder approval [9][10] - Decisions require a majority vote from all attending directors, with specific rules for related party transactions [33][10] Meeting Records - Detailed minutes of board meetings must be kept, including attendance, agenda, and voting results, and must be signed by the attendees [40][41] Amendments and Compliance - The rules are subject to amendments and must comply with relevant laws and regulations, with the board of directors responsible for interpretation [12][46]