广东宏大: 股东会议事规则

General Provisions - The rules are established to protect the legal rights of the company, shareholders, and creditors, and to clarify the procedures for shareholder meetings [1] - The company shall exercise its powers within the scope defined by the Company Law and its articles of association [2] Types of Shareholder Meetings - The company holds an annual shareholder meeting once a year within six months after the end of the previous fiscal year [2] - A temporary shareholder meeting must be convened within two months of certain events, such as insufficient directors or significant losses [2] Legal Opinions and Compliance - The company must hire a lawyer to provide legal opinions on various aspects of the meeting, including the legality of the convening process and the validity of shareholder votes [2] Powers of the Shareholder Meeting - The shareholder meeting is the company's authority body, responsible for electing directors, approving reports, and making decisions on capital changes, mergers, and other significant matters [3][4] Convening Shareholder Meetings - The board of directors must convene meetings within the specified time frames and respond to requests from independent directors or shareholders holding over 10% of shares [5][6] Proposals and Notifications - Shareholders holding over 1% of shares can propose temporary items for discussion at least 10 days before the meeting [7] - Notifications must be sent out 20 days prior for annual meetings and 15 days for temporary meetings, detailing all proposals and necessary information [7][8] Conducting the Meeting - The meeting must be held at the company's registered location, and shareholders can attend in person or via authorized representatives [9] - The meeting must ensure order and address any disruptions promptly [9] Voting Procedures - Voting can occur through various methods, including in-person and online, with specific rules for cumulative voting for director elections [12][13] - The results of the votes must be announced immediately after the meeting, and detailed records must be kept [14][15] Execution of Resolutions - Resolutions passed by the shareholder meeting must be implemented within two months, and any violations of laws or regulations render the resolutions invalid [17][18]