Core Points - The document outlines the governance rules for Guangdong Jiayuan Technology Co., Ltd, specifically focusing on the procedures for convening and conducting shareholder meetings [1][2][3]. Group 1: General Provisions - The company must report to the local China Securities Regulatory Commission and the Shanghai Stock Exchange if it cannot convene a shareholder meeting within the specified timeframe [1]. - The rules are established to ensure compliance with relevant laws, including the Company Law and Securities Law of the People's Republic of China [2]. Group 2: Convening Shareholder Meetings - Shareholder meetings can be classified into annual and temporary meetings, with annual meetings required to be held within six months after the end of the previous fiscal year [2]. - Temporary meetings must be convened within two months of certain events, such as significant losses or requests from shareholders holding more than 10% of shares [2][3]. Group 3: Proposals and Notifications - Shareholders holding more than 1% of shares can propose temporary agenda items at least 10 days before the meeting [5][6]. - Notifications for annual meetings must be sent 20 days in advance, while notifications for temporary meetings should be sent 15 days prior [6][8]. Group 4: Conducting Shareholder Meetings - Meetings must be held at the company's registered address or another location specified in the company’s articles of association, and should allow for both in-person and proxy attendance [7][9]. - The company must ensure that all shareholders can participate and vote, with specific provisions for verifying shareholder identities [10][11]. Group 5: Voting and Resolutions - Ordinary resolutions require approval from more than half of the voting rights present, while special resolutions require two-thirds approval [13][15]. - The results of votes must be announced immediately after the meeting, and detailed records of the meeting must be maintained for at least ten years [46][47]. Group 6: Legal Compliance and Amendments - The rules must comply with national laws and regulations, and any inconsistencies will be governed by the relevant legal provisions [53][54]. - Amendments to these rules require approval from the shareholders' meeting [56].
嘉元科技: 广东嘉元科技股份有限公司股东会议事规则